First Bancshares, Inc. · OTC:FIBH
First Bancshares — Merger or Acquisition (July 2019)
34 slides from First Bancshares's merger presentation, Jul 29, 2019
Slide 1: The First Bancshares, Inc. July 2019
TheFirst BANCSHARES, INC. July 2019 NASDAQ: FBMS
Slide 2: Forward-looking statements
This presentation contains “forward - looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In g eneral, forward - looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “cont
Slide 3: The First Bancshares: Building Shareholder Value
THE FIRST BANCSHARES: BUILDING SHAREHOLDER VALUE 3
Slide 4: Overview of The First Bancshares, Inc.
Overview of The First Bancshares, Inc. 4 Bank Headquartered in Hattiesburg, MS in 1996 71 Locations in Gulf South: MS, LA, AL, FL & GA Revenues of $127.0 Million LTM Assets of $3.5 Billion at June 30, 2019 5 th Largest Bank Headquartered in Mississippi # of Employees – 640 Stock Traded on Nasdaq – S
Slide 5: Organic and Acquisitive Growth
$503 $500 $540 $571 $647 $698 $830 $986 $1,080 $1,166 $181 $181 $370 $447 $447 $447 $827 $1,924 $2,307 $681 $721 $941 $1,094 $1,145 $1,277 $1,813 $3,004 $3,473 $0 $500 $1,000 $1,500 $2,000 $2,500 $3,000 $3,500 $4,000 2010 2011 2012 2013 2014 2015 2016 2017 2018 Q2 '19 Acquired Organic New Orleans Mo
Slide 6: Historical Performance Over Time: Eighth Year of Record Earnings
Historical Performance Overtime Eighth Year of Record Earnings *Operating net earnings per share – includes shares associated with capital raises and acquisitions and excludes merger related charges EPS Net Income ($mm) $0.82 6 $1.16 $0.96 $1.19 $1.55 $1.57 $0.96 $1.11 $1.62 $ 0.51* $0.62* $ 0.45* $
Slide 7: Historical Profitability Trends
Historical Profitability Trends 7 Reported ROAA (%) Source : S&P Global Market Intelligence, Company Documents Data as of or for the three months ended each respective quarter (1) Refer to appendix for “Non - GAAP Reconciliation” Adjusted ROAA (%) (1) Reported ROATCE (%) Adjusted ROATCE (%) (1) 1.22
Slide 8: Building Franchise Value: Four Acquisitions Closed 2018 – Q1 '19
8 First Community Bank Mobile MSA Sunshine Comm Bank Tallahassee MSA FMB Banking Corp. Tallahassee MSA FPB Financial Corp. Hammond MSA The First Gained Date Closed March 1, 2018 April 1, 2018 November 1, 2018 March 2, 2019 Branches 9 5 6 7 27 Purchase Price Cash & Stock: $60.0M Cash & Stock: $30.5M
Slide 9: Balance Sheet Composition by State
Mississippi 70% Alabama 23% Louisiana 7% Mississippi 73% Alabama 23% Louisiana 4% Balance Sheet Composition by State 9 2015 Deposits by State June 30, 2019 Deposits by State Source: S&P Global Market Intelligence and Company Documents 2009 and 2015 data as of June 30 2015 Loans by State June 30 , 20
Slide 10: Market Demographics
Market Demographics 10 ‘ 19 – ‘ 24 Projected Population Growth (%) ‘ 19 – ‘ 24 Projected Median HHI Growth (%) 2024 Projected Median HHI ($) Source: S&P Global Intelligence Deposit data as of 6/30/18 Demographic data deposit weighted by county 2.9% 1.5% 6.8% 2.0% 0.4% 4.6% 3.6% 0.0% 2.0% 4.0% 6.0% 8
Slide 11: Our Focus on a Strong Deposit Base
29% 0% 20% 40% 60% 80% 100% 120% 11 Our Focus on a Strong Deposit Base Beta (1) vs. Southeast Banks with Assets $1.0 bn – $10.0 bn Improving Composition of Non Int. Bearing Deposits 2010 Q2 ’19 Source : S&P Global Market Intelligence Deposit composition as of 12/31/10 and 6/30/19, respectively; depo
