eqbk-8k_20171019.htm

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): October 19, 2017

 

EQUITY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

Kansas

001-37624

72-1532188

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

7701 East Kellogg Drive, Suite 300

Wichita, KS

 

 

67207

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: 316.612.6000

 

Former name or former address, if changed since last report: Not Applicable

 

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))

 

 

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.

1


Item 2.02Results of Operations and Financial Condition.

 

On October 19, 2017, Equity Bancshares, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2017. A copy of the press release is furnished as Exhibit 99.1 and is incorporated by reference herein.

 

The information in this Item 2.02, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.

 

Item 7.01Regulation FD Disclosure.

 

The Company intends to hold an investor call and webcast to discuss its financial results for the third quarter ended September 30, 2017 on Friday, October 20, 2017, at 9:00 a.m. Central Time. The Company’s presentation to analysts and investors contains additional information about the Company’s financial results for the third quarter ended September 30, 2017 and is furnished as Exhibit 99.2 and is incorporated by reference herein.

 

The information in this Item 7.01, including Exhibit 99.2, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.

 

Item 8.01Other Events.

 

The only information contained in this Form 8-K being filed for the purposes of Rule 425 of the Securities Act is the information relating solely to the proposed mergers between the Company and each of Eastman National Bancshares, Inc. and Cache Holdings, Inc. contained in the press release furnished herewith as Exhibit 99.1.

 

Item 9.01Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

 

Description

99.1

 

Earnings Press Release, dated October 19, 2017

99.2

 

Equity Bancshares, Inc. Investor Presentation

 

 

 

 

2


SIGNATURES

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, thereunto duly authorized.

 

Equity Bancshares, Inc.

 

 

Date: October 19, 2017

By: /s/ Gregory H. Kossover

 

Gregory H. Kossover

 

Executive Vice President and Chief Financial Officer


3

eqbk-ex991_8.htm

Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

 

Equity Bancshares, Inc. Completes Robust Third Quarter,

Two Oklahoma Mergers Approved By Shareholders and Regulators

 

 

WICHITA, Kansas, October 19, 2017  – Equity Bancshares, Inc. (NASDAQ: EQBK), (“Equity”, “we”, “us”, “our”), the Wichita-based holding company of Equity Bank, reported its results for the third quarter ended September 30, 2017, including net income allocable to common stockholders of $5.2 million and diluted earnings per share of $0.41. Year-to-date 2017 net income allocable to common stockholders was $16.4 million and $1.33 per diluted share. Merger expenses accounted for $1.0 million ($748 thousand on an after-tax basis), or $0.06 per diluted share in the third quarter and $2.1 million ($1.4 million on an after-tax basis), or $0.11 per diluted share year-to-date.

 

Brad Elliott, Chairman and CEO of Equity, said, “Our focus continues to be organic growth and managing an active merger pipeline, while integrating strong community banks into our footprint within a compressed timeline. We do this not only to minimize disruption for customers, colleagues, and our new communities, but also to begin delivery of sophisticated products and services relatively soon after closing. During our third quarter, our operations and sales teams worked toward the goal of swiftly integrating the companies after merger. However, we also continue to concentrate on organic growth, and have enhanced our sales and leadership teams to manage our robust production pipeline while continuing to deliver products and services with capacity for continued growth among our markets.”

 

Equity announced mergers with Eastman National Bank of Newkirk, Oklahoma and Patriot Bank of Tulsa, Oklahoma on July 17, 2017, and on October 2, 2017 announced receipt of the necessary regulatory approvals to complete each merger. The respective shareholders of Eastman National Bancshares, Inc. (“Eastman”), parent company of Eastman National Bank, and Cache Holdings, Inc. (“Cache”), parent company of Patriot Bank also have approved the mergers. Equity expects each transaction to close on November 10, 2017.

 

After the mergers close, Equity will have completed 13 successful integrations in its first 15 years and five mergers since the Company’s initial public offering on November 11, 2015. The mergers with Eastman and Cache add Oklahoma to Equity’s Midwestern footprint, each with markets in close proximity to Equity’s corporate office in Wichita. Eastman’s corporate office in Ponca City is 55 miles from Wichita and Cache’s headquarters in Tulsa is 170 miles from Wichita. Following completion of the mergers, Equity will operate 42 Equity Bank offices across a four-state footprint of Arkansas, Kansas, Missouri and Oklahoma.

 

Equity also bolstered its leadership team in the third-quarter, adding John Blakeney as Executive Vice President and Chief Information Officer of Equity Bank. Mr. Blakeney will oversee information technology, systems support, and project management throughout Equity’s footprint across Kansas, Missouri, and Arkansas. Jennifer Johnson, Executive Vice President and Chief Operations Officer will continue to manage deposit operations, systems conversions, customer care and electronic services. Equity also added sales leadership, hiring Michael Mange as Senior Vice President and Director of Treasury Management of Equity Bank.

