Welcome to the Seacoast Banking Corporation's call regarding the announcement of 2 proposed acquisitions, Sable Palm Bank Corp, Incorporated and Business Bank of Florida Corporation and their respective bank subsidiaries, Sable Palm Bank and Florida Business Bank. My name is Richard, and I'll be your operator. Before we begin, I've been asked to direct your attention to the statement contained at the end of the company's press release regarding forward looking statements and the risks and uncertainties identified therein, which you should read carefully as such risks and uncertainties may cause results to differ from expectations. Seacoast will be discussing issues that constitute forward looking statements within the meaning of the Securities and Exchange Act, and its comments today are intended to be covered within the meaning of that act. Seacoast's ability to accurately project results or predict the effects of future plans or strategies, including the impact of the proposed mergers with Sable Palm Bancorp, Incorporated and Business Bank of Florida Corporation or predict market or economic developments is inherently limited.
Seacoast believes that the expectations reflected or implied by any forward looking statements are based on reasonable assumptions, but are not guarantees of performance or results or the success of the proposed mergers and their actual results, performance and integration of these companies with and into Seacoast could differ materially from those set forth in the forward looking statements. You should keep in mind that any forward looking statements made by Seacoast speak only as of the date on which they were made and that Seacoast undertakes no obligation to update or revise any forward looking statements. You are cautioned not to place undue reliance on such forward looking statements. Please note that this conference is being recorded. I'll now turn the call over to Chuck Schafer, President and CEO of Seacoast and Seacoast Bank.
Mr. Schafer, you may begin.
Thank you, Richard, and thank you all for joining us this morning. As we provide our comments, we'll reference the merger slide deck titled Acquisitions of Sable Palm Bancorp and Business Bank of Florida, which can be found at seacoastbanking.com. With me this morning is Tracy Dexter, our Chief Financial Officer and David Houdershell, our Director of Credit Policy and Analytics. We're excited to announce the acquisitions of Sable Palm Bancorp and Business Bank of Florida. The aggregate transaction had $600,000,000 in assets and generates 4% earnings accretion in 2023 with a reasonable tangible book value dilution earn back of only 1.25 years.
These two acquisitions follow our balanced growth strategy of acquiring lower risk, smaller, higher value targets, which provide meaningful earnings accretion with limited tangible book value dilution in markets with strong population growth. Importantly, these smaller transactions do not distract the organization from continuing its organic growth plan of building a highly valuable relationship oriented franchise in one of the best banking markets in the United States. The entrance into the Sarasota County market provides strategic opportunity in addition to the attractive merger math realized by combining the 2 companies. Sarasota County is one of the fastest growing and most affluent counties in Florida and has one of the highest job growth rates of all counties in Florida. The waterfront towns surrounding Sarasota boast a median household income that is only second to Palm Beach and the Northport Sarasota Bradenton MSA has a total population of 855,000 residents.
This transaction allows Seacoast to enter this attractive market with a premier local team who will benefit from our brand of high quality service and digital products, which will generate accretive organic growth in the future ahead. The second acquisition announced Business Bank of Florida almost doubled CECOS market share to nearly 4%, adding to our position as the largest community bank in Brevard County. Brevard County is a nationwide leader in the defense technology and aerospace industry with many engineering and technology companies ranging from early stage startups to as large as Fortune 500 industry leading firms. Many smaller firms have been launched by technology professionals, exiting companies such as L3 Harris, Lockheed Martin and SpaceX. We view this target market as an attractive opportunity given our ability to successfully bank these prospects and their employee base.
Brevard County was ranked the number 8 tech center in the United States by Biz Journals and Forbes ranked Melbourne 2nd out of 150 metropolitan areas in the U. S. For population of engineers, up 6.6%, just behind Silicon Valley. Both transactions and in both transactions, we took a very detailed and careful approach to credit diligence, reviewing 60% of the aggregate commercial credit exposure, excluding PPP, and came away confident in the quality of the portfolio we are acquiring. We placed a conservative credit mark of 2.08% on SablePalm and 2.84% on Business Bank of Florida.
