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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

 

FORM 8-K

_________________

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): June 4, 2021

_______________________________

 

SIMMONS FIRST NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

_______________________________

 

Arkansas 000-06253 71-0407808
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

 

501 Main Street

Pine Bluff, Arkansas 71601

(Address of Principal Executive Offices) (Zip Code)

 

(870) 541-1000

(Registrant's telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

_______________________________

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, par value $0.01 per share SFNC The Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

Item 7.01 Regulation FD Disclosure.

 

On June 7, 2021, Simmons First National Corporation (the “Company”), an Arkansas corporation and the parent company of Simmons Bank, issued a press release announcing the execution of the Merger Agreements (as defined in Item 8.01 of this Current Report on Form 8-K). A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

 

Presentation materials concerning the Transactions (as defined in Item 8.01 of this Current Report on Form 8-K), which will be available on the Company’s website at www.simmonsbank.com, are attached hereto as Exhibit 99.2 and incorporated herein by reference.

 

The information provided pursuant to this Item 7.01 (including Exhibit 99.1 and Exhibit 99.2) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 8.01 Other Events.

 

Merger Agreements

 

On June 4, 2021, the Company entered into an Agreement and Plan of Merger (the “Triumph Agreement”) with Triumph Bancshares, Inc. (“Triumph”), a Tennessee corporation and the parent company of Triumph Bank, pursuant to which, upon the terms and subject to the conditions of the Triumph Agreement, Triumph will merge with and into the Company, with the Company continuing as the surviving corporation (the “Triumph Transaction”). Upon the consummation of the Triumph Transaction, holders of Triumph’s common stock and common stock equivalents will receive, in the aggregate, (i) 4,164,839 shares of the Company’s common stock and (ii) $2,645,937.83, all subject to certain conditions and potential adjustments under the Triumph Agreement. Immediately following the Triumph Transaction, Triumph Bank is expected to merge with and into Simmons Bank, with Simmons Bank continuing as the surviving bank.

 

Also on June 4, 2021, the Company and Simmons Bank entered into an Agreement and Plan of Merger (the “Landmark Agreement” and, together with the Triumph Agreement, the “Merger Agreements”) with Landmark Community Bank (“Landmark”), a Tennessee-chartered state bank, pursuant to which, upon the terms and subject to the conditions of the Landmark Agreement, Landmark will merge with and into Simmons Bank, with Simmons Bank continuing as the surviving bank (the “Landmark Transaction” and, together with the Triumph Transaction, the “Transactions”). Upon the consummation of the Landmark Transaction, holders of Landmark’s common stock and common stock equivalents will receive, in the aggregate, (i) 4,500,000 shares of the Company’s common stock and (ii) $7,000,000, all subject to certain conditions and potential adjustments under the Landmark Agreement.

 

Each Transaction is subject to customary representations and warranties, covenants, closing conditions and termination rights. The completion of each Transaction is not conditioned on the completion of the other Transaction.

 

Forward-Looking Statements

 

Certain statements contained in this Current Report on Form 8-K may not be based on historical facts and should be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by reference to a future period(s) or by the use of forward-looking terminology, such as “anticipate,” “believe,” “budget,” “contemplate,” “continue,” “estimate,” “expect,” “foresee,” “intend,” “indicate,” “target,” “plan,” positions,” “prospects,” “project,” “predict,” or “potential,” by future conditional verbs such as “could,” “may,” “might,” “should,” “will,” or “would,” or by variations of such words or by similar expressions. These forward-looking statements include, without limitation, statements relating to the impact the Company expects the Transactions to have on the combined entities’ operations, financial condition and financial results, and the Company’s expectations about its ability to successfully integrate the combined businesses and the amount of cost savings and other benefits the Company expects to realize as a result of the Transactions. The forward-looking statements may also include, without limitation, those relating to the Company’s future growth, revenue, expenses, assets, asset quality, profitability, earnings, accretion, customer service, investment in digital channels, critical accounting policies, net interest margin, non-interest revenue, market conditions related to and the impact of the Company’s stock repurchase program, consumer behavior and liquidity, the adequacy of the allowance for credit losses, the impacts of the COVID-19 pandemic and the ability of the Company to manage the impacts of the COVID-19 pandemic, the impacts of the Company’s and its customers’ participation in the Paycheck Protection Program (the “PPP”), the expected performance of COVID-19 loan modifications, income tax deductions, credit quality, the level of credit losses from lending commitments, net interest revenue, interest rate sensitivity, loan loss experience, liquidity, the Company’s expectations regarding actions by the Federal Home Loan Bank (“FHLB”) including with respect to the FHLB’s option to terminate FHLB Owns the Option advances, capital resources, market risk, plans for investments in securities, effect of future litigation, including the results of the overdraft fee litigation against the Company, acquisition strategy, legal and regulatory limitations and compliance and competition.

 

These forward-looking statements involve risks and uncertainties, and may not be realized due to a variety of factors, including, without limitation: changes in the Company’s operating, acquisition, or expansion strategy; the effects of future economic conditions (including unemployment levels and slowdowns in economic growth), governmental monetary and fiscal policies, as well as legislative and regulatory changes, including in response to the COVID-19 pandemic; changes in interest rates; possible adverse rulings, judgements, settlements, and other outcomes of pending or future litigation, including litigation or actions arising from the Company’s participation in and administration of programs related to the COVID-19 pandemic (including, among others, the PPP); the ability to obtain regulatory approvals and meet other closing conditions to the Transactions; delay in closing the Transactions; difficulties and delays in integrating the Triumph and Landmark businesses or fully realizing cost savings and other benefits of the Transactions; business disruption following the Transactions; and other relevant risk factors, which may be detailed from time to time in the Company’s press releases and filings with the U.S. Securities and Exchange Commission (the “SEC”). Many of these factors are beyond the Company’s ability to predict or control, and actual results could differ materially from those in the forward-looking statements due to these factors and others. In addition, as a result of these and other factors, the Company’s past financial performance should not be relied upon as an indication of future performance.

 

The Company believes the assumptions and expectations that underlie or are reflected in any forward-looking statements, expressed or implied, in this Current Report on Form 8-K are reasonable, based on information available to the Company on the date of this Current Report on Form 8-K. However, given the described uncertainties and risks, the Company cannot guarantee its future performance or results of operations or whether the Company’s future performance will differ materially from the performance reflected in or implied by its forward-looking statements, and you should not place undue reliance on these forward-looking statements. All forward-looking statements, expressed or implied, included in this Current Report on Form 8-K are expressly qualified in their entirety by the cautionary statements contained or referred to herein. Any forward-looking statement speaks only as of the date of this Current Report on Form 8-K, and none of the Company, Triumph or Landmark undertakes any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Important Additional Information and Where to Find It

 

This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval with respect to either of the proposed Transactions. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act, and no offer to sell or solicitation of an offer to buy shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful.