 

Equity completed its merger with Prairie State Bancshares, Inc. (“Prairie”) of Hoxie, Kansas, on Friday, March 10, 2017, and completed its merger with Community First Bancshares, Inc. (“Community”) of Harrison, Arkansas, on November 10, 2016. Results of operations of Prairie are included in Equity’s 2017 results subsequent to its merger, and results of Equity’s Arkansas locations are fully included in 2017 results.

 

Financial Results for Nine Months Ended September 30, 2017

 

Net income allocable to common stockholders was $16.4 million for the nine months ended September 30, 2017, as compared to $9.0 million for the nine months ended September 30, 2016, an increase of $7.4 million or 82.8%. Financial results reflect the merger of Community, beginning November 11, 2016, and the merger of Prairie beginning March 11, 2017. The merger of Community added five branch locations in northern Arkansas with total assets of $503.7 million and the merger of Prairie added three branch locations in western Kansas with total assets of

1

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

$153.1 million. During the nine months ended September 30, 2017, there was $136 thousand in merger expenses related to the Community merger, $926 thousand in merger expenses related to the Prairie merger, $657 thousand in merger expenses related to the upcoming Eastman merger, and $366 thousand in merger expenses related to the upcoming Patriot merger.

 

Diluted earnings per share were $1.33 for the nine-month period ended September 30, 2017, as compared to $1.07 for the comparable period of 2016. Weighted average fully diluted shares were 12,335,711 and 8,333,613 for the nine months ended September 30, 2017 and 2016. The increase in weighted average fully diluted shares reflect the issuance of 2,689,690 shares in connection with the November 2016 merger with Community, 770,000 shares issued on December 20, 2016 in a private placement, and 479,465 shares issued in connection with the March 2017 merger with Prairie.

 

Net interest income was $61.4 million for the nine months ended September 30, 2017 as compared to $36.9 million for the nine months ended September 30, 2016, a $24.5 million or 66.3% increase. The increase in net interest income was primarily driven by growth in loan and securities balances, partially offset by an increase in interest expense as we funded the increase in earning assets with increased deposits and borrowings.

 

Our net interest margin was 3.85% for the nine months ended September 30, 2017 as compared to 3.19% for the nine months ended September 30, 2016. The increase in net interest margin was primarily due to the increase in overall volume and yield on interest-earning assets, including an increase in accretion of purchase accounting discounts mainly attributable to loans acquired in the Community and Prairie mergers, partially offset by an increase in the overall cost of interest-bearing liabilities of 18 basis points. Also, during the first nine months of 2016 we utilized a “leverage” or “spread” opportunity. The spread opportunity involved borrowing overnight on our line of credit with the FHLB and investing the proceeds in FHLB stock, federal funds sold and other overnight assets, such as money market accounts in other financial institutions. Our net interest margin, without the spread opportunity, would have been approximately 3.48% for the nine months ended September 30, 2016. The Company suspended the utilization of this strategy effective October 1, 2016; therefore, there was no impact to net interest margin for the nine months ended September 30, 2017 as a result of the spread opportunity.

 

The provision for loan losses was $2.5 million for the nine months ended September 30, 2017 as compared to $1.4 million for the nine months ended September 30, 2016. Net charge-offs for the nine months ended September 30, 2017 were $913 thousand compared to net charge-offs of $785 thousand for the comparable period of 2016.

 

Total non-interest income was $11.3 million for the nine months ended September 30, 2017 as compared to $7.7 million for the nine months ended September 30, 2016. Increases in service charges and fees, debit card income, and mortgage banking are principally attributable to the addition of accounts and higher transaction volumes associated with the Community merger and to a lesser extent the March 2017 Prairie merger. Non-interest income includes increase in value of bank owned life insurance of $1.1 million and $746 thousand for the nine-month periods ended September 30, 2017 and 2016, and net gains from securities transactions of $271 thousand and $479 thousand in the same respective time periods.

 

Total non-interest expense was $46.7 million for the nine months ended September 30, 2017 as compared to $30.4 million for the nine months ended September 30, 2016. These results primarily reflect the direct effect of the Community and Prairie mergers and increased costs indirectly associated with acquisitions and our growth. Non-interest expense also includes merger expense related to the Community, Prairie, Eastman and Patriot mergers.

