State Bank Financial Corporation
State Bank Financial — Merger or Acquisition (May 2018)
20 slides from State Bank Financial's merger presentation, May 14, 2018
Slide 1: Enhancing A Compelling Growth Story
Enhancing A Compelling Growth Story May 13, 2018 Exhibit 99.2
Slide 2: Disclaimer: Cautionary Statement Regarding Forward-Looking Information
Disclaimer Cautionary Statement Regarding Forward-Looking Information Statements included in this communication which are not historical in nature or do not relate to current facts are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided b
Slide 3: Strategic & Financial Rationale
Strategic & Financial Rationale Strategic Rationale Financially Attractive Lower Risk Transaction Creates leading regional banking franchise – scale, growth, asset sensitive profile Bolsters lending presence with full service banking in highly attractive Atlanta market Enhances commercial lending ex
Slide 4: Delivering on Stated M&A Objectives
Delivering on Stated M&A Objectives Cultural Fit Strengthens Deposit Franchise New Product Capabilities Financially Compelling Attractive financial impact and return profile as measured across EPS, tangible book value per share, IRR and return on equity Natural extension into Georgia creating a cont
Slide 5: Transaction Summary
65% Cadence shareholders / 35% State Bank shareholders Transaction Summary 1 Based on Cadence closing share price of $30.23 on May 11, 2018. Buyer Cadence Bancorporation (“Cadence” or “CADE”) Seller State Bank Financial Corporation (“State Bank” or “STBZ”) Cadence Bancorporation corporate headquarte
Slide 6: Overview of State Bank
Overview of State Bank Source: Company filings and SNL Financial 1 State Bank correspondent and internet deposits allocated to State’s Atlanta headquarters. Excludes one administrative branch in Atlanta; deposits as of 30-Jun-17. 2 Excludes purchased credit impaired (PCI) loans. Atlanta Macon August
Slide 7: Leading Regional Banking Franchise
$16bn of pro forma total assets $12bn of pro forma total loans $13bn of pro forma total deposits Leading Regional Banking Franchise Cadence Top 5 Pro Forma MSAs Pro Forma Branch Footprint Source: SNL Financial and FDIC deposit data pro forma as of 30-Jun-17 1 State Bank internet / correspondent depo
Slide 8: Atlanta's Attractive Growth Outlook
Atlanta’s Attractive Growth Outlook Source: Metro Atlanta Chamber, Fortune, KPMG, Site Selection and Area Development Note: 5-Year CAGRs based on most recently available information. Atlanta MSA is home to 5.9mm people and more than 220K businesses Atlanta is one of the fastest growing MSAs in the U
Slide 9: Immediate Scale in Georgia and Atlanta Markets
Immediate Scale in Georgia and Atlanta Markets Source: SNL Financial and FDIC deposit data pro forma as of 30-Jun-17; Note: Correspondent and internet deposits allocated to State Bank’s Atlanta headquarters. 1 Shown as the sum of all businesses in MSAs and counties not in MSAs where Cadence and Stat
Slide 10: Enhanced Commercial-Focused Lender
Enhanced Commercial-Focused Lender Complementary business mix focused on commercial lending with specialized industry expertise Diversifies concentrations across industry and geography Broadens products set and introduces new services to better meet customer needs across combined bank Ability to pur
Slide 11: Positioned for Continued Growth
Organic loan growth figures well above the banking industry average over the past five years Expanded opportunity set to rollout new lending verticals across pro forma footprint Complementary underwriting / credit cultures to drive high-quality loan growth Positioned for Continued Growth Enhanced As
Slide 12: Attractive Funding Profile
Attractive Funding Profile CADE – 1Q18 STBZ – 1Q18 Combined – 1Q18 High quality deposit franchise with ~20bps lower cost of deposits Lowers Cadence’s cost of deposits to 67bps Provides liquidity to continue to fund industry-leading loan growth Decreases Cadence’s loans / deposits ratio (ex-brokered)
Slide 13: Transaction Multiples and Key Assumptions
Transaction Multiples and Key Assumptions Pricing¹ 6% premium to State Bank’s closing price of $33.08 15.8x 2018E EPS 2.5x tangible book value per share Synergies Pre-tax cost savings of 30% of State Bank’s non-interest expense Phased-in 75% in 2019 and 100% in 2020 Revenue synergies identified but
Slide 14: Estimated Pro Forma Financial Impact
Cadence Current At Close CET1 Ratio 10.4 % 11.2 % Tier 1 Capital 10.8 % 11.4 % Total Capital 12.6 % 12.7 % Tier 1 Leverage 10.6 % 11.0% Estimated Pro Forma Financial Impact Accelerates Financial Performance Returns Source: Company filings, Thomson Reuters, and SNL Financial 1 Based on CADE and STBZ
Slide 15: Aligned Values and Cultures
Aligned Values and Cultures We will design for them. Respond to them. And learn from them. We will be a bank our customers will be proud of. We will be the bank to get it right. Lead by Example Do Right Client Focused Accountability Open Communication Respect All Focus on Core Strengths Balanced Com
Slide 16: Thorough Due Diligence Process and Integration Planning
Thorough Due Diligence Process and Integration Planning Overview Comprehensive due diligence review on key focus areas: Credit Quality, Compliance, Risk, Technology, Operations, Legal, and Regulatory Full engagement of internal team and outside experts Credit Quality Strong credit culture and discip
Slide 17: Summary Observations
Summary Observations Transformational Acquisition with High Strategic Value Creates leading regional banking franchise – scale, growth, asset sensitive profile Bolsters lending presence with full service banking in highly attractive Atlanta market Brings attractive low beta deposit franchise with li
Slide 18: Appendix
Appendix
Slide 19: Cadence Historical Financial Performance
Cadence Historical Financial Performance 44% 62% 74% 17% 26% 74% 80% 84% 20% 16% 92% 8% 96% 4% (1) Considered a non-GAAP financial measure. Net Interest Margin (%) 4.96% 4.06% 3.29% 3.30% 3.57% CAGR: 14% CAGR: 14% CAGR: 31% Average Change: 6% CAGR: (2)% CAGR: 8%
Slide 20: Overdelivery Since IPO and Backdrop Further Improving
Overdelivery Since IPO and Backdrop Further Improving Source: Company filings, SNL Financial, IBES; Market data as of 5/11/2018 Note: Consensus reflects median of IBES estimates; Consensus at IPO reflects estimates at 6/1/2017 1 GAAP EPS per common diluted share. Q4 2017 EPS adjusted to exclude DTA
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