 

In connection with the Transactions, the Company will file with the SEC a Registration Statement on Form S-4 (the “Registration Statement”) that will include proxy statements of each of Triumph and Landmark and a prospectus of the Company (the “Joint Proxy Statement/Prospectus”), and the Company may file with the SEC other relevant documents concerning the Transactions. The definitive Joint Proxy Statement/Prospectus will be mailed to shareholders of Triumph and Landmark. SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE TRANSACTIONS CAREFULLY AND IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY THE COMPANY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTIONS.

 

Free copies of the Joint Proxy Statement/Prospectus, as well as other filings containing information about the Company, may be obtained at the SEC’s Internet site (http://www.sec.gov), when they are filed by the Company. You will also be able to obtain these documents, when they are filed, free of charge, from the Company at www.simmonsbank.com under the heading “Investor Relations.” Copies of the Joint Proxy Statement/Prospectus can also be obtained, when it becomes available, free of charge, by directing a request to Simmons First National Corporation, 501 Main Street, Pine Bluff, Arkansas 71601, Attention: Ed Bilek, Director of Investor Relations, Email: ed.bilek@simmonsbank.com or ir@simmonsbank.com, Telephone: (870) 541-1000, to Triumph at Triumph Bancshares, Inc., 5699 Poplar Avenue, Memphis, TN 38119, Attention: Will Chase, President, Telephone: (901) 333-8800, or to Landmark at Landmark Community Bank, 1015 West Poplar Avenue, Collierville, TN 38017, Attention: Jake Farrell, Chairman, Telephone: (901) 850-0555.

 

Participants in the Solicitation

 

The Company, Triumph, Landmark and certain of their directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Triumph and Landmark in connection with the proposed Transactions. Information about the Company’s directors and executive officers is available in its proxy statement for its 2021 annual meeting of shareholders, which was filed with the SEC on April 15, 2021. Information regarding all of the persons who may, under the rules of the SEC, be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Joint Proxy Statement/Prospectus regarding the proposed Transactions and other relevant materials to be filed with the SEC when they become available. Free copies of these documents may be obtained as described in the preceding paragraph.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit 99.1   Press Release issued by Simmons First National Corporation on June 7, 2021.
Exhibit 99.2   Presentation, dated June 7, 2021.
Exhibit 104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SIMMONS FIRST NATIONAL CORPORATION
     
     
Date: June 7, 2021 By: /s/ James M. Brogdon
    James M. Brogdon
    Executive Vice President, Chief Financial Officer and Treasurer
     

 

 

EXHIBIT 99.1

Simmons First National Corporation Announces Agreements to Acquire Landmark Community Bank and Triumph Bancshares, Inc.

Acquisitions will complement existing footprint and enhance scale in Memphis and Nashville; will create the 9th largest bank in Tennessee based on deposit market share

PINE BLUFF, Ark., June 07, 2021 (GLOBE NEWSWIRE) -- Simmons First National Corporation (NASDAQ: SFNC) (“Simmons” or “Company”) announced today that it has entered into two separate definitive agreements to acquire Landmark Community Bank (“Landmark”), based in Collierville, Tenn., and Triumph Bancshares, Inc. ("Triumph"), the parent company of Triumph Bank, based in Memphis, Tenn. On a pro forma basis, the proposed Landmark and Triumph transactions (together, the “Proposed Transactions”) will create the 9th largest bank in Tennessee (based upon deposit market share) while vaulting Simmons’ ranking in Memphis from 35th to 6th and in Nashville from 20th to 15th.

“Landmark and Triumph are two successful, local community banks who share our philosophy of a strong credit culture, significant community involvement and a passion for delivering excellent customer service,” said George A. Makris, Jr., Simmons’ chairman and CEO. “The opportunity to combine forces with these two institutions also highly complements our existing footprint in Tennessee and enhances our scale in two of our key growth markets – Memphis and Nashville. In addition to cultural and geographic synergies, the financial metrics of these mergers are compelling and consistent with our M&A strategy of partnering with high-quality banks within our current footprint that represent an efficient use of our capital and delivers on our commitment of building long-term value for our shareholders. We’re very excited to welcome our newest partners to the Simmons organization.”    

Financial highlights for Simmons, Landmark, Triumph and on a pro forma basis are shown below (unaudited as of March 31, 2021, except where otherwise noted):

($ in billions)

  Simmons Landmark Triumph Pro Forma
Assets $23.3 $1.0 $0.9 $25.2
Loans 12.2 0.8 0.7 13.7
Deposits 18.2 0.8 0.8 19.8
Branches 198 8 6 212
Deposit market share (1) (rank):        
Tennessee 13th 34th 35th 9th
Memphis MSA 35th 12th 10th 6th
Nashville MSA 20th 39th 50th 15th

Source: S&P Global Market Intelligence; (1) Data as of June 30, 2020

“We believe the opportunity to join the Simmons team is very positive for Landmark’s stakeholders,” said James “Jake” Farrell, Landmark’s chairman, president and CEO. “We are excited to become part of the Simmons organization, and we look forward to using Simmons’ resources to strengthen and expand our business while continuing to provide locally focused banking services to our customers. With access to Simmons’ broader array of consumer and commercial products, combined with their leading-edge digital capabilities, we will be able to provide greater benefits to our customers and the communities we serve.”

Simmons has a long history of supporting the communities it serves. The Simmons First Foundation (“Foundation”) is committed to serving youth in the fields of education and health care across the bank’s footprint. The Foundation also supports underserved, low-to-moderate income families by funding housing and environmental initiatives. Since 2014, the bank’s contributions have totaled more than $13 million. Beginning in 2021, the Foundation is utilizing a new $3 million endowment for environmentally focused grants with interests in conservation and other agricultural projects. In connection with the Proposed Transactions, Simmons is reviewing plans for expanding its branch coverage in Memphis.

“For years, Triumph Bank has put its clients at the center of its focus, and partnering with Simmons provides our organization with the ability to continue to grow with our clients and meet their changing needs,” said William J. Chase, Jr., Triumph’s president and CEO. “In addition to being able to offer our clients a wider breadth of banking products and services, we will have a greater capacity to lend while continuing to deliver the same excellent customer service and active community involvement.”

