Southern States Bancshares Inc
Southern States Bancshares — Merger or Acquisition (March 2025)
20 slides from Southern States Bancshares's merger presentation, Mar 31, 2025
Slide 1: FB Financial Corporation's Merger with Southern States Bancshares, Inc.
March 31, 2025 FB Financial Corporation’s Merger with Southern States Bancshares, Inc. Exhibit 99.2
Slide 2: Important Information for Shareholders and Investors
2 IMPORTANT INFORMATION FOR SHAREHOLDERS AND INVESTORS This communication does not constitute an offer to buy or sell, or the solicitation of an offer to buy or sell, any securities or a solicitation of any vote or approval. In connection with the Merger, FB Financial will file with the SEC a Regist
Slide 3: Forward-Looking Statements
3 Forward-Looking Statements This communication contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereu
Slide 4: Transaction Rationale
4 Transaction Rationale Strategically Compelling ▪ Furthers FB Financial’s expansion strategy in Alabama and Georgia ▪ Creates one of the highest performing banking franchises in the Southeast’s best markets ▪ Combines two well-operated banks with strong cultural and business model alignment Financi
Slide 5: The Combined Company
5 The Combined Company $16.0B Assets $13.6B Deposits $2.6B Market Cap 7 Major MSAs Served 2 Top 5 Rank In 70% of Combined Counties of Operations 100% Presence in Largest GA / AL / TN MSAs Source: S&P Global Market Intelligence; FactSet Financial data as of 12/31/24; Demographic data as of 6/30/24; M
Slide 6: Southern States Corporate Overview
6 Corporate Overview Ticker SSBK Headquarters Anniston, AL Branches 15 CEO, President & Director Mark A. Chambers CFO & Senior EVP Lynn J. Joyce Summary Balance Sheet Total Assets ($ Billions) $2.8 Total Loans ($ Billions) 2.2 Total Deposits ($ Billions) 2.4 Loans / Deposits 92 % Profitability Core
Slide 7: Southern States Market Dynamics
7 Southern States Market Dynamics Source: S&P Global Market Intelligence; Public documents Market demographic data as of 6/30/24 Market Highlights Market Demographics Major Employers Huntsville, AL Birmingham, AL Columbus, GA Auburn / Opelika, AL Atlanta, GA ▪ 8th largest Metro Area in the U.S. ▪ Ra
Slide 8: Top 10 Markets by Pro Forma Deposits
8 MSA Branches Deposits ($ Millions) % of Franchise Rank Market Share 1 Nashville, TN 23 $4,346 33.6% 6 4.8% 2 Chattanooga, TN-GA 7 971 7.5 5 6.4 3 Atlanta, GA 4 822 6.4 23 0.4 4 Knoxville, TN 5 777 6.0 9 3.1 5 Anniston, AL 1 588 4.5 1 23.6 6 Jackson, TN 6 540 4.2 3 12.6 7 Birmingham, AL 4 384 3.0 1
Slide 9: Transaction Overview
9 Transaction Overview Transaction Structure ▪ Southern States to merge with and into FB Financial at closing ▪ 100% stock consideration ▪ 0.800 shares of FB Financial common stock to be exchanged for each share of Southern States common stock ▪ Pro forma ownership of ~85% FB Financial and ~15% Sout
Slide 10: Key Assumptions
10 Key Assumptions Earnings Projections ▪ Net income based on consensus estimates for 2025 and 2026, for both FB Financial and Southern States Cost Savings and Other Earnings Adjustments ▪ Cost savings of 25% of Southern States’ estimated annual noninterest expense ─ Phased in 25% in 2025, 75% in 20
Slide 11: Pro Forma Financial Impact
11 Pro Forma Financial Impact Key Transaction Impacts ~14.8% Total Capital Ratio ~12% ‘26 EPS Accretion 1 <2 Years TBV Earnback ~9.9% TCE / TA ~1.4% ’26 ROAA ~14.5% ’26 ROATCE ~50% ’26 Efficiency Ratio Financial Impact Pro Forma Profitability 1 Pro Forma Capital at Close <(4%) TBV Dilution ~12.1% CE
Slide 12: Pro Forma Performance vs. Peers
12 Pro Forma Performance vs. Peers 2026E ROAA (%) 2026E ROATCE (%) 2026E Efficiency Ratio (%) Source: FactSet; Consensus estimates as of 3/28/25 Peers include Southeast major exchange-traded banks with total assets between $10 billion and $30 billion; Excludes merger targets Peer median excludes FB
Slide 13: Comprehensive Due Diligence
13 Comprehensive Due Diligence Diligence Focus Areas Diligence Summary ▪ Thorough diligence conducted over several weeks by 20+ experienced FB Financial team members with acquisition and integration experience ▪ Virtual and in-person diligence meetings conducted between both companies across the dil
Slide 14: Transaction Summary
14 Transaction Summary + Strong combined balance sheet, positioned for growth Strong cultural and business model alignment Significant expansion into key Alabama and Georgia markets Experienced management teams Compelling pro forma financial impact and profitability
Slide 15: Appendix
Financial Corporation Appendix
Slide 16: Pro Forma Loan and Deposit Portfolio Overview
16 Demand Deposits 20% NOW Accounts 22% Money Market & Savings 40% Retail Time Deposits 14% Jumbo Time Deposits 4% Demand Deposits 24% NOW Accounts 4% Money Market & Savings 45% Retail Time Deposits 21% Jumbo Time Deposits 6% Demand Deposits 19% NOW Accounts 26% Money Market & Savings 39% Retail Tim
Slide 17: Pro Forma Deposits by State
17 Alabama 51% Georgia 49% Tennessee 86% Georgia 6% Alabama 5% Kentucky 3% Pro Forma Deposits by State Source: S&P Global Market Intelligence Dollars in billions FDIC summary deposit data as of 6/30/24 FBK SSBK Pro Forma Deposit Composition Amount % of Total Tennessee $9.0 86.1 % Georgia 0.6 6.2 Ala
Slide 18: Pro Forma Earnings Accretion Reconciliation
18 Pro Forma Earnings Accretion Reconciliation 2026E EPS Accretion 1, 2 1 Includes opportunity cost of cash, reduction to noninterest income related to Durbin Amendment, reversal of Southern States’ existing loan rate mark, and elimination of Southern States’ amortization expense 2 Accretion shown w
Slide 19: Tangible Book Value Dilution Reconciliation
19 Tangible Book Value Dilution Reconciliation Tangible Book Value Dilution Detail Calculation of Intangibles Created $ Millions Aggregate Transaction Value $381 Southern States Tangible Common Equity at Close (9/30/25) 266 (Less) Transaction Cost Attributable to Southern States 15 Adjusted Southern
Slide 20: Financial Corporation | &p euiexses
Financial Corporation | &p euiexses
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