The portfolios in both banks are relationship driven and generally work to local businesses in and around Sarasota and Melbourne, Florida and fit well within the Seacoast credit portfolio. As a reminder, Seacoast expects to exceed $10,000,000,000 in assets in 2022 with the financial impact of the Durbin amendment taking effect mid-twenty 23. The combination of these two transactions, which are both business oriented with limited interchange income, help reduce the impact of crossing $10,000,000,000 in 2023 by 60%. The 2 banks in aggregate provide $14,500,000 in pre tax income, inclusive of transaction related adjustments and cost savings and $600,000,000 in assets. We expect the remaining 40% to be resolved through further acquisitions in our target Florida markets.
We're excited to bring the banking teams at Sable Palm bring on the banking teams at Sable Palm and Business Bank of Florida. Both management teams have created 2 high performing franchises in their respective markets and both have tremendous customer loyalty and support in their communities. I want to thank Neil McCurry and Rick Holleran at Sable Palm and Zuhair Sophia and Bill Norris at Florida Business Bank for their help over the last few months putting together these transactions. And to conclude, although we do not include revenue synergies in the model, we have significant opportunities as we bring mortgage banking, wealth management, SBA lending and array of consumer products to both franchises in the coming year. I'll now turn the call over to Tracy to provide further details on the combination.
Thanks, Chuck. Good morning.
I'll start
with a few comments on Sable Palm Bancorp. With 3 branches and $377,000,000 in deposits at June 30, 2021, Sable Palm is among the top 5 community banks by market share in Sarasota County. Loans of $272,000,000 in the 2nd quarter had an average yield of 5.19%. 93% of the bank's deposit funding is made up of checking, savings and money market accounts and non interest bearing checking represents 43% of total deposits. Under the terms of the merger agreement, Sable Palm shareholders will receive 0.2203 shares of Seacoast common stock.
Based on Seacoast closing price of $31.58 as of Friday, August 20, the transaction is valued at approximately $53,900,000 in aggregate, inclusive of the value of the rolled over SablePalm options or $6.96 per common share. The deal pricing translates to 1.67 times SablePalm's tangible book value and 8.1 times 2023 earnings per share when including expected cost savings. We are projecting 40% cost savings, of which 58% will be realized in 2022 and 100% realized in 2023 and thereafter. As a reminder, we have a very detailed plan on execution of cost savings and have demonstrated the ability to execute these in all prior transactions. On the Sable Palm loan portfolio, we estimate a total $5,700,000 or 2.08 percent pre tax mark, which includes $500,000 in day 1 CECL reserves on PCD loans, dollars 3,600,000 in day 1 CECL reserves through provision on non PCD loans and accretable mark of 1,600,000 dollars We conservatively modeled forward loan growth in the mid to high single digits and deposit growth at 5%.
Using the crossover method, we expect tangible book value dilution to be 0.4% at closing to be earned back in 7 quarters. This is an accretive value creating transaction that brings us to a new and growing market. We expect the merger to be accretive to earnings in 2023 by over 2%. The assumptions used for modeling were developed following detailed due diligence, which included a review of 70% of all commercial credit exposures excluding PPP. Non owner occupied CRE represents 27.5 percent of the portfolio, followed by residential 1 to 4 family at 25%, C and I at 22% and owner occupied CRE at 20%.
Credit quality is strong and we took a conservative approach to modeling resulting in the total estimated purchase mark of 2.08%. Turning the discussion to Business Bank of Florida, which represents a single branch bank, Florida Business Bank in Melbourne in our existing footprint. The combination of our existing presence with Florida Business Bank, which has $166,000,000 in deposits, increases our market share in Brevard County to nearly 4%. Loans of $136,000,000 in the Q2 of 2021 had an average yield of 4.96%. 93% of the bank's deposit funding is made up of checking, savings and money market accounts and non interest bearing checking represents 42% of total deposits.
Under the terms of the merger agreement, Business Bank of Florida shareholders will receive 0.7997 shares of Seacoast common stock. Based on Seacoast closing price of $31.58 as of Friday, the transaction is valued at approximately $28,400,000 in aggregate, inclusive of the value of the rolled over options. That's $25.25 per common share. The deal pricing translates to 1.33x Business Bank of Florida's tangible book value and 7x 2023 earnings per share when including expected cost savings. We're projecting 50% cost savings, of which 75% are realized in 2022 and 100% are realized in 2023 and thereafter.
