Colony Bankcorp, Inc. · NYSE:CBAN
Colony Bankcorp — Merger or Acquisition (April 2021)
18 slides from Colony Bankcorp's merger presentation, Apr 22, 2021
Slide 1: Acquisition of SouthCrest Financial Group, Inc.
1 A c q u i s i t i o n o f S o u t h C r e s t F i n a n c i a l G r o u p , I n c . A p r i l 2 2 , 2 0 2 1
Slide 2: Forward Looking Statements
2 Forward Looking Statements “Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995 Certain statements contained in this communication that are not statements of historical fact constitute forward-looking statements within the meaning of the federal securities law, notwit
Slide 3: Additional Information about the Merger and Where to Find It
3 Additional Information about the Merger and Where to Find It This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, s
Slide 4: Strategic Rationale
4 Creates Georgia’s largest community bank (1) Natural expansion into logical, contiguous markets in western Georgia and entry into adjacent markets in northern Georgia Solidifies a state-wide footprint Provides entry into the attractive Atlanta and northern Georgia markets Creates a balan
Slide 5: SouthCrest Financial Group overview
5 2017 2018 2019 2020 Total Assets $545,354 $550,485 $555,961 $715,090 Asset Growth -3.19% 0.94% 0.99% 28.6% Total Net Loans $288,187 $315,872 $331,595 $322,979 Loan Growth -0.93% 9.61% 4.98% -2.60% Total Depos its $444,671 $463,627 $465,288 $595,663 Deposit Growth -10.6% 4.26% 0.36% 28.0% Loans / D
Slide 6: Pro forma franchise comparison
6 Note: Financial data as of December 31, 2020; Dollars values in thousands (1) Nonperforming Assets defined as the sum of nonaccrual loans, restructured loans, and other real estate owned Source: S&P Global Market Intelligence; SCSG documents; Internal estimates Headquarters Fitzgerald, GA Atlanta,
Slide 7: Attractive Markets
7 Note: Includes top ten pro forma MSAs that CBAN and SCSG have branches located in (total of 17 pro forma MSAs with no overlapping MSAs); Branch-level financial detail based on FDIC data as of June 30, 2020; All data shown pro forma for pending and recently completed acquisitions; Demographic data
Slide 8: Pro Forma Deposit Market Share
8 Note: Data is shown pro forma for recently announced and completed acquisitions based on FDIC data as of June 30, 2020 per Bank-level Call Reports (1) Community bank defined as having less than $10.0 billion in total assets and providing a full suite of consumer and commercial products, as of Dece
Slide 9: Loan portfolio composition
9 Loans ($000s) Loans ($000s) Loans ($000s) Construction & Land 121,072$ 10.9% Construction & Land 49,618$ 15.2% Construction & Land 170,690$ 11.9% 1-4 Family 232,602 20.9% 1-4 Family 60,721 18.6% 1-4 Family 293,323 20.4% Multifamily 26,084 2.35% Multifamily 6,023 1.84% Multifamily 32,107 2.23% CRE
Slide 10: Deposit composition
10 Deposits ($000s) Deposits ($000s) Deposits ($000s) Transaction Accounts 760,553$ 52.6% Transaction Accounts 391,117$ 65.7% Transaction Accounts 1,151,670$ 56.4% MMDA & Savings 422,860 29.3% MMDA & Savings 96,379 16.2% MMDA & Savings 519,239 25.4% Retail CDs 130,154 9.01% Retail CDs 58,452 9.81% R
Slide 11: Transaction terms
11 (1) Per the merger agreement for SCSG’s common equivalent stock outstanding (2) Based on CBAN’s stock price of $15.00 per share as of April 21, 2021; Indicative Price per Share calculated as (72.5% x 0.7318 x $15.00) + (27.5% x $10.45) = $10.83 (3) Based on 7,516,464 shares of SCSG’s common equiv
Slide 12: Estimated cost savings and merger assumptions
12 Estimated Cost Savings Earnings Estimates Transaction Expenses Credit Mark Core Deposit Intangible Other Assumptions $6.4 million pre-tax savings (~36.6% of noninterest expense); approximately 7.9% of combined 2021 estimated noninterest expenses 25% realization of cost savings in 2021 and 100
Slide 13: Summary Financial Impact
13 (1) CBAN 2022 EPS based consensus analyst EPS estimates of $1.58 per share and CBAN 2023 EPS based on 5.99% per share growth; Assumes cost savings are fully phased-in 2022 and 2023 (2) Includes full impact of one-time merger expenses (3) Pro forma at closing, including the estimated impact of pur
Slide 14: Background
14 Both banks have an established and friendly relationship Heath Fountain, CEO of CBAN, and Brian Schmitt, CEO of SCSG, were both executives at HeritageBank of the South prior to its sale to Renasant Corporation in 2015 Multiple discussions about potential merger opportunities since 2018 Co
Slide 15: Due Diligence Process
15 Significant engagement between senior management Extensive, well-tested due diligence approach Engagement of third-party advisors Key focus areas: Credit Quality, Operations, IT, Legal, Compliance, HR, and Regulatory Comprehensive internal and third-party review of a significant portion
Slide 16: Proven Track Record of Franchise Enhancement
16 $1,232,755 $1,251,878 $1,515,313 $1,763,974 $1,763,974 $2,479,064 2017 2018 2019 2020 2021 PROVEN TRACK RECORD OF FRANCHISE ENHANCEMENT Note: Dollar values in thousands; Financial data as of December 31, 2020 (1) 5-Year CAGR based on FY 2015 actuals to FY 2021 pro forma combined total assets (2)
Slide 17: Unmodeled Synergies
17 UNMODELED SYNERGIES UNMODELED SYNERGIES PERSONAL LENDING: Colony has a more robust suite of personal lending products CONSUMER MORTGAGE: SouthCrest currently refers these to an unrelated third-party SBA AND GOVERNMENT GUARANTEED LOANS: SouthCrest currently refers these loans to other lenders
Slide 18: Colony Bankcorp, Inc.
te COLONY BANKCORP, INC. Right here with you. NASDAQ: CBAN