Provident Financial Services, Inc · NYSE:PFS
Provident Financial Services — Merger or Acquisition (March 2020)
12 slides from Provident Financial Services's merger presentation, Mar 12, 2020
Slide 1: Acquisition of SB One Bancorp
Acquisition of SB One Bancorp (NASDAQ: SBBX) March 12, 2020 Exhibit 99.1
Slide 2: Forward Looking Statements
Forward Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about (i) the benefits of a merger (the “Merger”) between SB One B
Slide 3: Additional Information
Additional Information Important Additional Information and Where to Find It This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval with respect to the Merger. No offer of securities shall be made except
Slide 4: Creates Significant Strategic & Financial Value
Creates Significant Strategic & Financial Value ~9% accretive to earnings per share (on a fully phased in basis) Acceptable TBV dilution (~2%) with a 2.25 year earnback (crossover method) Achievable 30% cost savings assumption Maintain “well-capitalized” regulatory capital ratios (~10.2% Leverage /
Slide 5: Overview of SB One Bancorp Franchise
Overview of SB One Bancorp Franchise Company Profile Company Overview SB One Branch Network SB One Bancorp (NASDAQ: SBBX), is the holding company for SB One Bank, a full-service, commercial bank that operates regionally with 18 branch locations in New Jersey and New York Established in 1975, SB One
Slide 6: Pro Forma Franchise Overview
Pro Forma Franchise Overview Pro Forma Highlights¹ Pro Forma Franchise Footprint Financial data as of December 31, 2019; does not include purchase accounting adjustments Source: S&P Global Market Intelligence PFS (83) SBBX (18) Total Deposits Total Assets Net Loans Common Equity ~$8.6 Billion ~$11.8
Slide 7: Transaction Overview
Transaction Overview Fixed exchange ratio of 1.357x 100% stock consideration; assumes outstanding SBBX options will be cashed-out Exchange Ratio and Consideration SBBX shareholder approval Customary regulatory approvals Anticipated closing in 3Q 2020 Timing and Approvals Transaction Value¹ ² $22.09
Slide 8: Strengthening New Jersey Presence
Strengthening New Jersey Presence New Jersey Deposit Market Share Expanding Presence in Attractive Markets Source: S&P Global Market Intelligence; Deposit market share data as of June 30, 2019 and shown pro forma for pending and recently completed acquisitions #3 New Jersey market share among instit
Slide 9: Pro Forma Loan & Deposit Composition
Pro Forma Loan & Deposit Composition Loan Composition Deposit Composition Pro Forma $9.0B Loans $1.6B Loans $7.3B Loans MRQ Yield: 4.35% Bank CRE Ratio: 440.8% MRQ Yield: 4.78% Bank CRE Ratio: 397.9% MRQ Yield: 4.43% Bank CRE Ratio¹: 433.4% MRQ Cost: 0.65% % NIB: 21.9% MRQ Cost: 1.18% % NIB: 16.9% M
Slide 10: Key Merger Assumptions
1.0% of SBBX’s non-time deposits amortized sum of the years digits over 10 years Core Deposit Intangible ~$18 million in pre-tax one-time expenses Fully reflected in pro forma tangible book value per share at closing Merger Expenses ~$15 million pre-tax interest rate mark-up on loan portfolio, amort
Slide 11: Identifiable Opportunity in New Jersey
Identifiable Opportunity in New Jersey # of Commercial Banks in New Jersey Identifiable Market Opportunity Source: S&P Global Market Intelligence, FDIC, Company Website Over the last 10 years, the number of commercial banks in New Jersey has declined by over 48% as a result of consolidation among co
Slide 12: Transaction Highlights
Transaction Highlights Acquisition of a high-performing bank that provides a natural extension of existing footprint ü Positioned to cross $10B asset threshold while combining compatible operating cultures ü Conservative assumptions produce a financially compelling transaction ü Pro forma #3 New Jer
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