 

Equity’s effective tax rate for the nine-month period ended September 30, 2017 was 30.5% as compared to 30.5% for the nine-month period ended September 30, 2016.  The effective tax rates for each of the comparable periods reflect the levels of tax-exempt interest income, non-taxable life insurance income, non-deductible facilitative merger expenses, and other non-deductible expenses included in income before income taxes as well as federal income tax credits in Equity’s financial results for the respective periods. Equity’s effective tax rate for the nine-month period of 2017 was reduced by $347 thousand of excess tax benefits associated with the exercise of stock options during the period. In accordance with ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, excess tax benefits

2

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

generated when tax-return deductible compensation expense for share-based awards exceeds the cumulative compensation cost recognized for financial reporting purposes are recorded as an income tax benefit in the income statement in the period in which they occur. Prior to the adoption of ASU 2016-09, in the first quarter of 2017, excess tax benefits associated with the exercise of stock options were recognized as additional paid-in capital.

 

Financial Results for Quarter Ended September 30, 2017

 

Net income allocable to common stockholders was $5.2 million for the three months ended September 30, 2017, as compared to $2.7 million for the three months ended September 30, 2016, an increase of $2.5 million or 93.1%.

 

Diluted earnings per share were $0.41 for the three months ended September 30, 2017, as compared to $0.32 for the comparable period of 2016. Weighted average fully diluted shares were 12,476,611 and 8,347,566 for the three months ended September 30, 2017 and 2016. The increase in weighted average fully diluted shares reflect the issuance of 2,689,690 shares in connection with the November 2016 merger with Community, 770,000 shares issued on December 20, 2016, in a private placement, and 479,465 shares issued in connection with the March 2017 merger with Prairie.

 

Net interest income was $20.3 million for the three months ended September 30, 2017, as compared to $12.0 million for the three months ended September 30, 2016, an $8.3 million or 69.6% increase. The increase in net interest income was primarily driven by growth in loan and securities balances, partially offset by an increase in interest expense as we funded the increase in earning assets with increased deposits and borrowings.

 

Our net interest margin was 3.68% for the three months ended September 30, 2017, as compared to 3.06% for the same time period in 2016. The increase in net interest margin was primarily due to an overall increase in the volume and yield of interest-earning assets, including an increase in accretion of purchase accounting discounts related to the Community and Prairie mergers, partially offset by an overall increase in volumes and cost of interest-bearing liabilities. During the three months ended September 30, 2016, the Company utilized a “leverage” or “spread” opportunity. The spread opportunity involved borrowing overnight on our line of credit with the FHLB and investing the proceeds in FHLB stock, federal funds sold and other overnight assets, such as money market accounts in other financial institutions. Our net interest margin, without the spread opportunity, would have been approximately 3.33% for the three months ended September 30, 2016. The Company suspended the utilization of this strategy effective October 1, 2016; therefore, there was no impact to net interest margin for the three months ended September 30, 2017.

 

The provision for loan losses was $727 thousand for the three months ended September 30, 2017, as compared to $104 thousand for the three months ended September 30, 2016. Net charge-offs for the three months ended September 30, 2017, were $326 thousand compared to net charge-offs of $54 thousand for the comparable period of 2016.

 

Total non-interest income was $4.0 million for the three months ended September 30, 2017, as compared to $2.5 million for the three months ended September 30, 2016. Increases in service charges and fees, debit card income and mortgage banking are principally attributable to the addition of accounts and higher transaction volumes associated with the Community and Prairie mergers. Non-interest income includes increase in value of bank owned life insurance of $359 thousand and $249 thousand for the three-month periods ended September 30, 2017 and 2016. There were net gains from securities transactions of $175 thousand for the three-month period ended September 30, 2017 and there were no net gains from securities transactions for the three-month period ended September 30, 2016.

 

Total non-interest expense was $16.4 million for the three months ended September 30, 2017, as compared to $10.7 million for the three months ended September 30, 2016. These results primarily reflect the direct effect of the November 2016 Community merger, which added five locations in Arkansas, the March 2017 Prairie merger, which added three additional Kansas locations, and increased costs indirectly associated with acquisitions and our growth. Non-interest expense also includes merger expense related to the Eastman and Patriot mergers.

 

3

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

Equity’s effective tax rate for the three months ended September 30, 2017, was 28.8% as compared to 27.2% for the comparable period ended September 30, 2016. The effective tax rates for each of the comparable periods reflect the levels of tax-exempt interest income, non-taxable life insurance income, non-deductible facilitative merger expenses, and other non-deductible expenses included in income before income taxes as well as federal income tax credits in Equity’s financial results for the respective periods. Equity’s effective tax rate for the quarter ended September 30, 2017, was reduced by $132 thousand of excess tax benefits associated with the exercise of stock options during the period.

 

Loans, Deposits, and Total Assets

 

Loans held for investment were $1.54 billion at September 30, 2017, compared to $1.38 billion at December 31, 2016, an increase of $157.2 million. The increase in loans held for investment includes $130.1 million of net loans acquired in the Prairie merger in March of 2017 and $27.1 million of other loan growth.