On the Business Bank of Florida loan portfolio, we estimate a total $3,800,000 or 2.84 percent pre tax mark, which includes $200,000 in day 1 CECL reserves on PCB loans, $2,300,000 in day 1 CECL reserves through provision on non PCB loans and accretable mark of $1,300,000 We have conservatively modeled forward loan growth in the mid to high single digits and deposit growth at 5%. Using the crossover method, we expect there to be negligible tangible book value dilution at closing to be earned back in 1 quarter. This is an accretive value creating in market transaction that strengthens our foothold in a key and growing MSA. We expect the merger to be accretive to earnings in 2023 by 2%. The assumptions used for modeling Florida Business Bank were also developed following detailed due diligence, which included a review of over 60% of all commercial credit exposures excluding PPP.
Non owner occupied CRE represents 35% of the portfolio followed by owner occupied CRE at 32% and C and I at 22%. Credit quality is strong and we took a conservative approach to modeling resulting in the total estimated purchase mark of 2.84%. We expect the acquisitions to close in the Q1 of 2022 after receipt of approval from regulatory authorities, the approval of each of the acquired company's shareholders and the satisfaction of other customary closing conditions. I'll turn the call back over to Chuck.
Thank you, Tracy. Richard, I think we're ready for questions.
Thank you. We will now begin the question and answer session. Our first question on the line comes from Mr. Steve Moss. Please go ahead.
Good morning, Chuck and Tracy. Good morning, Steve. Just 2 pretty straightforward acquisitions here, nice bolt ons. Just kind of curious here, what's the appetite for maybe a 3rd deal here before the end of the year being announced and just how all that all that integration stuff
that you guys are thinking
about that?
Yes. Thanks, Steve. Great question. And if you look, I mentioned this on the last call, there's over 85 banks remaining in Florida. So there's plenty of opportunities for us to continue our balanced growth strategy.
But yes, it's possible that we can announce another deal by the end of the year, Steve. I mean nothing would preclude us from being able to do that given size and complexity, etcetera, notwithstanding. But it would be reasonable that we could potentially announce something if something came along. Okay.
And then maybe just it's been about a month since the earnings call. Just kind of curious if you give us a little bit of an update on quarterly trends, any impact maybe you've been seeing with the acceleration of COVID cases down there or any color about the quarter here?
Sure. No problem, Steve. Just maybe taking the COVID cases, no doubt, delta variant has had an impact on the state. We've seen cases go up fairly meaningfully. That being said, Florida remains very open.
I mean, there's no real has been no real impact to the economic conditions here. We remain very open. Business is happening. Things are moving along. I don't view in any way that slowing as a result of COVID.
Obviously, all businesses are having to navigate a more complex environment that hopefully is peaking here shortly and will be coming back down is kind of our view on that. But economic conditions remain the same and we're kind of right on guidance we provided at the end of the prior quarter. I don't expect anything to be any different than what we provided in the prior quarter loan growth, etcetera. We still expect to sort of hit right around that mid single digit organic growth, plus we have a couple of wholesale loan purchases we talked about that would likely take us into the high single digit in the coming quarter. So just reiterate that guidance and we're kind of right on where we expected to be, Steve.
All right,
great. Thank you very much.
Thanks, sir. Thank you. Our next question on the line comes from Mr. David Feaster. Please go ahead.
Your line is open.
Hi, good morning, everybody. Good morning, David. I like the move into Sarasota. It's a great market, a high growth market. Mike talked about that pretty affluent as well.
I'm just curious, as you look at your branch map, are there any other gaps that you feel that you need to address? Or when we look at your M and A strategy, I mean, there's a couple parts of maybe in the Southwest part of the state or maybe central part of the I-four Corridor. I guess when you think about your M and A strategy, are you thinking about filling in some of those gaps or expanding down into Miami like we talked about on the call? Or are you do you think you're more focused on more infill type transactions to deepen your footprint in some of these markets?
Great question, David. And we are too very excited about Sarasota. It's a very dynamic market. It's a great team at Sable Palm. We're excited to bring them into the Seacoast franchise.
I think there's a lot more that can be done in that market as we bring wealth management and other products and services that we have to that team. It's super exciting. The growth there is meaningful and real. And I would say both our organic and M and A strategy remains focused on Southwest Florida, all the way from Naples up through Tampa. All those markets are very attractive, growing, stable, good strong markets.
