Renasant Corporation · NYSE:RNST

Renasant — Merger or Acquisition (January 2017)

19 slides from Renasant's merger presentation, Jan 18, 2017

  1. Slide 1: Merger of Renasant Corporation and Metropolitan BancGroup, Inc.

    Merger of Renasant Corporation and Metropolitan BancGroup, Inc. January 17, 2017 Exhibit 99.2

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage companies to provide information about their anticipate

  3. Slide 3: Transaction Terms and Multiples

    Transaction Terms and Multiples Based on RNST’s closing price of $38.77 as of January 17, 2017 Aggregate value includes the value of options which will be cashed out at closing Transaction multiples on per share basis using financial data as of and for the year ending December 31, 2016 Consideration

  4. Slide 4: Metropolitan BancGroup overview

    Metropolitan BancGroup, Inc. 4 Metropolitan BancGroup, Inc. is co-headquartered in Memphis, TN and Ridgeland, MS (Jackson, MS MSA) Approximately 70% of loans in Tennessee; 30% of loans in Mississippi 8 banking offices in key metropolitan markets: Memphis, TN (2) Nashville, TN (2) Jackson, MS (4) Sin

  5. Slide 5: Transaction Rationale

    Transaction Rationale Strategically Advantageous Further enhances Renasant’s Memphis and Nashville, TN and Jackson, MS market presence Complementary cultures and business model Ability to leverage Metropolitan’s management experience in market Ability to expand Metropolitan’s current relationships w

  6. Slide 6: Pro Forma Franchise

    Pro Forma Franchise RNST Branches Metropolitan Branches Nashville MSA Memphis MSA Jackson MSA (1) Source: SNL Financial; deposit data as of June 30, 2016

  7. Slide 7: Financial Impact of the Transaction

    Financial Impact of the Transaction Assumptions Loan Mark Credit: Approximately 1.2% of gross loans Cost Savings Approximately 37.5% (75% realization rate in 2017; 100% in 2018 and thereafter) Pre-Tax Merger Expenses Approximately $22.6 million (1) Core Deposit Intangible 1.5%, 10 year amortization

  8. Slide 8: Surpassing the $10 Billion Asset Threshold

    Surpassing the $10 Billion Asset Threshold Accelerates our growth to over $10 billion in total assets into late-2017 Subjects RNST to Durbin Amendment, increased FDIC costs and other anticipated operating expenses in Q3 of 2018 resulting in an annual estimated reduction of pre-tax income on a combin

  9. Slide 9: Attractive Investment Opportunity

    Attractive Investment Opportunity Acquisition is consistent with RNST’s strategic plan and M&A expansion strategy, and meets RNST’s investment criteria Metropolitan is a well run, growth oriented, commercial banking franchise Metropolitan represents a merger partner with experienced bankers and prof

  10. Slide 10: Appendix

    Appendix

  11. Slide 11: Total Assets

    Metropolitan BancGroup, Inc. ($ in thousands) Total Assets 128% Increase in Total Assets Since 2010

  12. Slide 12: Gross Loans

    Metropolitan BancGroup, Inc. Gross Loans ($ in thousands) 18% CAGR Since 2010 $348,301 $411,271 $563,837 $483,170 $652,577 $743,103 $917,587 Note: Geographic information per Metropolitan

  13. Slide 13: Deposits

    Metropolitan BancGroup, Inc. ($ in thousands) Deposits 13% CAGR since 2010 $424,467 $498,476 $664,992 $640,700 $785,951 $807,599 $887,595 Note: Geographic information per Metropolitan

  14. Slide 14: Asset Quality

    Metropolitan BancGroup, Inc. 14 ($ in thousands) Asset Quality

  15. Slide 15: Historical Financial Performance

    Metropolitan BancGroup, Inc. Historical Financial Performance Note: Metropolitan consolidated data for December 31, 2016; bank level data for other periods shown Source: SNL Financial Dollar Values in Millions, Except Per Share Amounts For the Fiscal Year Ended, 2012 2013 2014 2015 2016 Balance Shee

  16. Slide 16: Pro Forma Deposit Market Share

    Metropolitan BancGroup, Inc. Pro Forma Deposit Market Share Source: SNL Financial

  17. Slide 17: Combined Loan and Deposit Composition

    Metropolitan BancGroup, Inc. Combined Loan and Deposit Composition Source: SNL Financial; as of September 30, 2016

  18. Slide 18: Additional Information

    Additional Information Renasant intends to file a registration statement on Form S-4 that will include a proxy statement for Metropolitan and a prospectus of Renasant, and Renasant will file relevant documents concerning the merger with the Securities and Exchange Commission (the “SEC”). This presen

  19. Slide 19: Investor Inquiries

    Investor Inquiries E. Robinson McGraw Chairman Chief Executive Officer Kevin D. Chapman Executive Vice President and Chief Financial Officer 209 TROY STREET TUPELO, MS 38804-4827 PHONE: 1-800-680-1001 FACSIMILE: 1-662-680-1234 WWW.RENASANT.COM WWW.RENASANTBANK.COM 19

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