Nicolet Bankshares Inc. · NYSE:NIC

Nicolet Bankshares — Merger or Acquisition (April 2021)

13 slides from Nicolet Bankshares's merger presentation, Apr 12, 2021

  1. Slide 1: Acquisition of Mackinac Financial Corporation

    Acquisition of Mackinac Financial Corporation April 12, 2021 Working with Marketing on new style & color scheme throughout Exhibit 99.2

  2. Slide 2: Forward Looking Statements "Safe Harbor" Statement

    Securities Legend Forward Looking Statements “Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995 Certain statements contained in this communication, which are not statements of historical fact, constitute forward-looking statements within the meaning of the federal sec

  3. Slide 3: Important Information and Where to Find It

    Securities Legend Important Information and Where to Find It This communication relates to the proposed merger transaction involving Nicolet and Mackinac. In connection with the proposed merger, Nicolet and Mackinac will file a joint proxy statement/prospectus on Form S-4 and other relevant document

  4. Slide 4: Transaction Highlights & Rationale

    Transaction Highlights & Rationale 4  Establishes Nicolet as the largest community bank in Michigan’s Upper Peninsula  Builds additional scale by creating a $6.1 billion community banking franchise (#2 in Wisconsin) with a $1.0 billion+ market capitalization(2)  Complementary loan portfolio, reta

  5. Slide 5: Mackinac Financial Highlights & Market Overview

    Mackinac Financial Highlights & Market Overview 5 Mackinac Financial Branch MapMackinac Market Overview(1) • Creates the #1 community bank in the Upper Peninsula, as ranked by total pro forma deposits • Solid market positions in several commercial hubs in the UP, including Marquette, Manistique, Sau

  6. Slide 6: Pro Forma Branch Map

    Pro Forma Branch Map 6 Nicolet branches (36) Mackinac branches (28)

  7. Slide 7: Complementary Loan & Deposit Franchises

    Noninterest Bearing 31.5% MMA & Interest- bearing demand 37.8% Savings 12.6% Brokered 7.2% Customer CDs 10.9% Noninterest Bearing 33.0% MMA & Interest- bearing demand 35.8% Savings 10.4% Brokered 3.6% Customer CDs 17.3%Noninterest Bearing 31.0% MMA & Interest- bearing demand 38.5% Savings 13.3% Brok

  8. Slide 8: Transaction Overview and Assumptions

    Transaction Overview and Assumptions 8 (1) Deal value equals a NCBS price of $84.40 (4/9 closing price) multiplied by the exchange ratio plus $4.64 in cash consideration, and then by outstanding shares of approximately 10.7 million as of 3/31/21 (inclusive of Mackinac’s restricted stock awards), but

  9. Slide 9: Due Diligence Process

    Due Diligence Process 9 Disciplined Acquirer  Nicolet is an experienced acquirer having completed six bank acquisitions since 2013  Long track record of earnings and tangible book value growth  Historically out-performed initial cost savings estimates Comprehensive Diligence Approach  Collaborat

  10. Slide 10: Experienced & Seasoned M&A Leader in the Upper Midwest

    2012 2013 2014 2015 2016 2017 2018 2019 2020 Pro Forma A ss e ts Experienced & Seasoned M&A Leader in the Upper Midwest 10 $1.2 B $0.7 B $1.2 B $1.2 B $2.3 B $2.9 B $3.1 B $3.6 B $4.6 B $6.1 B 2013 Mid-Wisconsin Financial Services Bank of Wausau (FDIC assisted) 2016 Baylake Corp 2017 First Menasha B

  11. Slide 11: Creating Superior Value for our Partners and Shareholders

    698% 198% 243% 55% 412% 154% 122% 38% 154% 76% 68% 29% 193% 110% 97% 42% (November 2012) (September 2015) (November 2016) (June 2019) Shareholder Return Since Announcement (including Day 1 Premium) Acquired Bank Shareholders Legacy NCBS Shareholders KBW Bank Index S&P 500 Creating Superior Value for

  12. Slide 12: Transaction Highlights

    Transaction Highlights 12  Natural extension of Nicolet’s northern market strategy, with the opportunity to be the “lead local” bank across several markets similar to our own  Mackinac’s strong retail presence throughout its markets builds upon Nicolet’s already low-cost core deposit base  Attrac

  13. Slide 13: Bob Atwell Chairman, President & Chief Executive Officer (920) 430-7317 batwell@nicoletbank.com Mike Daniels President

    Bob Atwell Chairman, President & Chief Executive Officer (920) 430-7317 batwell@nicoletbank.com Mike Daniels President & CEO Nicolet National Bank (920) 430-7318 mdaniels@nicoletbank.com Ann Lawson Chief Financial Officer (920) 617-5325 ann.lawson@nicoletbank.com Eric Radzak Corporate Development Of

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