It's still focused across the I-four quarter. We'd love continue to fill that in over time. And then as you mentioned, all the way from Jacksonville down to South Florida is it continues to be a focus. We'll be opportunistic as we move through time, where we find opportunities to acquire high quality franchises with good management teams. We've been very successful in doing that.
We'll continue to do that as well as tremendous momentum around the state with our growth in terms of opportunities to continue to add talent even into some of the markets down in Southwest Florida and up into North Florida, etcetera. So we got a lot of exciting things going on. I'm very excited about our pace of hiring talent and our ability to expand even more meaningful into some of these growing markets. And you'll see more of that as we move forward, Dave.
To that point, I mean, you've had a lot of success hiring lately. I'm just curious whether like this new expansion into Sarasota can really help accelerate that, how conversations are going? I mean, now that you have a presence in that market, I mean, is there an opportunity to potentially onboard some talent that maybe you've been having conversations with for a while? And just kind of the overall pulse of the hiring market in your footprint in the state?
Yes, David, for sure. I mean, we are already there, already in that market calling on bankers. We are calling even a little further south there. We have a lot of momentum in that regard. There's a lot of excitement jumping on the CECO story.
And so there'll be more to come there. And as you know, we've talked in the past, the very large significant regional mergers as well as some of the things that have gone on in some of the national banks has really kicked off opportunity for us. And then I think uniquely at our size, it's an opportunity for bankers to jump on board something that has really taken off here and help build a very unique dynamic franchise in the state of Florida. There's a lot of excitement around that. There's a lot of momentum around that.
And we're finding a lot of opportunity to continue to build out the team.
Okay. And then I appreciate the stratification that you guys put on the remaining Florida based banks. I mean, as we look at your targeted size range, there's about 70 banks left. I'm just curious how many of those would be in markets that you're really interested in? Basically, how many of those targets are really remaining for you in your targeted size range, in your strategic markets?
And then I guess maybe just any appetite for some non bank M and A, fee based acquisitions to help accelerate some of those revenue cross sell opportunities? Sure.
Yes, I'll take the first question. There's probably about half of them that we'd be more focused on that are in more growing parts of the state of Florida. Obviously, we'll be opportunistic where things make sense, both socially, franchise value, pricing, etcetera, that we're able to bring transactions together. So I'd say roughly half of those are banks that we're talking to or involved with that we know well. And then the second question, yes, we'd certainly look at non bank M and A where it made sense.
We did one small non bank deal quite some time ago, but we would certainly look at non bank M and A where it made sense. We just haven't found something that we thought would fit in the franchise well, but we're constantly looking at it, David.
David. Our next question on the line comes from Mr. Michael Young.
Congrats on the deals. Just wanted to ask, I think with crossing $10,000,000,000 in assets, I think it seems like step 1 is sort of offsetting the immediate impacts from the urban and regulatory costs. So maybe we should continue to expect any additional near term deals to be more in market and more accretive on an earnings basis? And then would that imply maybe step 2 is more market expansion beyond that as you look maybe north towards Jacksonville or kind of the longer term strategic dynamics for the company?
I think that's fair. I think we would look to where the opportunities were that generated the earnings per share accretion in the right PBV earn back regardless of kind of what market it was in. If we were looking at something in Jacksonville and it brought us to Jacksonville, strategically beneficial and provided support across the 10, we would look at it. But definitely, we're keenly focused in finding the right kind of opportunities with the right efficiencies and the right pricing metrics to be able to cross the 10 effectively. This knocked out roughly 60% of it.
We need another like size transaction to take out the remainder. And we're actively working on that, Michael.
Great. And I guess another question, it's a high class problem that maybe you guys have been in for a little bit. It's been nice to have the extra equity through the pandemic, but you still have very high equity levels, which are slightly weighing on the ROTCE and ROE metrics. So we thought M and A might be a usage of some of that equity, but the deals are being attractively priced, etcetera. So it's not really burning through the equity much.
Any bigger picture or longer term thoughts just on kind of the equity base and strategy there?
Continue to look at it consistently with our Board. Obviously, we are growing capital at a meaningful rate. I think that's a lot of that's the outcome of driving the efficiency in the organization that we've worked hard on over a number of years now. It definitely is a high class problem. Ideally, we will continue to use it for M and A.
