First Bancshares, Inc. · OTC:FIBH
First Bancshares — Merger or Acquisition (April 2022)
18 slides from First Bancshares's merger presentation, Apr 27, 2022
Slide 1: Acquisition of Beach Bancorp, Inc.
April 26, 2022 Acquisition of
Slide 2: Safe Harbor
Safe Harbor ABOUT THE FIRST BANCSHARES, INC.The First Bancshares, Inc. (“FBMS” or the “Company”), headquartered in Hattiesburg, Mississippi, is the parent company of The First Bank. Founded in 1996, The First has operations in Mississippi, Louisiana, Alabama, Florida and Georgia. The Company’s stock
Slide 3: Caution Regarding Forward Looking Statements
Caution Regarding Forward Looking Statements This slide presentation and certain of our other filings with the Securities and Exchange Commission contain statements that constitute “forward looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Ac
Slide 4: Strategic Rationale
(1) Community bank defined as banks with less than $10 billion in total assets as of most recent reported quarter(2) Fully inclusive of CECL(3) Tangible book value earnback period calculated using the crossover methodSource: S&P Global Market Intelligence; Company-provided documents StrategicRationa
Slide 5: Transaction Terms
Transaction Terms Transaction FBMS will acquire 100% of Beach Bancorp, Inc.’s (“Beach”) outstanding common stock and assume 100% of Beach’s outstanding stock options Consideration Mix 100% stock, options to be assumed and converted based on the exchange ratio Merger Consideration 0.1711 shares of FB
Slide 6: Pro Forma Branch Franchise
Pro Forma Branch Franchise FBMS (88)FBMS LPO (2)Beach (7) Source: S&P Global Market Intelligence Establishes FBMS‘ presence in Tampa Enhances FBMS’ market position in Fort Walton Beach and Pensacola
Slide 7: Beach Bancorp Current Company Snapshot
$620 million$492 million$456 million$81.5 million92.7% 10.0%11.7%12.8% 1.80%(0.10)% $2.4 million3.00%0.52%0.42%84.4%1.04% Current Company SnapshotAssets: Deposits: Loans: Tangible Common Equity: Loans/Deposits: Capital Ratios (Bank-level)Leverage ratio: Tier 1 Capital ratio: Total Capital ratio: Ass
Slide 8: Beach Market Overview
Note: Demographic data is estimated as of January 1, 2022 based on 2020 U.S. Census data and annual surveys performed by Claritas Source: S&P Global Market Intelligence; Okaloosa Economic Development Council; FloridaWest Economic Development Alliance; Tampa Bay Economic Development Council Market Na
Slide 9: Summary of Our Due Diligence
Summary of Our Due Diligence Experienced in successfully executing and integrating M&A transactions FBMS management has successfully executed multiple M&A transactions in their recent history: Nine completed transactions since 2016Thirteen completed transactions since 2010Increases the probability o
Slide 10: Transaction Assumptions
Transaction Assumptions Cost Savings $8.2 million after-tax cost savings in first full year; 50% of Beach’s estimated non-interest expenseAssumes 100% realization of cost savings by the end of FY 2023 Transaction Expenses $12.3 million in after-tax transaction expenses Loan CreditMark Adjustment $7.
Slide 11: Key Transaction Impact
Key Transaction Impact (1) Financial data as of March 31, 2022 based on branch location; Excludes purchase accounting adjustments(2) Estimated impacts provided solely for illustrative purposesSource: Company provided documents; Internal estimates 2022 EPS Accretion (Partial Year) ~0.5% 2023 EPS Accr
Slide 12: Deposit Market Share by MSA
Note: Deposit market share data based on FDIC filings as of June 30, 2021; All data shown pro forma for pending and recently completed acquisitions(1) Community bank defined as banks with less than $10 billion in total assets as of most recent reported quarterSource: S&P Global Market Intelligence C
Slide 13: Continuing to Build Upon a Proven Track Record
Continuing to Build Upon a Proven Track Record Note: Dates are as of transaction close, unless otherwise indicatedSource: S&P Global Market Intelligence 4/30/2013AcquiredFirst BaldwinBancshares, Inc. 7/1/2014AcquiredBCB HoldingCompany, Inc. 1/1/2017AcquiredGulf CoastCommunity Bank 1/1/2017AcquiredIb
Slide 14: Appendix
Appendix
Slide 15: Pro Forma Loan and Deposit Concentration by State
Note: Financial data as of March 31, 2022 based on branch location; Excludes purchase accounting adjustmentsSource: Company documents Pro Forma Loan and Deposit Concentration by State
Slide 16: Pro Forma Loan and Deposit Composition
Note: Financial data as of March 31, 2022 based on bank-level regulatory data; Excludes purchase accounting adjustmentsSource: Company documents Pro Forma Loan and Deposit Composition
Slide 17: Top Largest MSAs in the Southeast
Top 25 Largest MSAs in the Southeast Note: Demographic data is estimated as of January 1, 2022 based on 2020 U.S. Census data and annual surveys performed by ClaritasSource: S&P Global Market Intelligence
Slide 18: The First Bancshares, Inc.
Gh) TheFirst BANCSHARES, INC.
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