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Mergers & Acquisitions

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Deal Overview

Buyer:
SmartFinancial, Inc.
Actual Acquirer:
SmartFinancial, Inc.
Target:
Progressive Financial Group, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
10/29/2019
Announcement Date:
10/29/2019
Announced Deal Value ($ M):
41.38
Status:
Pending
Completion Date:
NA
Announced Deal Value Per Share ($ )
1,996.91

Consideration Breakout
Cash ($M) 14.6
Common Stock ($M) 26.8
Common Stock Issued 1,292,593

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 124.2 NA
Price / Tangible Book (%) 124.9 NA
Price / Earnings (x) 27.0 NA
Price / Deposits (%) 15.96 NA
Price / Assets (%) 14.17 NA
Tangible Book Premium/ Deposits (%) 4.21 NA
Deal Terms
Description of Consideration

SmartFinancial Inc. will pay approximately $14.4 million in cash and will issue approximately 1.29 million shares of its common stock to acquire Progressive Financial Group Inc. Target financials are for Progressive Savings Bank.

Accounting Method Acquisition
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) NA
Estimated Cost Savings (%) 30.00
Estimated Cost Savings ($ 000) 3,928
Est. Restructuring Charges ($ 000) 5,696
Maximum Termination Fee ($ 000) 2,000
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 62.380800
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 3,400
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Keefe Bruyette & Woods Inc.
Seller Yes Olsen Palmer LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Alston & Bird LLP
Seller Yes Baker Donelson Bearman