Simmons’ Proposed Transaction with Landmark includes consideration consisting of a mixture of cash and Simmons’ common stock valued at approximately $146.3 million (based on the Company’s June 4, 2021 closing price), subject to certain conditions and potential adjustments. Simmons’ Proposed Transaction with Triumph also includes consideration consisting of a mixture of cash and Simmons’ common stock valued at approximately $131.6 million (based on the Company’s June 4, 2021 closing price), subject to certain conditions and potential adjustments. The cash consideration in both Proposed Transactions will be used primarily for payments to Landmark’s and Triumph’s respective optionholders.

The combined purchase price for the Proposed Transactions is estimated at approximately 147 percent of the combined tangible book value of Landmark and Triumph (as of March 31, 2021). Simmons estimates the Proposed Transactions, on a combined basis, to be approximately 7.5 percent accretive to earnings per share in 2022 (excluding one-time transaction expenses) and slightly accretive to tangible book value per share (including the impact of one-time transaction expenses and CECL “day two” accounting). Simmons expects to achieve cost savings of approximately 40 percent of Landmark’s and Triumph’s combined operating noninterest expense base through operational and administrative efficiency improvements. While revenue synergies have been identified, they have not been included in estimates.

The Proposed Transactions, which have been approved by the organizations’ respective boards of directors, are subject to the approval of Landmark's shareholders (in the case of the Landmark Proposed Transaction) and Triumph's shareholders (in the case of the Triumph Proposed Transaction), regulatory approval and other customary closing conditions. Simmons expects to close the Proposed Transactions during the fourth quarter of 2021.

Stephens Inc. served as financial advisor to Simmons, Mercer Capital Management, Inc. provided Simmons with fairness opinions, and Covington & Burling LLP served as Simmons’ legal advisor. Olsen Palmer LLC served as financial advisor to Landmark, and Baker, Donelson, Bearman, Caldwell & Berkowitz, PC served as Landmark’s legal advisor. Southard Financial, LLC served as financial advisor to Triumph, and Farris Bobango PLC served as Triumph’s legal advisor.

Simmons First National Corporation
Simmons (NASDAQ: SFNC) is an approximately $23.3 billion asset (as of March 31, 2021) Mid-South based financial holding company whose principal subsidiary, Simmons Bank, operates 198 financial centers, including 68 in Arkansas, 48 in Missouri, 33 in Tennessee, 23 in Texas, 20 in Oklahoma and 6 in Kansas. Founded in 1903, Simmons Bank offers comprehensive financial solutions delivered with a client-centric approach. Simmons Bank was recently named to Forbes’ list of “World’s Best Banks” for the second consecutive year and ranked among the top 30 banks in Forbes’ list of “America’s Best Banks” for 2021. Additional information about Simmons and Simmons Bank can be found on our website at simmonsbank.com, by following @Simmons_Bank on Twitter or by visiting our newsroom.

Conference Call
Simmons’ management will host a conference call today beginning at 9:00 a.m. Central Time regarding the announcement of the definitive agreements. Interested parties can listen to this call by dialing toll-free (866) 298-7926 (United States and Canada only) and asking for the Simmons First National Corporation conference call, conference ID 6294458. In addition, the call will be available live or in recorded version on the Company’s website at simmonsbank.com under “Investor Relations.” The recorded version will be available for at least 60 days.

Additional information regarding the Proposed Transactions is provided in a supplemental presentation available under the “Investor Relations” page of the Company’s website at simmonsbank.com.

Forward-Looking Statements
Certain statements in this press release may not be based on historical facts and should be considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by reference to a future period(s) or by the use of forward-looking terminology, such as “anticipate,” “estimate,” “expect,” “foresee,” “may,” “will,” “would,” “could,” or “intend,” future or conditional verb tenses, variations or negatives of such terms. These forward-looking statements include, without limitation, statements relating to the impact the Company expects the Proposed Transactions to have on the combined entities’ operations, financial condition, and financial results (including, among other things, pro forma information), and the Company’s expectations about its ability to successfully integrate the combined businesses and the amount of merger related costs, as well as cost savings and other benefits, the Company expects to realize as a result of the Proposed Transactions. Readers are cautioned not to place undue reliance on the forward-looking statements contained in this press release, which involve risks and uncertainties, as actual results could differ materially from those indicated in such forward-looking statements due to a variety of factors. These factors, include, but are not limited to, the ability to obtain regulatory approvals and meet other closing conditions to the Proposed Transactions, including approval by Landmark’s and Triumph’s respective shareholders on the expected terms and schedule, delay in closing the Proposed Transactions, difficulties and delays in integrating the Landmark and/or Triumph business or fully realizing cost savings and other benefits of the Proposed Transactions, business disruption following the Proposed Transactions, changes in interest rates and capital markets, inflation, customer acceptance of the Company’s products and services, and other risk factors. Other relevant risk factors may be detailed from time to time in the Company’s press releases and filings with the U.S. Securities and Exchange Commission (the “SEC”). All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by the cautionary statements contained or referred to herein. Any forward-looking statement speaks only as of the date of this press release, and the Company, Landmark, and Triumph undertake no obligation, and specifically decline any obligation, to revise or update these forward-looking statements, whether as a result of new information, future developments or otherwise.

Important Additional Information and Where to Find It
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval with respect to the Proposed Transactions. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, and no offer to sell or solicitation of an offer to buy shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful.

In connection with the Proposed Transactions, the Company will file with the SEC a registration statement on Form S-4 (the “Registration Statement”) that will include proxy statements of each of Landmark and Triumph and a prospectus of the Company (the “Joint Proxy Statement/Prospectus”), and the Company may file with the SEC other relevant documents concerning the Proposed Transactions. The definitive Joint Proxy Statement/Prospectus will be mailed to shareholders of Landmark and Triumph. SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTIONS CAREFULLY AND IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY THE COMPANY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONS.

Free copies of the Joint Proxy Statement/Prospectus, as well as other filings containing information about the Company, may be obtained at the SEC’s Internet site (http://www.sec.gov), when they are filed by the Company. You will also be able to obtain these documents, when they are filed, free of charge, from the Company at simmonsbank.com under the heading “Investor Relations.” Copies of the Joint Proxy Statement/Prospectus can also be obtained, when it becomes available, free of charge, by directing a request to Simmons First National Corporation, 501 Main Street, Pine Bluff, Arkansas 71601, Attention: Ed Bilek, Director of Investor Relations, Email: ed.bilek@simmonsbank.com or ir@simmonsbank.com, Telephone: (870) 541-1000, to Triumph Bancshares, Inc., 5699 Poplar Avenue, Memphis, TN 38119, Attention: Will Chase, President, Telephone: (901) 333-8800, or to Landmark Community Bank, 1015 West Poplar Avenue, Collierville, TN 38017, Attention: Jake Farrell, Chairman, Telephone: (901) 850-0555.

