Vantagesouth Bancshares — Merger or Acquisition (January 2014)
15 slides from Vantagesouth Bancshares's merger presentation, Jan 27, 2014
Slide 1: Creating North Carolina's Largest Community Bank Through a Transformational Merger-of-Equals
NYSE: VSB NASDAQ: YDKN Creating North Carolina’s Largest Community Bank Through a Transformational Merger-of-Equals January 27, 2014
Slide 2: Cautionary statement regarding forward-looking statements
Cautionary statement regarding forward-looking statements 2 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,
Slide 3: Strategic rationale
Strategic rationale 3 Largest community bank in North Carolina with $4 billion in assets and a statewide presence, based in one of the strongest U.S. growth markets Significant presence in Raleigh and Charlotte Complementary business lines drive diversified revenue stream Leading North Carol
Slide 4: Overview of transaction terms
Overview of transaction terms 4 Transaction: VantageSouth Bancshares, Inc. merger with and into Yadkin Financial Corporation Legal Acquiror: Yadkin Financial Corporation Accounting Acquiror: VantageSouth Bancshares, Inc. Consideration: 0.3125x shares of YDKN common stock for each share of VSB common
Slide 5: Largest community bank in North Carolina
Largest community bank in North Carolina 5 Source: SNL Financial, Forbes, and Site Selection Magazine * Deposit data as of 6/30/2013; pro forma for pending transactions; excludes money center deposits; money center deposits assumed to be branches with greater than $1.0 billion in deposits Transact
Slide 6: Combined branch footprint map
Stanly Cabarrus Vance Richmond Anson Florence Marion Darlington Marlboro Barnwell Greenwood Dillon Chesterfield Lancaster Columbus Lenoir Wayne Cleveland Rutherford Sampson Richland Greenville Halifax Alleghany Mitchell Avery McDowell McCormick Transylvania Martin Jackson Cherokee Graham Swain Haywo
Slide 7: Deep presence in attractive North Carolina markets
Deep presence in attractive North Carolina markets 7 SNL Financial, Bloomberg, MSN Real Estate, Forbes, Site Selection Magazine. Deposit data as of 6/30/2013; pro forma for pending transactions, includes all US banks and thrifts. *Community banks defined as US banks and thrifts less than $10 billion
Slide 8: Top demographics among North Carolina community banks
Top demographics among North Carolina community banks 8 Source: SNL Financial; deposit data as of 6/30/2013 (1) Pro forma population change, projected population change, median household income, and projected median household income are deposit weighted Deposit-Weighted Market Demographics 2010-2012
Slide 9: Business line strengths and expansion opportunities
Business line strengths and expansion opportunities 9 SBA Lending Complementary business lines VSB is #1 SBA lender in North Carolina; #2 in Virginia Opportunity to leverage across YDKN’s footprint Mortgage Origination Complementary business lines Strong cross-selling opportunities and fee income Bu
Slide 10: Comprehensive due diligence process
Comprehensive due diligence process 10 Source: SNL Financial Due Diligence Highlights Credit Mark – YDKN Loan Portfolio 9/30/13 Balance Gross Mark ($mm) (%) ($mm) Total Loans $1,333.4 3.7% $50.0 OREO 3.0 20.1% 0.6 Total Loans & OREO $1,336.4 3.8% $50.6 Net Charge-Offs Since 12/31/07 $140.5 Disclosed
Slide 11: Pro forma financial impact
Pro forma financial impact 11 Assumptions Earnings estimates based on First Call consensus Gross credit mark of 3.8%, $50.6 million One-time merger related expenses of $23.2 million (pre-tax) Cost savings expected to be 8% of combined non-interest expense base after realization of standalone
Slide 12: Comparable group trading analysis
1.52x 1.56x 1.65x 1.68x 1.92x 2.06x 2.36x 2.39x 2.56x 2.62x 2.92x 3.63x 4.21x VSB UCBI UBSH YDKN SFNC WSBC UBSI CHCO PNFP RNST SCBT OZRK HOMB Comparable group trading analysis 12 12.0x 12.2x 12.6x 12.7x 13.6x 14.2x 14.2x 14.3x 14.5x 14.8x 15.5x 17.1x 19.9x VSB WSBC UBSH YDKN CHCO SCBT UCBI SFNC UBSI
Slide 13: Pro forma loans & deposits
Pro forma loans & deposits 13 VantageSouth Bancshares Yadkin Financial Corporation (1) Pro Forma (1) Source: SNL Financial and company filings; data as of 9/30/2013 (1) Does not include purchase accounting adjustments C&D 9.7% Residential RE 12.9% Multifamily 3.1% Home Equity 14.5% Non- Owner Occ. C
Slide 14: Provides benefits to our stakeholders
Provides benefits to our stakeholders 14 Pro forma company joins attractive peer group with strong trading multiples Increases shareholder liquidity substantially Reduces downside risk and increases long-term growth potential Diversifies revenue stream and geographic footprint Significantl
Slide 15: Additional information about the merger and where to find it
Additional information about the merger and where to find it 15 In connection with the proposed merger, Yadkin Financial Corporation (“Yadkin”) will file with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S-4 that will include a joint proxy statement of Yadkin and V
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