 

As of September 30, 2017, Equity’s allowance for loan losses to total loans was 0.52%, compared to 0.46% at December 31, 2016. Net loans of $1.53 billion at September 30, 2017, includes $8.0 million of allowance for loan losses and $10.2 million of acquisition-related discounts. Nonperforming assets of $42.9 million as of September 30, 2017, were 1.78% of total assets, and included $10.8 million of nonperforming assets acquired in the Prairie merger. Nonperforming assets at December 31, 2016, were $31.3 million or 1.43% of total assets. Nonperforming assets at September 30, 2017, not including the nonperforming assets from the Prairie merger, were $32.1 million, an increase of $775 thousand from year end.

 

Total deposits were $1.87 billion at September 30, 2017, as compared to $1.63 billion at December 31, 2016. Total deposits increased $238.0 million between December 31, 2016, and September 30, 2017, including $125.4 million of deposits assumed in the Prairie merger and $112.6 million, or 6.9%, of non-acquisition related deposit growth, primarily due to our ongoing business development efforts. Signature Deposits were $1.22 billion at September 30, 2017, as compared to $1.08 billion at December 31, 2016.

 

At September 30, 2017, Equity had consolidated total assets of $2.41 billion, compared to $2.19 billion at December 31, 2016, an increase of $213.2 million.  The increase in total assets includes $153.1 million of total assets acquired in the Prairie merger.

 

Capital and Borrowings

 

In connection with the Prairie merger, Equity issued 479,465 shares valued at $31.79 per share, Equity’s closing price on March 10, 2017. Net of $329 thousand of stock issuance costs, the Prairie merger added $14.9 million to stockholders’ equity.

 

At September 30, 2017, common stockholders’ equity totaled $291.8 million, $23.86 per common share, compared to $258.0 million, $22.09 per common share, at December 31, 2016. Tangible common equity was $220.5 million and tangible book value per common share was $18.03 at September 30, 2017. Tangible common equity was $194.4 million and tangible book value per common share was $16.64 at December 31, 2016. The ratio of common equity tier 1 capital to risk-weighted assets was approximately 13.33% and the total capital to risk-weighted assets was approximately 14.62% at September 30, 2017.

 

Non-GAAP Financial Measures

 

This press release includes certain non-GAAP financial measures intended to supplement, not substitute for, comparable GAAP measures. Reconciliations of non-GAAP financial measures to GAAP financial measures are provided at the end of this press release.

 

Conference Call and Webcast

 

4

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

Equity Chairman and Chief Executive Officer, Brad Elliott, and Chief Financial Officer, Greg Kossover, will hold a conference call and webcast to discuss third quarter 2017 results on Friday, October 20, 2017 at 9 a.m. central time.

 

Investors, news media and other participants should register for the call or audio webcast at investor.equitybank.com. On Friday, October 20, 2017, participants may dial into the call toll-free at (844) 534-7311 from anywhere in the U.S. or (574) 990-1419 internationally, using conference ID no. 89109032.

 

Participants are encouraged to dial into the call or access the webcast approximately 10 minutes prior to the start time. Presentation slides to pair with the call or webcast will be posted one hour prior to the call at investor.equitybank.com.

 

A replay of the call and webcast will be available two hours following the close of the call until October 27, 2017, accessible at (855) 859-2056 with conference ID no. 89109032 or investor.equitybank.com.

 

About Equity Bancshares, Inc.

 

Equity Bancshares, Inc. is the holding company for Equity Bank, offering a full range of financial solutions, including commercial loans, consumer banking, mortgage loans, and treasury management services. As of September 30, 2017, Equity had $2.41 billion in consolidated total assets, with 37 locations throughout Kansas, Missouri, and Arkansas, including its corporate office in Wichita and branches throughout the Kansas City metropolitan area. Learn more at www.equitybank.com.

 

Equity provides an enhanced banking experience for customers through a suite of sophisticated banking products and services tailored to their needs, while delivering the high-quality, relationship-based customer service of a community bank. Equity’s common stock is traded on the NASDAQ Global Select Market under the symbol “EQBK.”

 

Special Note Concerning Forward-Looking Statements

 

This press release contains “forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements reflect the current views of Equity’s management with respect to, among other things, future events and Equity’s 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,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words 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 Equity’s industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond Equity’s control. Accordingly, Equity cautions 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 Equity believes 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.  Factors that could cause actual results to differ materially from Equity’s expectations include competition from other financial institutions and bank holding companies; the effects of and changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board; changes in the demand for loans; fluctuations in value of collateral and loan reserves; inflation, interest rate, market and monetary fluctuations; changes in consumer spending, borrowing and savings habits; and acquisitions and integration of acquired businesses, and similar variables. The foregoing list of factors is not exhaustive.

