INVESTOR PRESENTATION | Q3 2021

atlanticcapitalbank.com

NASDAQ TICKER: ACBI

Forward-Looking Statements Disclaimer and Non-GAAP Financial Information

This presentation contains forward-looking statements within the meaning of section 27A of the Securities Act of 1933, as amended, and 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. These statements are often, but not always, made through the use of words or phrases such as "may," "should," "could," "predict," "potential," "believe," "will likely result," "expect," "continue," "will," "anticipate," "seek," "estimate," "intend," "plan," "strive," "projection," "would," and "outlook," or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates, and projections about our industry, management's beliefs, and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, and uncertainties that are difficult to predict. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements.

The following risks, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: The pending merger with SouthState Corporationg; the impact of the COVID-19 pandemic and the responses of governmental authorities on our operations, including declines in credit quality, strains on capital and liquidity, fluctuations in our fintech and payments processing business, and declines in deposits; our participation in the Paycheck Protection Program administered by the Small Business Administration ("SBA"); our strategic decision to focus on the greater Atlanta market may not positively impact our financial condition in the expected timeframe, or at all; costs associated with our growth and hiring initiatives in the Atlanta market area; risks associated with geographic concentration, borrower concentration and concentration in commercial real estate and commercial and industrial loans; our strategic decision to increase our focus on SBA and franchise lending may expose us to additional risks associated with these types of lending, including industry concentration risks, our ability to sell the guaranteed portion of SBA loans, the impact of negative economic conditions on small businesses' ability to repay the non-guaranteed portions of SBA loans, and changes to applicable federal regulations; risks associated with our ability to manage the planned growth of our fintech and payments processing business, including evolving regulations, security risks, and unforeseen increases in transaction volume resulting from changes in our customers' businesses and changes in the competitive landscape for fintech and payments processing; changes in asset quality and credit risk; the cost and availability of capital; customer acceptance of our products and services; customer borrowing, repayment, investment and deposit practices; the introduction, withdrawal, success and timing of business initiatives; the impact, extent, and timing of technological changes; severe catastrophic events in our geographic area; a weakening of the economies in which we conduct operations may adversely affect our operating results; the U.S. legal and regulatory framework could adversely affect the operating results of the Company; the interest rate environment may compress margins and adversely affect net interest income; our ability to anticipate or respond to interest rate changes correctly and manage interest rate risk presented through unanticipated changes in our interest rate risk position and/or short- and long-term interest rates; changes in trade, monetary and fiscal policies of various governmental bodies and central banks could affect the economic environment in which we operate; our ability to determine accurate values of certain assets and liabilities; adverse developments in securities, public debt, and capital markets, including changes in market liquidity and volatility; unanticipated changes in our liquidity position, including but not limited to our ability to enter the financial markets to manage and respond to any changes to our liquidity position; the impact of the transition from LIBOR and our ability to adequately manage such transition; adequacy of our risk management program; increased competitive pressure due to consolidation in the financial services industry; risks related to security breaches, cybersecurity attacks, and other significant disruptions in our information technology systems; and other risks and factors identified in our most recent annual report on Form 10-K and our other reports filed with or furnished to the Securities and Exchange Commission ("SEC") from time to time.

Statements included in this presentation include non-GAAP financial measures and should be read along with the accompanying tables, which provide a reconciliation of non-GAAP financial measures common to GAAP financial measures. Atlantic Capital management uses non-GAAP financial measures, including: (i) taxable equivalent net interest income, (ii) taxable equivalent net interest margin, (iii) tangible book value per common share, (iv) tangible common equity to tangible assets; (v) pre-provision net revenue, (vi) allowance for credit losses to loans held for investment excluding Paycheck Protection Program ("PPP"), and (vii) allowance for loan losses to loans held for investment excluding PPP. Tangible common equity excludes goodwill from shareholders' equity.

Management believes that non-GAAP financial measures provide a greater understanding of ongoing performance and operations, and enhance comparability with prior periods. Non-GAAP financial measures should not be considered as an alternative to any measure of performance or financial condition as determined in accordance with GAAP, and investors should consider Atlantic Capital's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the Company. Non-GAAP financial measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the results or financial condition as reported under GAAP. Non-GAAP financial measures may not be comparable to non-GAAP financial measures presented by other companies.

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Important Additional Information and Participants in the Merger

SouthState filed a registration statement on Form S-4 with the SEC on September 15, 2021, to register the shares of SouthState common stock that will be issued to Atlantic Capital's shareholders in connection with the merger. The registration statement, which became effective on October 15, 2021, includes a proxy statement/prospectus and other relevant materials in connection with the transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC on its website at http://www.sec.gov. Investors and security holders may also obtain free copies of the documents filed with the SEC by Atlantic Capital on our website at www.atlanticcapitalbank.com and by SouthState on its website at www.southstatebank.com.

