F.n.b. Corporation · NYSE:FNB
F.n.b — Merger or Acquisition (June 2022)
11 slides from F.n.b's merger presentation, Jun 1, 2022
Slide 1: Acquisition of UB Bancorp: Further Strengthening Our Presence in North Carolina
Acquisition of UB Bancorp Further Strengthening Our Presence in North Carolina June 1, 2022 Exhibit 99.2
Slide 2: Adding Scale in Strategically Important North Carolina
Adding Scale in Strategically Important North Carolina Low Risk, In-Market Transaction Disciplined Pricing; Attractive Financial Impact In-market acquisition that adds ~$1.0bn of deposits to FNB’s franchise in attractive North Carolina markets Further strengthens FNB’s position in North Carolina wit
Slide 3: Overview of UB Bancorp
UB Bancorp (“UBNC”) was founded in 1998 as the little bank Inc. and headquartered in Greenville, NC Acquired Union Banc Corp in 2017; combined company re-branded to Union Bank 6th largest community bank headquartered in NC(1) Experienced and long-tenured management team that has grown the bank since
Slide 4: Presence in Attractive Markets Across Eastern and Central North Carolina
____________________ Sources: S&P Capital IQ and Company materials. Raleigh MSA Greenville MSA Durham MSA Key Businesses HHI Growth (‘22-‘27E) Pop. Growth (‘22-‘27E) Presence in Attractive Markets Across Eastern and Central North Carolina Adding In-Market Scale in Key North Carolina Markets 3 Branch
Slide 5: UB Bancorp's Low-Cost Granular Deposit Base
~$2,000 Median Account Balance(2) 5 ____________________ Sources: S&P Capital IQ and Company materials. Defines as Total Deposits excluding Jumbo Time Deposits. Reflects median account size of non-time deposits. Balance weighted tenure of non-time deposits accounts. UB Bancorp’s Low-Cost Granular De
Slide 6: Complementing FNB's Strong Organic Growth in North Carolina
6 Loan Growth by Region (‘18 -‘21) NC Other 12% Deposit Organic CAGR 1.3x FNB Pro Forma Top 10 Ranking in 7 of 10 Largest North Carolina MSAs Complementing FNB’s Strong Organic Growth in North Carolina Improved Deposit Ranking Across the State and Key MSAs Top 10 Share in Attractive North Carolina M
Slide 7: Key Merger Assumptions
Key Merger Assumptions Cost Savings & Earnings Adjustments Consideration Mix: 100% Stock Exchange Ratio: 1.61 shares of FNB common stock for each share of UB Bancorp common stock Transaction Value: $117mm deal value, or $19.56 per share Price / TBV: 1.54x (1.32x ex. AOCI) Price / Forward Earnings wi
Slide 8: Attractive Financial Impact
8 ____________________ Sources: S&P Capital IQ and Company materials. Includes bank M&A transactions between $150 - $500mm since 2017 where target is headquartered in FL, NC, GA, and SC. Includes Carolinas transactions above $100mm in deal value. Core deposits defined as total deposits less jumbo ti
Slide 9: Key Items Assessment: FNB & UB Bancorp Partnership
9 Key Items Assessment FNB & UB Bancorp Partnership Minimal tangible book value dilution (<1%) with a 2 year earnback period Neutral to regulatory capital metrics Does not impact FNB’s previously announced buyback program ~2% EPS accretive to FNB Increases ROATCE by >40bps Improves efficiency ratio
Slide 10: Key Takeaways
10 Key Takeaways Adding Scale in Strategically Important North Carolina Disciplined Pricing; Attractive Financial Impact Low Risk, In-Market Transaction
Slide 11: Disclaimer
Disclaimer ADDITIONAL INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT This document is being made available in respect of the proposed merger transaction between FNB and UB Bancorp. In connection with the proposed merger, FNB will file a registration statement on Form S-4 with the SEC to register