 

For discussion of these and other risks that may cause actual results to differ from expectations, please refer to “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” in Equity’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 16, 2017 and any updates to those risk factors set forth in Equity’s subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. If one or more events related to these or other risks or uncertainties materialize, or if Equity’s underlying assumptions prove to be incorrect, actual results may differ materially from what Equity anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and Equity does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible for us to predict those events or how they

5

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

may affect us. In addition, Equity cannot assess the impact of each factor on Equity’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Equity or persons acting on Equity’s behalf may issue.

 

 

Important Additional Information

 

In connection with the proposed transactions, Equity filed (i) a registration statement on Form S-4 (File No. 333-219974) with the SEC which includes a proxy statement of Eastman and a prospectus of Equity, and (ii) a registration statement on Form S-4 (File No. 333-219975) with the SEC which includes a proxy statement of Cache, and a prospectus of Equity, and will file other documents regarding the proposed transaction with the SEC. INVESTORS AND SECURITY HOLDERS OF EACH OF CACHE AND EASTMAN ARE URGED TO CAREFULLY READ THE ENTIRE REGISTRATION STATEMENTS AND EACH PROXY STATEMENT/PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONS. These documents and other documents relating to the mergers filed by Equity can be obtained free of charge from the SEC's website at www.sec.gov. These documents also can be obtained free of charge by accessing Equity's investor relations website at investor.equitybank.com or by directing a request to Equity Bancshares, Inc., 7701 East Kellogg, Wichita, Kansas 67207, Attention: John J. Hanley, SVP and Director of Investor Relations, Telephone: (316) 612-6000; or to Eastman National Bancshares, Inc., Attention: Mark T. Detten, President & CEO, Telephone: (580) 718-9990; or to Cache Holdings, Inc., 9292 Delaware Avenue, Tulsa, Oklahoma, Attention: Michael Bezanson, Chairman & CEO, Telephone: (918) 209-5200.

 

No Offer or Solicitation

 

This communication shall not constitute an offer to sell, a solicitation of an offer to sell, or the solicitation or an offer to buy any securities. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirement of Section 10 of the Securities Act of 1933, as amended.

 

Unaudited Financial Tables

 

Table 1. Selected Financial Highlights

 

Table 2. Consolidated Balance Sheets

 

Table 3. Consolidated Statements of Income

 

Table 4. Non-GAAP Financial Measures


6

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

TABLE 1. SELECTED FINANCIAL HIGHLIGHTS (Unaudited)

(Dollars in thousands, except per share data)

 

As of and for the three months ended

 

September 30,

2017

June 30,

2017

March 31,

2017

December 31,

2016

September 30,

2016

Statement of Income Data

 

 

 

 

 

Net interest income

$20,321

$21,199

$19,893

$15,663

$11,982

Provision for loan losses

727

628

1,095

760

104

Net gains from securities transactions

175

83

13

Total non-interest income

4,035

3,962

3,339

2,789

2,527

Merger expenses

1,023

136

926

5,057

237

Total non-interest expense

16,388

15,131

15,226

16,711

10,734

Income before income taxes

7,241

9,402

6,911

981

3,671

Provision for income taxes

2,084

3,048

2,047

564

1,000

Net income

5,157

6,354

4,864

417

2,671

Net income allocable to common stockholders

5,157

6,354

4,864

417

2,671

Basic earnings per share

0.42

0.52

0.41

0.04

0.32

Diluted earnings per share

0.41

0.51

0.40

0.04

0.32

 

 

 

 

 

 

Balance Sheet Data (at period end)

 

 

 

 

 

Securities available-for-sale

$81,116

$92,435

$103,178

$95,732

$102,391

Securities held-to-maturity

528,944

532,159

519,239

465,709

349,915

Gross loans held for investment

1,540,761

1,529,396

1,518,576

1,383,605

956,070

Allowance for loan losses

7,969

7,568

7,048

6,432

6,080

Goodwill and core deposit intangibles, net

70,063

70,306

70,475

63,589

19,419

Total assets

2,405,426

2,408,624

2,399,256

2,192,192

1,557,082

Total deposits

1,868,493

1,819,677

1,821,090

1,630,451

1,177,732

Non-time deposits

1,223,244

1,163,904

1,199,266

1,077,293

740,623

Borrowings

235,098

292,302

288,521

293,909

203,569

Total liabilities

2,113,591

2,122,566

2,120,050

1,934,228

1,395,834

Total stockholders’ equity

291,835

286,058

279,206

257,964

161,248

Tangible common equity*

220,482

214,450

207,416

194,352

141,804

 

 

 

 

 

 

Selected Average Balance Sheet Data (quarterly average)

 

 

 

 

 

