Equity Bancshares (EQBK) M&A Announcement summary

Deal rationale and strategic fit

• Expands presence in Oklahoma, including entry into Oklahoma City, making it the second largest deposit market and doubling the footprint to 15 locations.

• Both organizations share a community banking focus, cultural alignment, and similar management and lending discipline.

• Partnership enables support for larger credits, expands C&I lending, and enhances service offerings in metro and regional markets.

• Oklahoma City market offers strong growth potential with significant population and economic expansion.

• The combined entity will operate under a unified brand, enhancing service capabilities and market reach.

Financial terms and conditions

• NBC shareholders receive 3.219 shares of Equity common stock and $35.59 in cash per share, with an 80/20 stock-to-cash split; total consideration is approximately $86.9 million.

• Price to adjusted tangible book value is 1.45x; price to 2024 adjusted earnings is 13.0x.

• Pro forma ownership: 91% Equity, 9% NBC.

• Deal expenses total $9.1 million pre-tax, with $4.1 million attributable to NBC pre-close.

• Tangible book value dilution of 5% is projected to be earned back within three years.

Synergies and expected cost savings

• Estimated cost savings of 34.5% of NBC's non-interest expense, with 50% realized in 2025 and 100% in 2026.

• Fully phased-in transaction synergies contribute to projected EPS accretion.