Citizens Financial Group, Inc. · NYSE:CFG
Citizens Financial — Merger or Acquisition (July 2021)
17 slides from Citizens Financial's merger presentation, Jul 28, 2021
Slide 1: Citizens to Acquire Investors Bancorp
Citizens to Acquire Investors Bancorp Building a Leading Regional Banking Franchise July 28, 2021
Slide 2: Disclaimer
Disclaimer Cautionary Statement About Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plans and future performance of Citi
Slide 3: A strategically compelling acquisition
A strategically compelling acquisition Complementary geographic footprint that strengthens presence in attractive markets ‒ Fills branch gap in retail footprint, connecting New England to the Mid-Atlantic market; 154 branches overall, including 130 in NYC Metro, 16 in Philadelphia Metro area Strat
Slide 4: Key transaction structure and terms
Key transaction structure and terms Fixed exchange ratio of 0.297x and $1.46/share of cash Financially compelling Consideration: 90% Citizens common stock, 10% cash pro forma impact Consideration Total consideration of ~$3.5 billion, $14.63 per Investors' share based on July 27, 2021 closing p
Slide 5: Investors: A leading New York Metro Bank
Investors: A leading New York Metro Bank Company overview Key metrics1 Founded 1926, Investors is a diversified, community-focused financial services company headquartered in Short Hills, NJ $27B $22B $20B Strong market position in New York, New Jersey and Total assets Gross loans Total deposits
Slide 6: Building a leading regional banking platform with top financial metrics
Building a leading regional banking platform with top financial metrics Connecting the branch footprint… …Combining market leading franchises Top-10 NYC Metro bank by deposits3 ~$21 billion total deposits in NY Metro1 Boston Improves customer reach, connecting our New England and Pennsylvania
Slide 7: Strategically building a leading regional banking franchise
Strategically building a leading regional banking franchise ($’s in billions) Step 1: Step 2: Result: Acquisition of HSBC East Acquisition of Scaled, highly Coast Branches and Investors1 competitive National Online Deposits regional franchise Loans ~$2.2 ~$21.7 ~$24.0 2 Deposits ~$9.0 ~$20.1 ~$29.1
Slide 8: Pro forma deposit profile
Pro forma deposit profile HSBC1 Investors2 Investors/ w HSBC Citizens Pro forma 2% Deposit Composition 12% 8% 15% 4% 5% 21% 16% 31% 29% 42% 32% 30% $9.0B 23% $20.1B $29.1B $150.6B $179.7B 56% 36% 11% 33% 25% 19% 21% 14% 15% Cost of Deposits: 0.09% Cost of Deposits: 0.34% Cost of Deposits: 0.26% Cost
Slide 9: Diversified loan portfolio
Diversified loan portfolio $122.6 billion Citizens total loans1 $146.6 billion pro forma total loans2 Education Education 9% 10% Commercial Auto & Industrial Commercial 9% 32% & Industrial Auto 35% 10% Home Equity 8% Home Equity 10% Consumer & Other 6% Consumer & Other 6% Commerical Residential Comm
Slide 10: Investors: Diversified and well-secured Commercial Real Estate portfolio
Investors: Diversified and well-secured Commercial Real Estate portfolio Net charge-offs / total loans through-the-cycle Diversified CRE portfolio 2.50% All CRE by Classification – March 31, 2021 Multi-family 2.00% loans 59% Accommodation and food service 1% 1.50% Health care and social 1.00% assist
Slide 11: Substantial revenue growth potential
Substantial revenue growth potential Leverage enhanced brand recognition and combined scale to deepen relationships in important NY Metro, New Jersey and Philadelphia markets Regional National Mobile / Online Citizens Access® Banking Citizens PayTM Deploy Citizens’ diverse consumer lending and wea
Slide 12: Extensive due diligence process and integration planning
Extensive due diligence process and integration planning Comprehensive due diligence & preparation Successful integration Detailed business due diligence Coordinated two-step process with HSBC closing and converting 1Q22 Deep dive across businesses, operations and risk completed by ~150 Citizens’
Slide 13: Community reinvestment
Community reinvestment A transaction that is beneficial to all our stakeholders Deeply committed to the community: ‒ Since 2005, Investors Foundation has pledged more than $40 million to non-profits ‒ Now the official consumer and business bank of the NY Giants and official bank of NJ Devils CRA
Slide 14: Summary
Summary Solidifies our presence in attractive NY Metro Market Complements the HSBC deposit acquisition Provides branch base and brand reach to expand commercial lending in the region; adds attractive middle market/small business customer base Platform to deliver more for existing customers g
Slide 15: Appendix
Appendix 15
Slide 16: Key Assumptions
Key Assumptions Citizens consensus estimates Earnings estimates Investors: Consensus estimates, adjusted for transaction impacts in 2022 Synergies and one- Identified run rate cost savings of ~$130 million; 30% of Investors’ cost base time integration ~$400 million pre-tax one-time integrati
Slide 17: Citizens Financial Group, Inc.
3« Citizens Financial Group, Inc.”
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