Total gross loans receivable

$1,528,658

$1,519,289

$1,403,076

$1,175,300

$968,402

Investment securities

621,055

613,914

580,467

516,988

414,376

Interest-earning assets

2,192,275

2,175,517

2,036,177

1,729,927

1,555,511

Total assets

2,402,599

2,382,886

2,236,252

1,886,002

1,668,534

Interest-bearing deposits

1,584,618

1,539,763

1,458,107

1,210,571

1,022,155

Borrowings

266,392

309,588

289,074

256,329

314,181

Total interest-bearing liabilities

1,851,010

1,849,351

1,747,181

1,466,900

1,336,336

Total deposits

1,837,726

1,781,181

1,673,249

1,412,587

1,184,717

Total liabilities

2,113,592

2,099,698

1,971,518

1,681,226

1,508,647

Total stockholders’ equity

289,007

283,187

264,736

204,773

159,887

Tangible common equity

217,542

211,467

199,551

160,629

136,771

 

 

 

 

 

 

Performance Ratios

 

 

 

 

 

Return on average assets (ROAA) annualized

0.85%

1.07%

0.88%

0.09%

0.64%

Return on total average stockholders equity (ROAE) annualized

7.08%

9.00%

7.45%

0.81%

6.65%

Return on average tangible common equity (ROATCE) annualized*

9.71%

12.36%

10.17%

1.28%

7.94%

Yield on loans annualized

5.30%

5.45%

5.61%

5.21%

4.72%

Cost of interest-bearing deposits annualized

0.82%

0.75%

0.72%

0.68%

0.66%

Cost of total deposits annualized

0.71%

0.65%

0.62%

0.58%

0.57%

Net interest margin annualized

3.68%

3.91%

3.96%

3.60%

3.06%

Efficiency ratio*

63.54%

59.79%

61.59%

63.16%

72.35%

Non-interest income / average assets

0.67%

0.67%

0.61%

0.59%

0.60%

Non-interest expense / average assets

2.71%

2.55%

2.76%

3.52%

2.56%

 

 

 

 

 

 

Capital Ratios

 

 

 

 

 

Tier 1 Leverage Ratio

10.32%

10.15%

10.52%

11.81%

9.42%

Common Equity Tier 1 Capital Ratio

13.33%

13.07%

12.69%

13.34%

13.57%

Tier 1 Risk Based Capital Ratio

14.15%

13.89%

13.51%

14.25%

14.45%

Total Risk Based Capital Ratio

14.62%

14.34%

13.93%

14.67%

15.02%

Total stockholders’ equity to total assets

12.13%

11.88%

11.64%

11.77%

10.36%

Tangible common equity to tangible assets*

9.45%

9.18%

8.91%

9.13%

9.22%

Book value per common share

$23.86

$23.44

$22.88

$22.09

$19.62

Tangible book value per common share*

$18.03

$17.57

$17.00

$16.64

$17.25

Tangible book value per diluted common share*

$17.64

$17.24

$16.66

$16.37

$16.95

 

* The value noted is considered a Non-GAAP financial measure.  For a reconciliation of Non-GAAP financial measures, see Table 4. Non-GAAP Financial Measures.

7

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

TABLE 2. CONSOLIDATED BALANCE SHEETS (Unaudited)

(Dollars in thousands)

 

September 30,

2017

December 31,

2016

ASSETS

 

 

Cash and due from banks

$27,444

$34,137

Federal funds sold

21

958

 

 

 

Cash and cash equivalents

27,465

35,095

 

 

 

Interest-bearing time deposits in other banks

3,741

3,750

Available-for-sale securities

81,116

95,732

Held-to-maturity securities, fair value of $528,627 and $461,156

528,944

465,709

Loans held for sale

4,283

4,830

Loans, net of allowance for loan losses of $7,969 and $6,432

1,532,792

1,377,173

Other real estate owned, net

8,169

8,656

Premises and equipment, net

55,596

50,515

Bank owned life insurance

49,123

48,055

Federal Reserve Bank and Federal Home Loan Bank stock

17,107

16,652

Interest receivable

9,761

6,991

Goodwill

64,587

58,874

Core deposit intangible, net

5,476

4,715

Other

17,266

15,445

 

 

 

Total assets

$2,405,426

$2,192,192

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

Deposits

 

 

Demand

$263,746

$207,668

 

 

 

Total non-interest bearing deposits

263,746

207,668

 

 

 

Savings, NOW, and money market

959,498

869,625

Time

645,249

553,158

 

 

 

Total interest-bearing deposits

1,604,747

1,422,783

 

 

 

Total deposits

1,868,493

1,630,451

 

 

 

Federal funds purchased and retail repurchase agreements

31,181

20,637

Federal Home Loan Bank advances

190,021

259,588

Subordinated debentures

13,896

13,684

Contractual obligations

2,211

2,504

Interest payable and other liabilities

7,789

7,364

Total liabilities

2,113,591

1,934,228

 

 

 

 

 

 

Stockholders’ equity

 

 

Common stock

137

132

Additional paid-in capital

253,027

236,103

Retained earnings

60,703

44,328

Accumulated other comprehensive loss

(2,220)