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. Before making any voting or investment decision, investors and security holders of Atlantic Capital and SouthState are urged to read carefully the entire registration statement and proxy statement/prospectus, including any amendments thereto, because they contain important information about the merger. Free copies of these documents may be obtained as described above.

Atlantic Capital and SouthState, and certain of their respective directors, executive officers and other members of management and employees, may be deemed to be participants in the solicitation of proxies from Atlantic Capital's shareholders in respect of the merger. Information regarding such persons who may be deemed participants in the solicitation of proxies from Atlantic Capital's shareholders is included in the proxy statement/prospectus for Atlantic Capital's meeting of shareholders, which was filed by SouthState on Form S-4 on September 15, 2021 and declared effective on October 15, 2021. Information about Atlantic Capital's directors and executive officers and their ownership of Atlantic Capital common stock can also be found in definitive proxy statement filed in connection with its 2021 annual meeting of shareholders on May 20, 2021, and other documents subsequently filed by Atlantic Capital with the SEC. Information about SouthState's directors and executive officers and their ownership of SouthState common stock can also be found in SouthState's definitive proxy statement filed in connection with its 2021 annual meeting of shareholders on April 28, 2021, and other documents subsequently filed by SouthState with the SEC. Information regarding the interests of such participants is included in the proxy statement/prospectus and other relevant documents regarding the merger filed with the SEC.

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Q3 2021 Performance Highlights

Performance

Highlights

Credit Update

Merger Update

  • Reported net income was $13.3 million or $0.65 per diluted share.
  • Loans held for investment, excluding PPP loans, increased 12% annualized on a linked quarter basis and 14% year over year.
  • Quarterly average deposits increased 13% annualized on a linked quarter basis and 38% year over year.
  • Cost of deposits decreased to 0.08% compared to 0.10% in the second quarter of 2021.
  • The provision for credit losses was negative $2,405,000 reflecting an improved economic outlook and positive credit migration, partially offset by loan growth.
  • Credit quality continued to improve with criticized assets down 32% from the second quarter of 2021, no net charge-offs in the third quarter and non-performing assets at 0.10% of total assets at September 30, 2021.
  • On July 22, 2021, Atlantic Capital and SouthState Corporation ("SouthState") entered into an Agreement and Plan of Merger, pursuant to which Atlantic Capital will merge with and into SouthState, with SouthState as the surviving corporation in the merger.
  • The merger remains subject to approval by our shareholders at the Special Meeting, which will be held virtually on November 16, 2021 at 10:00 a.m., Eastern Time.
  • Received regulatory approval from the Office of the Comptroller of the Currency; awaiting approval from the Board of Governors of the Federal Reserve System.
  • Merger is expected to close in the first quarter of 2022, subject to outstanding regulatory and shareholder approvals and other customary closing conditions.

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Financial Highlights: Continuing Operations

Change vs

METRICS

Q3 2021

Q2 2021

Q3 2020

Q2 2021(5)

Q3 2020

Diluted EPS

$

0.65

$

0.58

$

0.40

$ 0.07

48%

$ 0.25

63%

Income

Pre-provision net revenue (PPNR) (1)

14.7

14.4

10.9

0.3

9%

3.9

36%

Balance Sheet(2)

Total loans held for investment (period-end)

$

2,274

$ 2,265

$ 2,188

$

9

2%

$

86

4%

Total loans excluding PPP loans

2,226

2,159

1,956

67

12%

270

14%

Total deposits (quarterly average)

3,414

3,308

2,472

106

13%

942

38%

Non-interest bearing deposits (quarterly average)

1,375

1,296

855

79

24%

520

61%

Performance

Measures

Tangible book value per common share

$

16.94

$

16.40

$

15.11

$0.54

$1.83

Net interest margin (3)

2.69

%

2.91

%

3.14

%

(22 bps)

(45 bps)

Return on average equity

14.69

13.60

10.05

109 bps

464 bps

Efficiency ratio

51.12

51.97

56.61

(85 bps)

(549 bps)

Tangible common equity to tangible assets

8.21

%

8.86

%

11.45

%

(65 bps)

(324 bps)

Capital Ratios

Leverage ratio (4)

8.5

8.4

9.9

10 bps

(140 bps)

Total risk based capital (4)

15.9

16.0

16.9

(10 bps)

100 bps

  1. Pre-provisionnet revenue (PPNR) is calculated as the sum of taxable equivalent net interest income and noninterest income less noninterest expense (except provision for credit losses). Dollars in millions. For a reconciliation of this non-GAAP financial measure, see slides 28-29.(2) Dollars in millions. (3)Taxable equivalent. (4) Amounts are estimates as of September 30, 2021. Please see reconciliation on slides 28-29 for more details. (5) Percentage changes are annualized.

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Atlantic Capital Bancshares Inc. published this content on 27 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 October 2021 20:33:17 UTC.