Slide 12: Market Information and Historical Pricing
12 2012 2013 2014 2015 2016 2017 2018 Q1 ‘19 Q2 ‘ 19 Average Stock Price ($) $9.21 $12.99 $14.54 $16.40 $18.88 $29.06 $35.08 $31.58 $30.58 Average Market Capitalization ($) In Millions $28.5 $57.3 $75.8 $88.1 $101.4 $277.4 $455.0 $545.5 $528.2 Average Daily Volume (shares) 1,679 3,841 4,453 7,387 3,
Slide 13: Overview of Potential Whole Bank Opportunities
AL LA MS FL GA Montgomery Columbus Jackson New Orleans Mobile Baton Rouge Shreveport Birmingham Huntsville Tallahassee Atlanta Jacksonville Orlando Banks: $200 mm - $500 mm Banks: $500 mm - $1.0 bn Banks: $1.0 bn - $2.0 bn 13 Overview of Potential Whole Bank Opportunities Source: S&P Global Market I
Slide 14: The First Bancshares: Florida Expansion
THE FIRST BANCSHARES: FLORIDA EXPANSION 14
Slide 15: Scarcity Value of Florida Banks
15 Scarcity Value of Florida Banks Source: S&P Global Market Intelligence, FDIC Data as of most recent quarter available # of Florida Banks Florida Banks by Region • Includes all banks and thrifts headquartered in in Florida 295 307 209 137 111 0 90 180 270 360 2005 2009 2013 2017 Q1 '19 Northwest F
Slide 16: Attractive Economy
$1,059 $602 $576 $544 $374 $255 $234 $225 $212 $130 $116 $79 $0 $300 $600 $900 $1,200 Source: U.S. Department of Commerce Bureau of Economic Analysis ▪ Florida is the fourth largest economy in the U.S. ▪ Florida comprises over 5% of the U.S. GDP ▪ Florida’s GDP is nearly as large as all the states o
Slide 17: Attractive Demographics
6.8% 3.6% 0.0% 2.0% 4.0% 6.0% 8.0% Florida US Attractive Demographics 17 Source: S&P Global Market Intelligence, Florida Demographic Database Demographic data weighted by county Current population data as of 6/30/18 ‘19 – ‘24 Projected Population Growth (%) Size 3 rd Most Populous State Income Proje
Slide 18: The First Bancshares: Acquisition of First Florida Bancorp
THE FIRST BANCSHARES: ACQUISITION OF FIRST FLORIDA BANCORP 18
Slide 19: First Florida Bancorp Company Snapshot
▪ Holding company for First Florida Bank ▪ Headquartered in Destin, FL ▪ Established in 2006 ▪ Branch network extends to Okaloosa, Walton and Bay counties within the Panama City and Crestview - Ft. Walton Beach - Destin MSAs ▪ Retail wealth management practice, “First Florida Wealth Group” based in
Slide 20: Transaction Overview
(1) Based upon 6,548,312 outstanding shares of First Florida common stock, comprised of 6,395,812 outstanding shares of First Fl orida common stock and 152,500 in the money incentive stock options (2) Based upon FBMS 10 - day average closing price of $30.30 for the period ranging 7/3/2019 to 7/17/20
Slide 21: Strategic Rationale
(1) Tangible book value payback period calculated using the crossover method Note: Based upon FBMS 10 - day average closing price of $30.30 for the period ranging 7/3/2019 to 7/17/2019 Note: Estimated financial impact calculated using 1 st Quarter 2019 financial data Source: S&P Global Market Intell
Slide 22: Estimated Financial Impact
(1) Estimated impacts provided solely for illustrative purposes (2) Tangible book value payback period calculated using the crossover method; inclusive of all one - time related transaction expe nses Note: Based upon FBMS 10 - day average closing price of $30.30 for the period ranging 7/3/2019 to 7/
Slide 23: Strengthening an Attractive Footprint