(2,702)

Employee stock loans

(157)

(242)

Treasury stock

(19,655)

(19,655)

Total stockholders’ equity

291,835

257,964

Total liabilities and stockholders’ equity

$2,405,426

$2,192,192

 

 

 

 

 

 

 

 

 

 

8

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

TABLE 3. CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

(Dollars in thousands, except per share data)

 

 

Three Months Ended

September 30,

Nine Months Ended

September 30,

 

2017

2016

2017

2016

Interest and dividend income

 

 

 

 

Loans, including fees

$20,420

$11,493

$60,482

$34,885

Securities, taxable

2,982

1,855

8,930

6,051

Securities, nontaxable

863

383

2,510

1,043

Federal funds sold and other

323

519

963

1,513

 

 

 

 

 

Total interest and dividend income

24,588

14,250

72,885

43,492

 

 

 

 

 

Interest expense

 

 

 

 

Deposits

3,270

1,707

8,740

4,984

Federal funds purchased and retail repurchase agreements

15

16

40

42

Federal Home Loan Bank advances

731

386

1,967

1,063

Subordinated debentures

251

159

725

469

 

 

 

 

 

Total interest expense

4,267

2,268

11,472

6,558

 

 

 

 

 

Net interest income

20,321

11,982

61,413

36,934

Provision for loan losses

727

104

2,450

1,359

 

 

 

 

 

Net interest income after provision for loan losses

19,594

11,878

58,963

35,575

Non-interest income

 

 

 

 

Service charges and fees

1,303

851

3,679

2,437

Debit card income

1,175

722

3,385

2,127

Mortgage banking

521

442

1,546

1,019

Increase in value of bank owned life insurance

359

249

1,068

746

Net gains from securities transactions

175

271

479

Other

502

263

1,387

869

 

 

 

 

 

Total non-interest income

4,035

2,527

11,336

7,677

 

 

 

 

 

Non-interest expense

 

 

 

 

Salaries and employee benefits

8,353

5,391

24,395

15,849

Net occupancy and equipment

1,603

1,159

4,621

3,321

Data processing

1,218

883

3,570

2,590

Professional fees

759

527

1,737

1,544

Advertising and business development

535

353

1,677

901

Telecommunications

275

285

966

803

FDIC insurance

290

240

615

753

Courier and postage

222

179

684

482

Free nationwide ATM cost

238

173

683

488

Amortization of core deposit intangible

243

87

687

260

Loan expense

199

153

658

413

Other real estate owned

219

156

494

164

Loss on debt extinguishment

58

Merger expenses

1,023

237

2,085

237

Other

1,211

911

3,873

2,501

 

 

 

 

 

Total non-interest expense

16,388

10,734

46,745

30,364

 

 

 

 

 

Income before income taxes

7,241

3,671

23,554

12,888

Provision for income taxes

2,084

1,000

7,179

3,931

 

 

 

 

 

Net income

5,157

2,671

16,375

8,957

Dividends and discount accretion on preferred stock

(1)

 

 

 

 

 

Net income allocable to common stockholders

$5,157

$2,671

$16,375

$8,956

 

 

 

 

 

Basic earnings per share

$0.42

$0.32

$1.36

$1.09

 

 

 

 

 

Diluted earnings per share

$0.41

$0.32

$1.33

$1.07


9

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

TABLE 4. Non-GAAP Financial Measures (Unaudited)

(Dollars in thousands, except per share data)

 

 

As of and for the three months ended

 

September 30,

2017

June 30,

2017

March 31,

2017

December 31,

2016

September 30,

2016

Total stockholders’ equity

$291,835

$286,058

$279,206

$257,964

$161,248

Less: goodwill

64,587

64,587

64,521

58,874

18,130

Less: core deposit intangibles, net

5,476

5,719

5,954

4,715

1,289

Less: mortgage servicing asset, net

19

20

22

23

25

Less: naming rights, net

1,271

1,282

1,293

 

 

 

 

 

 

Tangible common equity

$220,482

$214,450

$207,416

$194,352

$141,804

 

 

 

 

 

 

Common shares outstanding at period end

12,230,319

12,206,319

12,202,237

11,680,308

8,219,415

 

 

 

 

 

 

Diluted common shares outstanding at period end

12,501,484

12,441,429

12,450,315

11,873,480

8,365,283

 

 

 

 

 

 

Book value per common share

$23.86

$23.44

$22.88

$22.09

$19.62

 

 

 

 

 

 

Tangible book value per common share

$18.03

$17.57

$17.00

$16.64

$17.25

 

 

 

 

 

 

Tangible book value per diluted common share

$17.64

$17.24

$16.66

$16.37

$ 16.95

 

 

 

 

 

 

