Business First Bancshares, Inc. · NASDAQ:BFST
Business First Bancshares — Merger or Acquisition (April 2024)
17 slides from Business First Bancshares's merger presentation, Apr 25, 2024
Slide 1: Merger with Oakwood Bancshares, Inc.
Slide 2: Legal Disclosures: Forward-Looking Statements
LEGAL DISCLOSURES. le Forward-Looking Statements ‘This presentation contains forwardooking statements within the meaning of the Private Secures Litigation Reform Act of 1995 that are subject to risks and Uncertainties and are made pursuant to the safe harbor provisions of Section 27A ofthe Securitie
Slide 3: Legal Disclosures: Non-GAAP Financial Measures
LEGAL DISCLOSURES. le ‘Non-GAAP Finandil Measures ‘Statements included i his presentation include non-GAAP financial measures and should be read along with the accompanying tables, which provide a reconciliation of non-GAAP financial measures to GAAP financial measures, Non-GAAP financial measures t
Slide 4: Oakwood Bancshares, Inc.
® | BANK OAKWOOD BANCSHARES, INC. 1) {OAKWOOD BANK _ ia
Slide 5: Key Transaction Themes
KEY TRANSACTION THEMES e Pro forma loans in the Dallas market over $2 billion 44% of pro forma BFST loans in Texas SHREVEPORT, a ’ b Long-term commitments from key Oakwood personnel Oakwood operates a commercially oriented franchise, similar to BFST 45% commercial loans 23% demand deposits” - 5 BUSI
Slide 6: Oakwood Bank Transaction Rationale
OAKWOOD BANK TRANSACTION RATIONALE Compelling Minimal Execution k Well-positioned commercial banking platform in Dallas MSA ‘Strengthens BFST's existing market-level leadership ‘Market position strengthened with nine pro forma DFW locations Consistent with longer-term strategic objectives to dive sc
Slide 7: Overview of Oakwood Bancshares, Inc.
OVERVIEW OF OAKWOOD BANCSHARES, INC. © Headquartered in Dallas, Texas * $843 million in assets institution operating from 4 central locations in Dallas, with additional branches in Snyder, TX and Oakwood, TX = $654 million in loans; $732 million in deposits © Commercial banking focus = 45% commercia
Slide 8: Accelerating Organic Dallas Expansion Strategy
ACCELERATING ORGANIC DALLAS EXPANSION STRATEGY ") ‘MeKinney Banking Canter Opened September 2023 Since 2017, BFST has executed on a multi-year, organic growth strategy in the Dallas, Texas market Successful ramp up from 1 LPO to 5 full-service banking centers BEST currently has over $1.3 billion loa
Slide 9: Dallas Franchise Combination
DALLAS FRANCHISE COMBINATION lo Standalone BFST (December 31, 2023) Pro Forma Oakwood Partnership @ hrerivney Total Assets: $4.68 : * Total Assets: $7.48 + Total Loans: $5.08, + TotolLoans: $5.48 + TKLoans: $1.98 F = % | + 1ktoans $25 + Total Deposits: $5.28 fern + TotolDeposits: $608 + TDeposits $0
Slide 10: Pro Forma Footprint
PRO FORMA FOOTPRINT. Dallas-Fort Worth Region” (Oakwood) Houston Region # of Banking Centers: Total Loan $4794 Total Deposits: $538, Deposits / Banking Ce $1078, Southwest Louisiana Region # of Banking Center 8 Total Loans: $5169 Total Deposits: $1045.4 Deposits / Banking Center $80.4 North Louisian
Slide 11: Loan and Deposit Composition by Region
LOAN AND DEPOSIT COMPOSITION BY REGION lo Estimated 44%+ of pro forma BFST credit exposure will be 353% Loans Hi copiat [Biviormtoulsiana fsoutwestiouisina fl sayou LereaterNeworeans [oats Bousion
Slide 12: Pro Forma Loan and Deposit Composition
PRO FORMA LOAN AND DEPOSIT COMPOSITION Business First Bancshares, Ine ‘Oakwood Bank 200% 3.4% 34% 100% 4 y 23% 230%) nsx 4 oo 29% 22% i 0 suns aan const fom commertid SS sax 4 oars 000) oars ($00) Weorsvocion& tard Moonstone 350-008 Bitton, Bstrany mass 23K atromiy Brncanny 701 26% on 0/0 Non o/0 cr
Slide 13: Transaction Terms
TRANSACTION TERMS le + Aggregate consideration value of approximately $85.7 milion based on fixed exchange ratio of 0.5112 BFST shares for each outstanding Oakwood share, subject to adjustment pursuant to the terms of the reorganization agreement 100% stock consideration 3,973,469 BFST shares expect
Slide 14: Due Diligence Process
DUE DILIGENCE PROCESS Due Diligence Process Overview Credit Diligence Corporate and Operational Due Diligence Conducted comprehensive due diligence over a ~60 day period Experienced MBA team that has worked together on multiple successful transactions for BFST ‘Credit view conducted by internal team
Slide 15: Key Transaction Assumptions
KEY TRANSACTION ASSUMPTIONS lo Approximately $9.3 million, or 38% of total FY 2024 estimated Oakwood’s noninterest expense ‘Approximately 6% cost saves expected to be realized in 2024, approximately 70% cost savings recognized in 2025, with 100% recognized in 2026 and thereafter Estimated Cost Savin
Slide 16: Estimated Financial Impact
ESTIMATED FINANCIAL IMPACT GAAP metal Impact Excluding AOCI, Rate Marks, and CECL A $0.07 $0.26 $0.05 $0.22 Earnings 2.8% 10.1% 2.3% 8.4% Impact 2024 2025 2024 2025 FPS Acceba EPS Accretion EPS Accretion EPS Accretion Tangible Book am 1.9 Years 1.7%) 1.3 Years Value Impact! Emrich Enr-back RoR 75% 9
Slide 17: Conclusion
CONCLUSION e Low-risk transaction in existing high-growth DFW market Transaction consistent with BFST growth strategy Complementary commercial banking focus Local banking talent joining BFST with long-term commitments Established Dallas platform from which to expand Enhanced scale at $7.4B in pro fo
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