Participants in the Solicitation
The Company, Landmark, Triumph and certain of their directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Landmark or Triumph in connection with the Proposed Transactions. Information about the Company’s directors and executive officers is available in its proxy statement for its 2021 annual meeting of shareholders, which was filed with the SEC on April 15, 2021. Information regarding all of the persons who may, under the rules of the SEC, be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Joint Proxy Statement/Prospectus regarding the Proposed Transactions and other relevant materials to be filed with the SEC when they become available. Free copies of these documents may be obtained as described in the preceding paragraph.

Investor and Media Contact
Ed Bilek
EVP, Director of Investor Relations
ed.bilek@simmonsbank.com
205.612.3378 (mobile)

Exhibit 99.2

 

Nasdaq: SFNC Enhancing our position and scale in key growth markets Acquisitions of Landmark Community Bank and Triumph Bancshares, Inc. June 7, 2021 Memphis Nashville

 

 

Forward - Looking Statements Certain statements contained in this presentation may not be based on historical facts and should be considered “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 . These forward - looking statements may be identified by reference to a future period(s) or by the use of forward - looking terminology, such as “anticipate,” “believe,” “budget,” “contemplate,” “continue,” “estimate,” “expect,” “foresee,” “intend,” “indicate,” “target,” “plan,” positions,” “prospects,” “project,” “predict,” or “potential,” by future conditional verbs such as “could,” “may,” “might,” “should,” “will,” or “would,” or by variations of such words or by similar expressions . These forward - looking statements include, without limitation, statements relating to the impact Simmons First National Corporation (“Company”) expects the proposed transactions (“Transactions”) with Landmark Community Bank (“Landmark”) and Triumph Bancshares, Inc . (“Triumph”) to have on the combined entities’ operations, financial condition and financial results (including, among other things, pro forma information), and the Company’s expectations about its ability to successfully integrate the combined businesses and the amount of cost savings and other benefits the Company expects to realize as a result of the Transactions . The forward - looking statements may also include, without limitation, those relating to the Company’s future growth, revenue, expenses, assets, asset quality, profitability, earnings, accretion, customer service, investment in digital channels, critical accounting policies, net interest margin, non - interest revenue, market conditions related to and the impact of the Company’s stock repurchase program, consumer behavior and liquidity, the adequacy of the allowance for credit losses, the impacts of the COVID - 19 pandemic and the ability of the Company to manage the impacts of the COVID - 19 pandemic, the impacts of the Company’s and its customers’ participation in the Paycheck Protection Program (the “PPP”), the expected performance of COVID - 19 loan modifications, income tax deductions, credit quality, the level of credit losses from lending commitments, net interest revenue, interest rate sensitivity, loan loss experience, liquidity, the Company’s expectations regarding actions by the Federal Home Loan Bank (“FHLB”) including with respect to the FHLB’s option to terminate FHLB Owns the Option advances, capital resources, market risk, plans for investments in securities, effect of future litigation, including the results of the overdraft fee litigation against the Company, acquisition strategy, legal and regulatory limitations and compliance and competition . These forward - looking statements involve risks and uncertainties, and may not be realized due to a variety of factors, including, without limitation : changes in the Company’s operating, acquisition, or expansion strategy ; the effects of future economic conditions (including unemployment levels and slowdowns in economic growth), governmental monetary and fiscal policies, as well as legislative and regulatory changes, including in response to the COVID - 19 pandemic ; changes in interest rates ; possible adverse rulings, judgements, settlements, and other outcomes of pending or future litigation, including litigation or actions arising from the Company’s participation in and administration of programs related to the COVID - 19 pandemic (including, among others, the PPP) ; the ability to obtain regulatory approvals and meet other closing conditions to the Transactions ; delay in closing the Transactions ; difficulties and delays in integrating the Triumph and Landmark businesses or fully realizing cost savings and other benefits of the Transactions ; business disruption following the Transactions ; and other relevant risk factors, which may be detailed from time to time in the Company’s press releases and filings with the U . S . Securities and Exchange Commission (the “SEC”) . Many of these factors are beyond the Company’s ability to predict or control, and actual results could differ materially from those in the forward - looking statements due to these factors and others . In addition, as a result of these and other factors, the Company’s past financial performance should not be relied upon as an indication of future performance . The Company believes the assumptions and expectations that underlie or are reflected in any forward - looking statements, expressed or implied, in this presentation are reasonable, based on information available to the Company on the date of this presentation . However, given the described uncertainties and risks, the Company cannot guarantee its future performance or results of operations or whether the Company’s future performance will differ materially from the performance reflected in or implied by its forward - looking statements, and you should not place undue reliance on these forward - looking statements . All forward - looking statements, expressed or implied, included in this presentation are expressly qualified in their entirety by the cautionary statements contained or referred to herein . Any forward - looking statement speaks only as of the date of this presentation, and none of the Company, Triumph or Landmark undertakes any obligation to update or revise any forward - looking statements, whether as a result of new information, future events or otherwise . Annualized, pro forma, projected and estimated numbers are used for illustrative purpose s only, are not forecasts and may not reflect actual results . 2

 

 

Important Additional Information and Where to Find It This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval with respect to either of the proposed Transactions . No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933 , and no offer to sell or solicitation of an offer to buy shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful . In connection with the Transactions, the Company will file with the SEC a Registration Statement on Form S - 4 (the “Registration Statement”) that will include proxy statements of each of Triumph and Landmark and a prospectus of the Company (the “Joint Proxy Statement/Prospectus”), and the Company may file with the SEC other relevant documents concerning the Transactions . The definitive Joint Proxy Statement/Prospectus will be mailed to shareholders of Triumph and Landmark . SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE TRANSACTIONS CAREFULLY AND IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY THE COMPANY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTIONS . Free copies of the Joint Proxy Statement/Prospectus, as well as other filings containing information about the Company, may be obtained at the SEC’s Internet site (http : //www . sec . gov), when they are filed by the Company . You will also be able to obtain these documents, when they are filed, free of charge, from the Company at www . simmonsbank . com under the heading “Investor Relations . ” Copies of the Joint Proxy Statement/Prospectus can also be obtained, when it becomes available, free of charge, by directing a request to Simmons First National Corporation, 501 Main Street, Pine Bluff, Arkansas 71601 , Attention : Ed Bilek, Director of Investor Relations, Email : ed . bilek@simmonsbank . com or ir@simmonsbank . com, Telephone : ( 870 ) 541 - 1000 , to Triumph at Triumph Bancshares, Inc . , 5699 Poplar Avenue, Memphis, TN 38119 , Attention : Will Chase, President, Telephone : ( 901 ) 333 - 8800 , or to Landmark at Landmark Community Bank, 1015 West Poplar Avenue, Collierville, TN 38017 , Attention : Jake Farrell, Chairman, Telephone : ( 901 ) 850 - 0555 . Participants in the Solicitation The Company, Triumph, Landmark and certain of their directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Triumph and Landmark in connection with the proposed Transactions . Information about the Company’s directors and executive officers is available in its proxy statement for its 2021 annual meeting of shareholders, which was filed with the SEC on April 15 , 2021 . Information regarding all of the persons who may, under the rules of the SEC, be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Joint Proxy Statement/Prospectus regarding the proposed Transactions and other relevant materials to be filed with the SEC when they become available . Free copies of these documents may be obtained as described in the preceding paragraph . 3

