Investor Presentaiton
Key Transaction Terms
Consideration
Deal Value
• Tax-free, stock-for-stock exchange
Fixed exchange ratio of 1.9749 shares of IBERIABANK common stock
for each Gibraltar Private Bank & Trust, Co. ("Gibraltar") share within
price collars and floating exchange ratios outside collars (1)
$223 million for total equity (2) outstanding based on IBERIABANK
Corporation's closing common share price of $80.15 on October 19, 2017
⚫ $158.29 per Gibraltar common share outstanding (2)
⚫ Estimated $5 million in cash liquidation value of all options outstanding (3)
Shareholders'
Equity(2)
Aggregate Value
Including Options (3)
156%
9.9x
159%
10.1x
Valuation
⚫ Price / Tangible Book:
Multiples
• Price / 2019 Earnings (4):
Required
⚫ Gibraltar shareholder approval
Approvals
Customary regulatory approvals
Timing
• Expected closing in first quarter of 2018
Notes:
(1) The agreement provides for a fixed exchange ratio with pricing collars that fix the value received by Gibraltar's shareholders if the weighted average trading price of
IBERIABANK Corporation's common stock were to decline below $70.13 per share, or exceed $94.88 per share, over a specified period.
(2)
No exercise of stock options outstanding.
(3)
Assumes all stock options outstanding are cashed out at consummation.
(4)
Full year 2019 incremental earnings from Gibraltar acquisition including synergies
5
IBERIABANK
CorporationView entire presentation