Note: Includes FFB’s loan production office on Hutchinson Blvd, Panama City Beach Source: S&P Global Market Intelligence First Florida Locations FBMS Locations 23 Strengthening an Attractive Footprint
Slide 24: Attractive Market Characteristics
▪ Strong aviation, aerospace/defense, and hospitality/tourism industry presence ▪ Region houses extensive U.S. military installments, including Tyndall AFB, Naval Air Station Whiting Field, Eglin Air Force Base and Hurlburt Field; Fort Walton MSA has over 1,400 military members in the area after the
Slide 25: Enhancing Footprint with Attractive Gulf South Markets
Source : S&P Global Market Intelligence, Data USA ▪ Enhancing footprint with attractive, familiar Gulf South markets ▪ Acquisition improves FBMS’ demographic profile ▪ First Florida’s markets include over 58,000 households with income over > $100k, approximately 20% of the total households ▪ Low une
Slide 26: Cost Savings, Transaction Expenses and Marks
(1) Based upon First Florida Bancorp’s June 30, 2019 total loans of $254,399 (includes loans held for sale) (2) Core deposits defined as total deposits less CDs > $100k; Based upon First Florida Bancorp’s March 31, 2019 core deposits of $266,859 Source: S&P Global Market Intelligence C OST S AVINGS
Slide 27: Our Pro Forma Company
OUR PRO FORMA COMPANY 27
Slide 28: Building Upon a Proven Track Record
Mississippi $314 100% Total Assets: $4.0 Total Loans: $ 2.6 Total Deposits: $3.2 P RO F ORMA H IGHLIGHTS ($B ILLION ) G ULF S OUTH F OOTPRINT ▪ Focused on expansion and M&A in MS, AL, LA, GA & FL ▪ Seeking compatible cultures and striving for retention of key employees ▪ Targets with strong, discipl
Slide 29: Seven Reasons To Invest in The First
Seven Years of Record Earnings Superior Performance and Execution Strategically Focused on Acquisitive and Organic Growth Strong Capital Structure Situated in Growing Markets Shareholder Value and Return Demonstrated Successful Leadership Team 29 Seven Reasons To Invest in The First
Slide 30: Stock price, offerings and acquisitions timeline
$9.00 $10.00 $11.00 $12.00 $13.00 $14.00 $15.00 $16.00 $17.00 $18.00 $19.00 3/1/2013 3/1/2014 3/1/2015 3/1/2016 3/1/2017 3/1/2018 3/1/2019 Note: Assets shown as of next quarter after close Note: Dates are as of transaction close, unless otherwise specified Source: S&P Global Market Intelligence 3/22
Slide 31: Appendix
APPENDIX 31
Slide 32: Adjusted Return Ratios
The First Bancshares, Inc. Adjusted Return Ratios Three months ended June 30, March 31, December 31, September 30, June 30, (Dollars in thousands) 2019 2019 2018 2018 2018 Net Income Available to Common $11,983 $7,635 $6,861 $5,162 $5,245 Adjustments: Add: Acquisition charges 91 3,179 4,155 4,059 3,
Slide 33: Successful Leadership Team
33 Successful Leadership Team Executives E. Ricky Gibson Chairman Director for 21 Years Successful Entrepreneur for 28 Years M. Ray “Hoppy” Cole, Jr. President/CEO 32 Years of Experience Dee Dee Lowery Executive VP, CFO 28 Years of Experience
Slide 34: Successful Leadership Team Executives
Ion Mixon Executive VP, Risk Manager 19 years experience Eric Waldron President, Mississippi Region 23 years experience Carol Daniel Executive VP, Credit Administrator 36 years experience Chris Ryals Executive VP, COO 24 years experience Jarrett Nicholson Executive VP, Chief Administrative Officer 2