 

 

(1) Pro Forma deposit market share data as of 6/30/20, Source: S&P Global Market Intelligence Strategic rationale for transactions Low Risk , In - Market Transactions • Disciplined and proven acquiror with 11 successful integrations since 2013 • Extensive due diligence performed • Same (Landmark) or familiar (Triumph) IT vendor utilized for core operating systems • In - market partners that add to successful existing teams in Memphis and Nashville F i n a nc i a l l y Attractive • Approximately +7.5% EPS accretion estimated in first full year • Expected to be slightly accretive to Tangible Book Value Per Share • Estimated Internal Rate of Return greater than 20% • Strategic and effective deployment of capital 4 St r a t egi c Value • Enhances scale and expands footprint in TN (will be ranked #9 in TN deposit market share) (1) • Expands presence in key growth markets within our existing footprint • Expected to be #6 in deposit market share in Memphis (1) • Expected to be #15 in deposit market share in Nashville (1) • Strong funding bases from core deposits • Enables asset growth in existing markets with ability to drive operating leverage

 

 

MM & Savings 35% Retail Time Deposits 19% Demand Deposits 28% Jumbo Time Deposits 18% 1 - 4 Family 62% Consumer & other 2% C&D 7% Multifamily 2% Owner Occupied 7% Non Owner Occupied 10% C& I 10% Source: S&P Global Market Intelligence and Company documents (1) Data for the three months ended, or at, March 31, 2021 Overview of Landmark Community Bank 5 Company Overview • Privately - held community bank founded in 1999 • Headquartered in Collierville, TN, an affluent suburb of Memphis • 8 Branches including 5 in Memphis MSA and 3 in Nashville MSA • “It’s All About the Experience” company tagline Financial Highlights (1) Chairman, President & CEO Chief Financial Officer James “Jake” Farrell Charles “Buddy” Dickey Total Assets ($mm) Total Loans ( Excl . HFS) ($mm) Total Deposits ($mm) Loans / Deposits $ 1,007 797 840 95 % R eturn on Average Assets R eturn on Average Common Equity Net Interest Margin Efficiency Ratio 1.13 % 11.43 % 3.31 % 57.11 % NP Ls / Total Loans NCOs / Average Loans Allowance / Loans 0. 83 % 0. 06 % 0.78% Branch Footprint Loan and Deposit Breakdown (1) $797 mm Loan Mix Commercial: 36% Consumer: 64% Consumer weighted loan portfolio High quality deposit portfolio Loan to deposit ratio: 95% $840 mm

 

 

1 - 4 Family 23% Consumer & other 1% C&D 18% Multifamily 6% Owner Occupied 8% Non Owner Occupied 22% C& I 22% MM & Savings 33% Retail Time Deposits 30% Demand Deposits 17% Jumbo Time Deposits 8% NOW Accts 12% Source: S&P Global Market Intelligence and Company documents (1) Data for the three months ended, or at, March 31, 2021 Overview of Triumph Bancshares, Inc. 6 Company Overview • Parent company of Triumph Bank, founded in 2006 • Headquartered in Memphis; ranks 10 th in Memphis deposit market share • 6 Branches including 4 in Memphis MSA and 2 in Nashville MSA Triumph Bank Financial Highlights (1) Chairman President & CEO Hilliard Crews, Jr. William J. Chase, Jr. Total Assets ($mm) Total Loans ( Excl . HFS) ($mm) Total Deposits ($mm) Loans / Deposits $ 894 695 751 93 % R eturn on Average Assets R eturn on Average Common Equity Net Interest Margin Efficiency Ratio 0.96 % 9.53 % 2.88 % 67.21 % NP Ls / Total Loans NCOs / Average Loans Allowance / Loans 1.15 % ( 0. 01) % 1.64% Branch Footprint Triumph Bank Loan and Deposit Breakdown (1) $695 mm Loan Mix Commercial: 76% Consumer: 24% Commercial weighted loan portfolio High quality deposit portfolio Loan to deposit ratio: 93% $751 mm

 

 

Source: S&P Global Market Intelligence Deposit market share data (including pro formas ) as of 6/30/20 In - market acquisitions that add scale in key growth markets… 7 Tennessee Memphis MSA $ in billions 2020 Rank Branches Deposits First Horizon Corp 1 42 $15.1 Regions Financial Corp 2 45 5.1 Truist Financial Corp 3 24 2.4 Bank of America Corp 4 13 1.6 BancorpSouth Bank 5 21 1.5 PROFORMA - SIMMONS 12 1.4 Pinnacle Financial Partners 6 6 1.2 Renasant Corp 7 14 1.1 Independent Holdings Inc 8 9 1.0 Trustmark Corp 9 22 0.8 Triumph Bancshares Inc 10 4 0.7 Landmark Community Bank 12 5 0.6 Simmons First National Corp 35 3 0.1 Nashville MSA 9th 6th 15th $ in billions 2020 Rank Branches Deposits First Horizon Corp 1 163 $31.2 Regions Financial Corp 2 210 22.2 Pinnacle Financial Partners 3 50 18.6 Truist Financial Corp 4 145 16.9 Bank of America Corp 5 59 16.8 FB Financial Corp 6 77 8.3 U.S. Bancorp 7 69 4.0 Fifth Third Bancorp 8 39 4.0 PROFORMA - SIMMONS 49 3.8 Wilson Bank Holding Co 9 28 2.8 Capstar Finl Hldgs Inc 10 22 2.6 Simmons First National Corp 13 35 2.3 Landmark Community Bank 34 8 0.8 Triumph Bancshares Inc 35 6 0.7 $ in billions 2020 Rank Branches Deposits Pinnacle Financial Partners 1 32 $13.7 Bank of America Corp 2 34 13.5 Regions Financial Corp 3 64 9.7 Truist Financial Corp 4 41 7.1 First Horizon Corp 5 43 6.3 FB Financial Corp 6 24 4.8 Fifth Third Bancorp 7 37 3.9 U.S. Bancorp 8 36 2.7 Wilson Bank Holding Co 9 25 2.5 Reliant Bancorp Inc 10 19 1.9 PROFORMA - SIMMONS 15 12 0.7 Simmons First National Corp 20 7 0.5 Landmark Community Bank 39 3 0.1 Triumph Bancshares Inc 50 2 0.1 … and will create the 9 th largest bank in Tennessee based on deposit market share

