Prosperity Bancshares, Inc. · NYSE:PB
Prosperity Bancshares — Merger or Acquisition (December 2012)
10 slides from Prosperity Bancshares's merger presentation, Dec 13, 2012
Slide 1: Merger with Coppermark Bancshares, Inc.
Exhibit 99.1 Merger with Coppermark Bancshares, Inc. December 10, 2012
Slide 2: Safe Harbor Statement
2 “Safe Harbor” Bancshares® uncertainties. company’s periodic Actual andStatement itsfilings subsidiaries resultswith under maythe differ constitute theSEC. Private materially Copies “forward-looking Securities of from the the Litigation SECresults filings statements” Reform discussed for Prosperity
Slide 3: Strategic Rationale
3 Strategic deposit sheets headquartered asmarket Coppermark Rationale banking share in Coppermark brings institution the Oklahoma high quality, merger Citymarks low metropolitan cost Prosperity’s deposits areaand entry Creates stable into ample asset Oklahoma: quality opportunities Expands Pro form
Slide 4: Merger Summary
4 Merger value) DueSummary Diligence: Merger Completed Partner: (1)Coppermark Based on PBBancshares, closing price Inc. of(“Coppermark”) $41.10 on 12/5/2012 Aggregate Value: $193.9 million(1) Consideration: 69.1% stock / 30.9% cash(1) Termination Fee: $8.5 million (4.4% of transaction
Slide 5: Transaction Highlights
5 Transaction 12.4x the premium Core Deposit paid Highlights toPremium: tangible Anticipated book (3) 6.9% value Closing: Based as a percentage First on PBQuarter closing of core 2013 price deposits Transaction of $41.10 (defined on Multiples: 12/5/2012 as totalMerger deposits Coppermark Price lesst
Slide 6: Pro Forma Franchise
6 ProasForma data of June Branch 30, 2012 Franchise Deposit PBMarket pro forma Sharefor– pending OklahomaEast City Texas MSA Financial (1) (2) PB Services (1) (215) acquisition Coppermark Coppermark (2) (9) branch count excludes 3 drive-thru locations Source: SNL Financial and Microsoft MapPoint; De
Slide 7: Coppermark Bancshares Financial Highlights
7 Coppermark the Oklahoma City Bancshares market Financial Source: SNL Highlights Financial Founded in 1963 in Oklahoma City, OK Consistent growth and profitability through the cycle Operates 9 locations across Oklahoma and Texas Established presence in
Slide 8: Pro Forma Loan Composition
8 Pro Forma quarter earnings Loanrelease Composition and SECProsperity filings Coppermark Bancshares, Bancshares, Inc. Coppermark Inc. loan Bancshares, data per company Inc. Pro regulatory Forma (CHART) filings as (CHART) of September (CHART) 30, 2012 Source: Yield SNL on Financial Loans: 6.27% Pros
Slide 9: Pro Forma Deposit Composition
9 Proquarter third 0.37% Forma earnings Deposit Composition release and SEC Prosperity filings Bancshares, CoppermarkInc. Bancshares, Coppermark Inc. Bancshares, deposit data Inc. per company Pro Forma regulatory (CHART)filings (CHART) as of (CHART) SeptemberSource: 30, 2012 SNL Cost Financial of De
Slide 10: Oklahoma City Market Overview
10the September in Oklahoma world2012 asCity well (%) Market asOklahoma the oil Overview & City gas industry ranks Source: asHeadquarters SNL the 30th Financial largest for Note: city twoin Household Fortune the U.S. 500with income companies: approximately growth Devon projection 1.25 Energy million
Prosperity Bancshares — Merger or Acquisition (December 2012) on 6ix