As we come out of this environment, we'll continue to revisit that. We put a dividend in place last year, continuing to look at the dividend as another alternative.
And then lastly, we've talked in the
past about buybacks and earn back and things like that. About buybacks and earn back and things like that and whether or not that would make sense. But I think given our trading multiple buybacks probably won't make sense right now.
A dividend or a special dividend is
something we'll continue to talk about with our board as we move forward.
Okay, great. And then one last one, maybe just on sort of the modeling. There's been a lot of noise with PPP running through numbers and kind of a drop in interest rates, etcetera. So I just didn't know if there's anything I don't know if this is a question for Tracy or Chuck, but that we should be cognizant of in these banks as we model on a go forward basis. And then if
you can help us out maybe with
the goodwill that's going to be created from the deal, that might be helpful too.
Yes. No, I don't think there's anything that you need to think about sort of separate or differently on the PPP front. Each of the banks does have some level of PPP, but like we have here and like at other places, I think the reasonable expectation is most of that PPP will have rolled off by the end of this year, then forgiven. And of course, we don't inherit in any of the deals and we have the fee accretion on those PPP loans. So that's not included.
The 4% accretive model really anticipates and includes input loan growth in the mid to high single digits, deposit growth of 5% at each and the institutions along with our planned cost synergies.
Yes. We've modeled the PPP basically coming out by the end of the year being recognized through income and then rolled up through basically capital in our modeling. Goodwill, I don't know that I have goodwill in front of me, Tracy. I'm not sure if you have. We'll get back to you today on the goodwill number, Michael.
Okay. Thanks. Appreciate it,
Our final question in line comes from Mr. Chris Merak. Please go ahead. Your line is open. If your line is muted, please unmute.
Chris, you may be on mute.
Hey, Chuck, sorry about that. I wanted to ask about the integration and the systems conversion. Is this all done upfront similar to past SECOS transactions?
Yes. Historically, we have done system integration conversion at the same weekend. We have a we're converting our mobile and online banking platform in January. So on these two transactions, we'll likely have a legal day one close in early January and then we'll convert the 2 transactions after we get through the conversion of our mobile and online banking platforms. We don't want to take those customers through that twice.
So it will be shortly thereafter. So we've given the cost outs with a percentage of realization to help you model that scenario. It will be used in all the same sort of systems and things that we do use to do the conversions. We'll just have to deal with the legal day 1 and then a conversion 60 to 90 days later.
Got it. And were there a fair amount of business customers at both of these banks that therefore latch on to just having a bigger platform of services?
Yes, for sure. I mean, both banks were very business oriented. There was some consumer business in the Sable Palm Bank as they had a mortgage operation. But the vast majority of both banks are business oriented and that's the big opportunity here is we bring up broader wider treasury set. It opens up in particular in Brevard County, our ability to start to enter some of the smaller middle market companies that are serving the defense technology industry.
That's something that's super exciting to us. And we'll bring importantly to these two transactions, which has been for us a growing and very successful story, our wealth management services, that has been a very value creating activity we put in place. And very early, we'll begin introducing that. And it's long lead cycle type business, but as business liquidity events occur over time, we'll be able to help those franchises and their customers in a much more different way than they've been able to in the past.
Okay, great. Thanks for that. And then just one final one on the inter quarter update. What has been your experience on deposit trends so far? And is that at all having some seasonality this quarter?
Yes, it has slowed some to that extent. Part of that is we've gotten more aggressive on bringing down deposit rates. So we're next to paying nothing for deposit funding at this point given the amount of liquidity. And so it did slow a bit from where we were running at. But that being said, we still expect liquidity to continue to come into the franchise.
Got it. Thank you again for all the background this morning. Thank you, Chris.
Thank you. There are no further questions at this time. I'd like to turn the call over to Chuck Schafer for closing comments.
Well, thank you, Richard, and thank you all for joining the call. We're super excited about the 2 transactions, very much in line with what we've done in the past, easy, integratable deals and couldn't be more excited about working with both teams of the 2 franchises. Great, great folks, excited to bring them in the Seacoast and we'll be spending time with them over the next couple of days. So super excited about that. Thank you everybody for your questions in the call and we'll talk to you soon.
Thanks Richard.
And thank you, ladies and gentlemen. This concludes today's conference. Thank you for participating. You may now disconnect.