 

 

Landmark Bank Opening Soon Downtown Branch Triumph Bank Commercial LPO 5904 Ridgeway Pkwy While significant opportunity exists for branch right sizing… … we are also reviewing plans to expand our branch coverage in Memphis and reinvest in that community… Source: S&P Global Market Intelligence and company reports Simmons Bank Map Legend Triumph Bank Landmark Bank 1 mile 3 miles 1 mile 3 miles 5 miles 6/30/20 Deposits ($MM) 6/30/20 Market Share 2020 Rank Branches SFNC $117 0.3% 35 3 Landmark 645 1.6% 12 5 Triumph 672 1.7% 11 4 Pro Forma $1,434 3.7% 6 12 8 Memphis MSA

 

 

… while also right sizing and investing in our Nashville franchise Source: S&P Global Market Intelligence and company reports Simmons Bank Map Legend Triumph Bank Landmark Bank 1 mile 6/30/20 Deposits ($MM) 6/30/20 Market Share 2020 Rank Branches SFNC $467 0.6% 20 7 Landmark 137 0.2% 39 3 Triumph 51 0.1% 50 2 Pro Forma $656 0.8% 15 12 1 mile 3 miles 3 miles 1 mile New corporate office in downtown Nashville scheduled to open in 2021 9 Nashville MSA

 

 

Memphis MSA Overview Source: The Journal of Commerce ( www.joc.com ); Airports Council International preliminary 2020 rankings ( www.ACI.aero ); International Port of Memphis ( www.portofmemphis.com ); CBRE Group, Inc. research ( www.cbre.us ); Memphis Chamber of Commerce ( www.memphischamber.com ); Markets Insider ( www.markets.businessinsider.com ); Local 24 ABC ( www.localmemphis.com ) Memphis MSA market highlights • Known as America’s Distribution Center given its value proposition for distribution and logistic functions • Memphis International Airport ranks 1 st as the busiest cargo airport in the world and is home to FedEx’ global air hub • The International Port of Memphis ranks as the 5 th busiest inland water port in the U.S. • Given its integrated transportation system of road infrastructure, rail mainlines, river ports and cargo airport, 27,000 companies have operations in Memphis • Located on the 3 rd busiest trucking corridor in U.S. , more than 400 trucking companies have operations in Memphis 10 Major Employers in MSA Businesses Relocating to Memphis EV manufacturer 42 Other companies looking at potentially relocating to Memphis

 

 

Nashville MSA Overview Source: Nashville Chamber of Commerce ( www.nashvillechnamber.com ); Policom Corporation ( www.policom.com ); Today ( www.today.com ); S&P Global Market Intelligence (projected population change, median household income and projections); US Census Bureau ( www.census.gov ); US Bureau of Labor Statistics ( www.bls.gov ); Nashville Business Journal ( www.bizjournals.com ; Tennessee Department of Economic & Community Development ( www.tn.gov/ecd/ ) Nashville MSA Market Highlights • The capital of Tennessee, the Music City is home to more than 2 million people and more than 53,000 businesses • 4th rated MSA for “economic strength” measuring the long - term tendency to consistently grow in both size and quality • One of the Top 10 best cities to live in after the pandemic • 10th fastest - growing large MSA in terms of population from 2010 - 2019, up +17.5% • Well - positioned for future growth • 5.91% projected population change 2021 - 2026 vs national average of 2.91% • Median household income of $72,189 and projected to grow 11.38 % over the next five years, +237 bps above the national average • Unemployment rate of 4.1% vs 6.1% national average 11 Major Employers in MSA Growing Eco System Attracting High Tech

 

 

(1) Pricing data based on SFNC’s closing price of $30.96 as of 6/4/21. (2) Based on Landmark Bank’s tangible common equity as of 3/31/21 (3) 2021E earnings based on Landmark Bank’s 1Q21 net income of $2.9MM, annualized (4) Core deposits calculated as total deposits less jumbo time deposits > $250,000 and brokered deposits Transaction summary – Landmark Community Bank • 143% of Equity • 143% of Tangible Common Equity (2) • 12.7x 2021E earnings (before cost savings) ( 3 ) • 7.1% core deposit premium (4) Transaction Mu l t i p les • Landmark Community Bank to merge with and into Simmons Bank, the primary subsidiary of Simmons First National Corporation, with Simmons Bank as the surviving entity • Landmark Community Bank does not have a bank holding company Merger Structure • Customary regulatory approval s • Landmark Community Bank shareholder approval • Satisfaction of other closing conditions • Expect closing , conversion and integration in 4Q21 Required Approvals & Closing • Aggregate Transaction Value: $146.3 million (1) • Consideration (subject to certain conditions and potential adjustments): • 4.5 million shares of SFNC stock • $7.0 million cash primarily for the purpose of cashing out options Consideration 12

 

 

(1) Pricing data based on SFNC’s closing price of $30.96 as of 6/4/21 (2) Based on Triumph Bank’s tangible common equity as of 3/31/21 (3) 2021E earnings based on Triumph Bank’s 1Q21 net income of $2.1MM, annualized (4) Core deposits calculated as total deposits less jumbo time deposits > $250,000 and brokered deposits Transaction summary – Triumph Bancshares, Inc. • 148% of Equity • 151% of Tangible Common Equity (2) • 15.8x 2021E earnings (before cost savings) ( 3 ) • 6.4% core deposit premium (4) Transaction Mu l t i p les • Triumph Bancshares, Inc. to merge with and into Simmons First National Corporation, with Simmons First National Corporation as the surviving entity • Immediately thereafter, Triumph Bank is expected to merge with and into Simmons Bank, with Simmons Bank as the surviving entity Merger Structure • Customary regulatory approval s • Triumph Bancshares, Inc. shareholder approval • Satisfaction of other closing conditions • Expect closing , conversion and integration in 4Q21 Required Approvals & Closing • Aggregate Transaction Value: $131.6 million (1) • Consideration (subject to certain conditions and potential adjustments): • 4.2 million shares of SFNC stock • $2.6 million cash primarily for the purpose of cashing out options Consideration 13

 

 

