German American Bancorp : GABC Investor Presentation 9 4 24

Published: 2025-02-03 10:39:07 ET GABC

German American

Symbol: GABC

September 4-5, 2024

Raymond James U.S. Bank Conference

Scan for electronic presentation

Presented By

D. Neil Dauby, Chairman and Chief Executive Officer

Bradley M. Rust, President and CFO

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Cautionary Note Regarding Forward Looking Statements

This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements can often, but not always, be identified by the use of words like "believe", "continue", "pattern", "estimate", "project", "intend", "anticipate", "expect" and similar expressions or future or conditional verbs such as "will", would", "should", "could", "might", "can", "may", or similar expressions. These forward-looking statements include, but are not limited to, statements relating to the expected timing and benefits of the proposed merger (the "Merger") of Heartland BancCorp ("Heartland") with and into German American Bancorp, Inc. ("German American"), including future financial and operating results, cost savings, enhanced revenues, and accretion/dilution to reported earnings that may be realized from the Merger, as well as other statements of expectations regarding the Merger, and other statements of German American's goals, intentions and expectations; statements regarding German American's business plan and growth strategies; statements regarding the asset quality of German American's loan and investment portfolios; and estimates of German American's risks and future costs and benefits, whether with respect to the Merger or otherwise.

These forward-looking statements are subject to significant risks, assumptions and uncertainties that may cause results to differ materially from those set forth in forward-looking statements, including, among other things:

Neither German American nor Heartland undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this presentation. In addition, German American's and Heartland's past results of operations do not necessarily indicate either of their anticipated future results, whether the Merger is effectuated or not.

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Additional Information and Where to Find It

The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any proxy vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The proposed merger will be submitted to both the German American and Heartland shareholders for their consideration. In connection with the proposed merger, German American will file a Registration Statement on Form S-4 with the U.S. Securities and Exchange Commission ("SEC") that will include a joint proxy statement for German American and Heartland and a prospectus for German American and other relevant documents concerning the proposed merger. INVESTORS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE CORRESPONDING JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER WHEN IT BECOMES AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, TOGETHER WITH ALL AMENDMENTS AND SUPPLEMENTS TO THOSE DOCUMENTS, AS THEY WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain a copy of the joint proxy statement/prospectus once filed, as well as other filings containing information about German American, without charge, at the SEC's website (http://www.sec.gov) or by accessing German American's website (http://www.germanamerican.com) under the tab "Investor Relations" and then under the heading "Financial Information". Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, by directing a request to Bradley C. Arnett, Investor Relations, German American Bancorp, Inc., 711 Main Street, Box 810, Jasper, Indiana 47546, telephone 812-482-1314 or to Jennifer Eckert, Investor Relations, Heartland BancCorp, 430 North Hamilton Road, Whitehall, Ohio 43213, telephone 614-337-4600.

German American and Heartland and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of German American and Heartland in connection with the proposed merger. Information about the directors and executive officers of German American is set forth in the proxy statement for German American's 2024 annual meeting of shareholders, as filed with the SEC on Schedule 14A on March 21, 2024, which information has been updated by German American from time to time in subsequent filings with the SEC. Information about the directors and executive officers of Heartland will be set forth in the joint proxy statement/prospectus relating to the proposed merger. Additional information about the interests of those participants and other persons who may be deemed participants in the transaction may also be obtained by reading the joint proxy statement/prospectus relating to the proposed merger when it becomes available. Free copies of this document may be obtained as described above.

Pro Forma and Projected Financial Information. This presentation contains certain pro forma and projected financial information, including projected pro forma information, which reflects German American's current expectations and assumptions. This pro forma information is for illustrative purposes only and should not be relied on as necessarily being indicative of future results. The assumptions and estimates underlying the pro forma information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information, including those in the "Forward-Looking Statements" disclaimer. Accordingly, there can be no assurance that the prospective results are indicative of future performance of the combined company after the proposed acquisition or that actual results will not differ materially from those presented in the pro forma information.

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Who We Are

Indiana & Kentucky Community-focused Financial Services Organization

$6.2 Billion

$3.2 Billion

74 Banking

Investment

~850 Team

Offices in

Total Banking

& Trust

Members

Indiana &

Assets

Assets Under

Kentucky

Management

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Our Strategic Position

Large enough to serve the most sophisticated clients. Small enough to know our customers by name.

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History of Superior Financial Performance

Twelve Consecutive Years

Thirteen of the Past

Fourteen Years of Improved

of Increased Dividends

Earnings Performance

Double-Digit Return on Equity for 21 Consecutive Fiscal Years

Raymond James 2012- 2017 and 2019-2021

KBW/Stifel 2010

Piper Sandler Small

though 2022 Bank

Cap All-Star 2012-

Honor Roll Recipient

2013 and 2019-2020

Bank Director Magazine -

Bank Performance Scorecard Top 15

National Ranking for 2016 - 2019

Publicly Traded Companies for

$1 - $5 Billion

Bank Director Magazine -

Newsweek Best Banks in

2022 S&P Global Top 20

Top 20 of 300 Largest

America (Indiana) 2020,

Best Performing Banks

Publicly Traded Banks for

2021 & 2024

between $3 and $10 Billion

2017 & 2018

2023 S&P Global Top 30

Bank Director Magazine -

Best Performing Bank

2023 & 2024 Best US

Bauer Financial 5-Star

Forbes America's Best

between $3 and $10

Banks Top Publicly Traded

Rating 2023

Banks List 2024

Billion

Bank for $5 - $50 Billion

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FINANCIAL TRENDS

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Total Assets

(dollars in millions, except per share amount)

Return on Average Assets

$6,156

$6,152

$6,217

$5,609

$4,978

$4,398

1.57%

1.43%

1.43%

1.32%

1.26%*

1.28%

12/31/19

12/31/20

12/31/21

12/31/22

12/31/23

06/30/24

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Loan Portfolio Trends

Total Loans, Net of Unearned Income

(dollars in millions)

Commercial & Agricultural Loans as % of Total Loans

$3,971$4,037

$3,785

$3,077

$3,088

$3,004

82%

81%

81%

81%

80%

80%

12/31/19

12/31/20

12/31/21

12/31/22

12/31/23

06/30/24

Line of Credit Utilization Trend

65.00%

58.50%

56.62%

56.26%

52.07%

49.17%

47.23%

43.83%

40.74%

44.89%

40.04%

39.71%

40.29%

31.70%

31.35%

31.86%

31.49%

34.45%

12/31/2019

12/31/2020

12/31/2021

12/31/2022

12/31/2023

6/30/2024

Ag - Line Utilization

Commercial - Line Utilization

Equity Express - Line Utilization

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Disclaimer

German American Bancorp published this content on February 03, 2025, and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on February 03, 2025 at 15:38:07.758.