United Community Banks, Inc. · NYSE:UCB

United Community Banks — Merger or Acquisition (January 2015)

11 slides from United Community Banks's merger presentation, Jan 28, 2015

  1. Slide 1: Announcing Merger Agreement with MoneyTree Corporation

    JANUARY 27, 2015 Announcing Merger Agreement with MoneyTree Corporation (and its wholly-owned subsidiary bank, First National Bank)

  2. Slide 2: Forward Looking Statements and Non-GAAP Measures

    2 2 Forward Looking Statements and Non Forward Looking Statements and Non - - GAAP Measures GAAP Measures Forward Looking Statements This presentation may contain statements that constitute “forward-looking statements”within the meaning of Section 27A of the Securities Act of 1933, as amended, and S

  3. Slide 3: Additional Information

    3 3 Additional Information Additional Information Additional Information and Where to Find It This communication is being made in respect of the proposed merger transaction involving the Company and MoneyTree Corporation (“MoneyTree”). This communication does not constitute an offer to sell or the s

  4. Slide 4: Transaction Rationale

    4 4 Transaction Rationale Transaction Rationale Compelling Strategic Rationale / Investment Thesis • 107 year old bank with deep community roots • High quality community bank in attractive East Tennessee markets • Doubles United’s size in Tennessee by adding $425 million in assets • Substantially in

  5. Slide 5: Transaction Overview

    5 5 Transaction Overview Transaction Overview Transaction • Acquisition of MoneyTree Corporation (“MoneyTree”) and its wholly- owned subsidiary bank, First National Bank (“FNB”) Consideration • Option to elect a fixed exchange ratio of 3.5832 shares of United stock or $65.00 in cash per MoneyTree co

  6. Slide 6: Strengthening Knoxville / East Tennessee Presence

    6 6 Strengthening Knoxville / East Tennessee Presence Strengthening Knoxville / East Tennessee Presence MoneyTree Source: SNL Financial Market Deposits Share Rank Institution Branches ($000) (%) 1 First Horizon National Corp. 30 2,722,119 18.46 2 SunTrust Banks Inc. 31 2,380,693 16.14 3 Regions Fina

  7. Slide 7: Strengthening Key Markets

    7 7 Strengthening Key Markets Strengthening Key Markets Loudon County: •United will have #1 market share in Loudon County (Lenoir City), where MoneyTree is concentrated and where United initially entered the market a number of years ago •Loudon County is a strategically important market within the K

  8. Slide 8: Franchise Overview

    8 8 • Well-established community banking franchise with 107 years of history • Corporate culture and operating model with exceptional customer service as a cornerstone • One of the largest community banks remaining in East Tennessee • Track record of solid profitability, driven by traditional commun

  9. Slide 9: FNB Loan / Deposit Composition – December 31, 2014

    9 9 FNB Loan / Deposit Composition FNB Loan / Deposit Composition – – December 31, 2014 December 31, 2014 Loan Composition $253.3 million Deposit Composition $354.4 million Yield: 4.47% Cost: .37% C&D 11 % 1 - 4 Family 35 % Multifamily 5 % CRE - Inc. Prod. 17 % CRE - Own. - Occ. 23 % C&I 6 % Cons. &

  10. Slide 10: Loan Portfolio Review Summary

    10 10 Loan Portfolio Review Summary Loan Portfolio Review Summary •Extensive loan file review by a United and independent third party consultant •72% of portfolio reviewed •100% of loans exceeding $300,000 reviewed •100% of loans internally rated Special Mention or Substandard •Loans reviewed were w

  11. Slide 11: Financial Assumptions and Returns

    11 11 Financial Assumptions and Returns Financial Assumptions and Returns Realistic / Conservative Financial Assumptions (1) • Cost Savings: $4.0 million (~35%+ of non-interest expenses); partially realized in 2015 and 100% in 2016 and thereafter • Credit Mark: ($6.3) million gross or 2.5% of gross

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