Pathward Financial, Inc. · NASDAQ:CASH
Pathward Financial — Meta Financial Group — Merger or Acquisition (January 2018)
12 slides from Pathward Financial's merger presentation, Jan 9, 2018
Slide 1: Transformational Merger with Crestmark Bancorp, Inc.
Meta Financial Group, Inc. Transformational Merger with Crestmark Bancorp, Inc. Investor Presentation January 9, 2018
Slide 2: Forward-Looking Statements
Forward-Looking Statements Meta Financial Group, Inc.® (the “Company” or “Meta”) and its wholly-owned subsidiary, MetaBank® (the “Bank”), may from time to time make written or oral “forward-looking statements,” including statements contained in this investor presentation, the Company’s filings with
Slide 3: Additional Information About the Proposed Transaction and Where to Find It
Additional Information About the Proposed Transaction and Where to Find It In connection with the proposed merger transaction, Meta intends to file a registration statement on Form S-4 with the SEC, which will include a joint proxy statement of Meta and Crestmark, which will also constitute a prospe
Slide 4: Transaction Overview
Transaction Overview Transaction Merger of Crestmark with and into Meta, and Crestmark Bank with and into MetaBank Meta to exchange each outstanding share of Crestmark for 2.65 shares of Meta common stock (approximately 3.3 million shares to be issued) Consideration Crestmark in-the-money stock opti
Slide 5: Transaction Highlights
Transaction Highlights Superb Strategic Fit Financially Compelling Risk Mitigation Factors • Combines two highly-profitable and high- • Estimated EPS accretion of approximately • Extensive Diligence: Meta, together growth earnings-driven cultures 10% in FY2019, excluding merger costs with a third-pa
Slide 6: Meta Financial Overview
Meta Financial Overview MetaBank operates in both the banking and payments industries through its traditional community banking operation, electronic payments division, insurance premium financing division and tax- related financial solution divisions Meta Financial At A Glance • Payments – Payments
Slide 7: Crestmark Bancorp Overview
Crestmark Bancorp Overview Crestmark Bancorp is the parent of Crestmark Bank, a MI state-chartered FDIC-insured commercial bank with regional offices in six states and sales representation nationwide • Crestmark provides diverse financial lending solutions developed to suit client needs Crestmark At
Slide 8: Crestmark Bancorp Overview (cont.)
Crestmark Bancorp Overview (cont.) Crestmark(1) Loan Portfolio by Business Line ($ in millions) Crestmark Funding Base ($ in millions) As of September 30, 2017 As of September 30, 2017 Asset-based Loans (“Regions”) (58%) • Asset-based loans CDs (91%) Crestmark Equipment Finance (“CEF”) (20%) • Full
Slide 9: Pro forma Financial Metrics
Pro forma Financial Metrics Pro forma(1) ($ in millions) Unaudited Total assets $ 5,228 $ 1,115 $ 6,343 Total net loans 1,318 850 2,175 Balance Sheet Total deposits 3,223 939 4,162 As of September 30, 2017 Loans/Deposits 41% 91% 52% Total equity $ 434 $ 99 $ 533 Net income $ 44.9 $ 20.3 $ 65.2 Histo
Slide 10: Pro Forma Loan Composition by Business Line
Pro Forma Loan Composition by Business Line As of September 30, 2017 ($ in millions) MetaBank Crestmark Bank(2) Combined(3) Community banking $ 931.1 Regions $ 493.2 Community banking $ 931.1 Insurance premium finance $ 250.5 CEF $ 171.2 Insurance premium finance $ 250.5 Consumer lending(1) $ 145.2
Slide 11: Compelling Earnings Enhancement & Growth
Compelling Earnings Enhancement & Growth Estimated 10% earnings accretion based on conservative cost savings assumptions • Targeting 6% of Crestmark base non-interest expense • No net staff savings contemplated Provides significant upside opportunity from potential, additional synergies • Opportunit
Slide 12: Conclusion
Conclusion • Offers compelling earnings enhancement and growth potential for shareholders • Combines Meta’s balance sheet capacity and low-cost deposit base with Crestmark’s national high quality lending platform and conservative credit culture • Significantly diversifies Meta’s revenue stream to co
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