(1) All assumptions are estimates Key transaction assumptions (1) 14 Expense - Revenue Synergies • Expense synergies estimated at ~40% of Landmark’s and Triumph’s noninterest expense base; expect to realize 100% in the first full - year of operation • Revenue synergies have been identified but are not included in projections One - time merger related costs • Pre - tax one - time merger related costs of approximately $18.4 million Credit Mark • $34.4 million loan credit mark; 2.31% of loans HFI (~54% PCD) • $8.0 million positive loan interest rate mark • “Day 2” CECL provision expense of $15.8 million Other Marks • No OREO on either balance sheet • Fixed asset write - down of $3.8 million • Durbin Amendment impact not material Core deposit intangible • $7.6 million or 0.75% • 15 - year straight - line amortization Closing and conversion • Both Landmark Community Bank and Triumph Bancshares, Inc. are expected to be merged, converted and integrated into Simmons Bank during 4Q21

 

 

Note: Information regarding financial impact are based on estimates (1) Excludes estimated one - time merger related costs of approximately $18.4 million (2) Marginal EPS = Estimated incremental earnings, including cost savings and accounting adjustments, divided by the number o f s hares issued in proposed transactions (3) Based on estimated balance sheets at closing, estimated one - time merger related costs of approximately $18.4 million (pre - ta x) and estimated “Day 2” CECL provision expense of $15.8 million Financial and regulatory capital impact 15 Estimated Financial Impact of Transactions Regulatory Capital Impact of Transactions Pro Forma (3) First Full - Year EPS Accretion (1) ~ 7.5 % IRR > 20% TBV Accretion (3) (%) Slightly Accretive Tier 1 Leverage Ratio 9.2% Common Equity Tier 1 Ratio 13.8% Tier 1 Risk - Based Capital Ratio 13.8% Total Risk - Based Capital Ratio 17.0% First Full - Year Marginal EPS Accretion (2) > 100%

 

 

LOAN REVIEW PARAMETERS Loan portfolio concentration 1 - 4 Family Mtg C&I, CRE % of loan portfolio reviewed (1) ~50% > 80% Borrowers with aggregate debt $1 million or more $750,000 or more Special mention or below Reviewed Reviewed Unfunded commitments $500,000 or more $450,000 or more Other real estate owned Not applicable Not applicable Experienced team that has successfully integrated 11 bank acquisitions since 2013 (1) Represents $ amount of total loans outstanding (as of January 31, 2021) Extensive due diligence process and integration plan 16 Credit Risk, BSA and Compliance Regulatory Information Technology Private Banking Commercial Banking Retail Banking Human Resources Legal & Audit Finance, Tax & Accounting Due diligence focus areas Low risk integration further supported by utilization of same (Landmark: Jack Henry) or familiar (Triumph: Fiserv) core IT platform vendors More than 150 associates, business leaders, advisors and specialists participated in the due diligence process, led by Simmons’ experienced M&A team In - depth review of loan portfolio, loan files, underwriting practices, processes, risk rating, loan operations, etc … by seasoned loan review team

 

 

(1) Purchase price and ratios as of closed date. Source: S&P Global Market Intelligence. (2) Metropolitan was acquired from Section 363 Bankruptcy. 17 Disciplined and seasoned acquiror (11 bank acquisitions completed since 2013) 2013 – 2014 Consolidated eight charters to one National to State Charter Conversion (Fed Member Bank) 2015 2016 2017 2019 $ IN MILLIONS PRICE / BANK ANNOUNCED CLOSED SYSTEM CONVERSION TOTAL ASSETS TRUST AUM PURCHASE PRICE⁽¹⁾ EARNINGS⁽¹⁾ BOOK VALUE⁽¹⁾ TBV⁽¹⁾ Metropolitan National Bank⁽²⁾ Sep - 13 Nov - 13 Mar - 14 $ 920 $ 370 $ 54 12.5 x 88% 89% Delta Trust & Bank Mar - 14 Aug - 14 Oct - 14 420 815 67 14.9 x 153% 157% First State Bank May - 14 Feb - 15 Sep - 15 1,915 - 272 12.2 x 167% 170% Liberty Bank May - 14 Feb - 15 Apr - 15 1,065 - 213 12.1 x 191% 198% Trust Company of the Ozarks Apr - 15 Oct - 15 Jan - 16 15 1,000 24 NA NA NA Citizens National Bank May - 16 Sep - 16 Oct - 16 585 200 82 18.0 x 130% 130% Hardeman County Investments Nov - 16 May - 17 Sep - 17 462 - 71 17.4 x 138% 179% Southwest Bancorp, Inc (OKSB) Dec - 16 Oct - 17 May - 18 2,468 - 532 24.7 x 180% 190% First Texas BHC, Inc. Jan - 17 Oct - 17 Feb - 18 2,019 430 461 23.2 x 192% 228% Reliance Bancshares, Inc. Nov - 18 Apr - 19 Apr - 19 1,534 - 166 NA 169% 169% The Landrum Company Jul - 19 Oct - 19 Feb - 20 3,407 - 416 12.9 x 165% 165% 2021

 

 

Deposit market share data as of 6/30/20, Source: S&P Global Market Intelligence Summary 18 In - market transactions that will enhance our scale in key growth markets Meaningful expected increase in deposit market share and market profile Tennessee 13 th → 9 th Memphis MSA 35 th → 6 th Nashville 20 th → 15th Financially compelling transactions expected to be EPS accretive in first full - year and slightly accretive to TBVPS Low - risk integrations given familiarity with markets, extensive due diligence, IT vendors, seasoned integration team and successful integration track record Simmons remains poised to continue delivering value for our shareholders

 

 

Nasdaq: SFNC Enhancing our position and scale in key growth markets Acquisitions of Landmark Community Bank and Triumph Bancshares, Inc. June 7, 2021 Memphis Nashville

 

 

Supplemental information 20

 

 

Pro Forma Loan Composition SFNC Landmark Triumph Source: S&P Global Market Intelligence Bank level data (including pro forma) as of 3/31/21; Pro Forma does not reflect purchase accounting or merger adjustments 21 Pro Forma Loans ($mm) Loans ($mm) Loans ($mm) Loans ($mm) C&D $ 1,448 11.9 % C&D $ 53 6.7 % C&D 121 17.5 % C&D $ 1,622 11.8 % 1-4 Family 1,724 14.1 1-4 Family 492 61.7 1-4 Family 162 23.3 1-4 Family 2,378 17.4 Multifamily 499 4.1 Multifamily 15 1.9 Multifamily 43 6.3 Multifamily 557 4.1 Owner-Occupied CRE 1,282 10.5 Owner-Occupied CRE 55 6.9 Owner-Occupied CRE 54 7.7 Owner-Occupied CRE 1,391 10.2 Non Owner-Occupied CRE 3,545 29.1 Non Owner-Occupied CRE 79 9.9 Non Owner-Occupied CRE 152 21.9 Non Owner-Occupied CRE 3,776 27.6 C&I 2,464 20.2 C&I 83 10.5 C&I 153 21.9 C&I 2,700 19.7 Consumer & Other 1,233 10.1 Consumer & Other 20 2.4 Consumer & Other 10 1.4 Consumer & Other 1,263 9.2 Total Loans $12,195 100.0 % Total Loans $797 100.0 % Total Loans 695 100.0 % Total Loans $13,687 100.0 % Yield on Loans = 4.17% Yield on Loans = 4.32% Yield on Loans = 4.66% Yield on Loans = 4.62%

