Investor Presentaiton
Transaction Terms
TRANSACTION
CONSIDERATION MIX
FIXED EXCHANGE RATIO
■ First Bancshares, Inc. ("FBMS") will acquire 100% of Southwest Georgia Financial Corporation's
("SGB") outstanding common stock
☐
100% stock
1.00 shares of FBMS common stock per share
IMPLIED PER SHARE
CONSIDERATION (1)(2)
■ $34.50 total consideration per share of SGB common stock (1)
IMPLIED AGGREGATE
CONSIDERATION
IMPLIED METRICS
$87.9 million at announcement (1)(2)
■ Price to tangible common equity of 182% (3)
■
Price to LTM core earnings of 18.7x
PRO FORMA OWNERSHIP
■ Premium to core deposits (4) of 9.0%
FBMS: 88.1% / SGB: 11.9%
APPROVALS & CLOSE
■ SGB shareholder approval
Customary regulatory approvals
Expected closing in the 2nd quarter of 2020
(1) Based upon FBMS closing price of $34.50 as of 12/17/2019
(2) Based upon 2,548,510 outstanding shares of SGB common stock as of 12/18/2019
(3) Based upon SGB tangible common equity of $48.4 million as of 9/30/2019
(4) Core deposits defined as total deposits less time deposits > $250k
Source: S&P Global Market Intelligence
ST TheFirst
BANCSHARES, INC.
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