 

 

Pro Forma Deposit Composition SFNC Landmark Triumph Source: S&P Global Market Intelligence Bank level data (including pro forma) as of 3/31/21; Pro Forma does not reflect purchase accounting or merger adjustments 22 Pro Forma Deposits ($mm) Deposits ($mm) Deposits ($mm) Deposits ($mm) Demand Deposits $ 2,782 15.1 % Demand Deposits $235 28.0 % Demand Deposits $130 17.2 % Demand Deposits $ 3,147 15.8 % NOW Accounts 1,249 6.8 NOW Accounts - - NOW Accounts 92 12.3 NOW Accounts 1,341 6.7 Money Maket & Savings 11,330 61.6 Money Maket & Savings 297 35.4 Money Maket & Savings 246 32.8 Money Maket & Savings 11,873 59.4 Retail Time Deposits 1,968 10.7 Retail Time Deposits 159 18.8 Retail Time Deposits 224 29.8 Retail Time Deposits 2,351 11.8 Jumbo Time Deposits 1,057 5.8 Jumbo Time Deposits 149 17.8 Jumbo Time Deposits 59 7.9 Jumbo Time Deposits 1,265 6.3 Total Deposits $18,386 100.0 % Total Deposits $840 100.0 % Total Deposits $751 100.0 % Total Deposits $19,977 100.0 % Cost of Deposits = 1.03% Cost of Deposits = 0.55% Cost of Deposits = 0.25% Cost of Deposits = 0.28%

 

 

Source: S&P Global Market Intelligence Data at 12/31 for each respective year and for the first quarter ended 3/31/21 (1) No difference in the figures presented for the Tier 1 risked - based capital ratio and the corresponding CET1 risk - based capit al ratio Landmark Community Bank Historical Financial Information 23 $ in thousands (unaudited) 2016 2017 2018 2019 2020 1Q21 BALANCE SHEET (EOP) Loans held for investment $725,078 $752,621 $803,541 $747,746 $811,507 $796,941 Loans held for sale - 186 - - 165 - Allowance for loan/credit losses 7,577 7,363 6,775 6,178 6,206 6,212 Investment securities 95,280 121,480 118,790 119,235 113,148 124,342 Total assets Noninterest bearing deposits 59,066 72,607 51,269 56,248 79,576 94,412 Intererst bearing deposits 620,407 678,472 707,081 719,907 753,185 745,468 Total deposits 679,473 751,079 758,350 776,155 832,761 839,880 SELECTED RATIOS Return on average assets (ROA) 0.90 % 0.73 % 0.94 % 0.94 % 1.07 % 1.13 % Return on average common equity (ROCE) 10.76 8.36 10.74 10.23 10.81 11.43 Net interest margin 3.20 2.94 2.61 2.50 3.14 3.31 Efficiency ratio 51.46 52.93 52.11 52.85 56.43 57.11 Loans to deposits 107 100 106 96 97 95 CAPITAL RATIOS Tier 1 leverage 8.49 % 8.87 % 9.00 % 9.65 % 10.08 % 9.92 % Tier 1 risked-based capital (1) 14.63 14.64 14.57 15.08 14.00 14.40 Total risked-based capital 15.96 15.89 15.68 16.09 14.89 15.29 Tangible common equity to tangible assets 8.61 8.70 9.01 9.85 9.92 10.14 ASSET QUALITY RATIOS Nonperforming loans to total loans 0.43 % 0.69 % 0.86 % 0.80 % 0.89 % 0.83 % Nonperforming assets to loans + OREO 0.45 0.70 0.86 0.84 0.89 0.83 Allowance to nonperforming assets 229.75 139.32 97.50 98.41 85.64 93.39 Net charge-offs to average loans 0.11 0.08 0.08 0.08 0.04 0.06 Year Ended December 31,

 

 

Source: S&P Global Market Intelligence Data at 12/31 for each respective year and for the first quarter ended 3/31/21 (1) No difference in the figures presented for the Tier 1 risked - based capital ratio and the corresponding CET1 risk - based capit al ratio Triumph Bank Historical Financial Information 24 $ in thousands (unaudited) 2016 2017 2018 2019 2020 1Q21 BALANCE SHEET (EOP) Loans held for investment $437,565 $500,073 $566,706 $612,049 $685,365 $695,311 Loans held for sale 23,782 43,552 55,896 41,377 30,650 19,318 Allowance for loan/credit losses 5,236 5,844 6,434 6,568 11,305 11,689 Investment securities 99,701 133,206 137,004 149,796 143,142 136,997 Total assets 595,178 722,208 787,746 837,096 876,540 893,732 Noninterest bearing deposits 66,015 99,611 84,746 87,034 110,387 129,439 Intererst bearing deposits 388,752 549,362 536,062 638,015 589,266 621,501 Total deposits 454,767 648,973 620,808 725,049 699,653 750,940 SELECTED RATIOS Return on average assets (ROA) 1.00 % 0.74 % 0.83 % 0.82 % 0.89 % 0.96 % Return on average common equity (ROCE) 9.72 7.89 9.60 8.86 9.35 9.53 Net interest margin 3.61 3.40 3.19 2.74 2.62 2.88 Efficiency ratio 64.75 72.87 69.58 71.23 64.51 67.21 Loans to deposits 96 77 91 84 98 93 CAPITAL RATIOS Tier 1 leverage 10.06 % 8.82 % 8.57 % 8.82 % 9.57 % 10.03 % Tier 1 risked-based capital (1) 10.95 10.19 10.33 10.99 11.29 11.70 Total risked-based capital 11.96 11.16 11.32 11.97 12.54 12.95 Tangible common equity to tangible assets 9.45 8.40 8.41 9.01 9.74 9.67 ASSET QUALITY RATIOS Nonperforming loans to total loans 1.17 % 1.10 % 0.67 % 1.52 % 1.16 % 1.15 % Nonperforming assets to loans + OREO 1.17 1.10 0.67 1.52 1.28 1.15 Allowance to nonperforming assets 97.05 97.48 155.07 65.98 123.43 142.03 Net charge-offs to average loans 0.08 0.10 0.06 0.05 0.00 (0.01) Year Ended December 31,