Total assets

$2,405,426

$2,408,624

$2,399,256

$2,192,192

$1,557,082

Less: goodwill

64,587

64,587

64,521

58,874

18,130

Less: core deposit intangibles, net

5,476

5,719

5,954

4,715

1,289

Less: mortgage servicing asset, net

19

20

22

23

25

Less: naming rights, net

1,271

1,282

1,293

 

 

 

 

 

 

Tangible assets

$2,334,073

$2,337,016

$2,327,466

$2,128,580

$1,537,638

 

 

 

 

 

 

Total stockholders’ equity to total assets

12.13%

11.88%

11.64%

11.77%

10.36%

 

 

 

 

 

 

Tangible common equity to tangible assets

9.45%

9.18%

8.91%

9.13%

9.22%

 

 

 

 

 

 

Total average stockholders’ equity

$289,007

$283,187

$264,736

$204,773

$159,887

Less: average intangible assets and preferred stock

71,465

71,720

65,185

44,144

23,116

 

 

 

 

 

 

Average tangible common equity

$217,542

$211,467

$199,551

$160,629

$136,771

 

 

 

 

 

 

Net income allocable to common stockholders

$5,157

$6,354

$4,864

$417

$2,671

Amortization of intangible assets

256

247

218

155

88

Less: Tax effect of intangible assets amortization

90

86

76

54

31

 

 

 

 

 

 

Adjusted net income allocable to common stockholders

$5,323

$6,515

$5,006

$518

$2,728

 

 

 

 

 

 

Return on total average stockholders’ equity (ROAE)

annualized

7.08%

9.00%

7.45%

0.81%

6.65%

 

 

 

 

 

 

Return on average tangible common equity (ROATCE) annualized

9.71%

12.36%

10.17%

1.28%

7.94%

 

 

 

 

 

 

Non-interest expense

$16,388

$15,131

$15,226

$16,711

$10,734

Less: merger expenses

1,023

136

926

5,057

237

 

 

 

 

 

 

Non-interest expense, excluding merger expenses

$15,365

$14,995

$14,300

$11,654

$10,497

 

 

 

 

 

 

Net interest income

$20,321

$21,199

$19,893

$15,663

$11,982

 

 

 

 

 

 

Non-interest income

$4,035

$3,962

$3,339

$2,789

$2,527

Less: net gains from securities transactions

175

83

13

 

 

 

 

 

 

Non-interest income, excluding net gains from securities transactions

$3,860

$3,879

$3,326

$2,789

$2,527

 

 

 

 

 

 

Net interest income plus non-interest income, excluding net gains from securities transactions

$24,181

$25,078

$23,219

$18,452

$14,509

Non-interest expense to net interest income plus non-interest income

67.29%

60.14%

65.54%

90.56%

73.98%

 

 

 

 

 

 

Efficiency ratio

63.54%

59.79%

61.59%

63.16%

72.35%

 

 

 

 

 

 

 


10

 


Exhibit 99.1

Equity Bancshares, Inc.

PRESS RELEASE - 10/19/2017

 

Media and Investor Contact:

John Hanley, SVP, Director of Investor Relations

913-583-8004 / jhanley@equitybank.com

investor.equitybank.com

 

 

 

 

eqbk-ex992_9.pptx.htm

Slide 1

Q3 2017 Results Presentation October 19, 2017 Exhibit 99.2

Slide 2

Disclaimers Special Note Concerning Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements reflect the current views of Equity Bancshares, Inc.’s (“Equity”) management with respect to, among other things, future events and Equity’s 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,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words 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 Equity’s industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond Equity’s control. Accordingly, Equity cautions 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 Equity believes 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. Factors that could cause actual results to differ materially from Equity’s expectations include competition from other financial institutions and bank holding companies; the effects of and changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board; changes in the demand for loans; fluctuations in value of collateral and loan reserves; inflation, interest rate, market and monetary fluctuations; changes in consumer spending, borrowing and savings habits; and acquisitions and integration of acquired businesses, and similar variables. The foregoing list of factors is not exhaustive. For discussion of these and other risks that may cause actual results to differ from expectations, please refer to “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” in Equity’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 16, 2017 and any updates to those risk factors set forth in Equity’s subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other SEC filings. If one or more events related to these or other risks or uncertainties materialize, or if Equity’s underlying assumptions prove to be incorrect, actual results may differ materially from what Equity anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and Equity does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible for us to predict those events or how they may affect us. In addition, Equity cannot assess the impact of each factor on Equity’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this presentation are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Equity or persons acting on Equity’s behalf may issue. NON-GAAP FINANCIAL MEASURES This presentation contains certain non-GAAP financial measures intended to supplement, not substitute for, comparable GAAP measures. Reconciliations of non-GAAP financial measures to GAAP financial measures are provided at the end of this presentation. Numbers in the presentation may not sum due to rounding.

Slide 3

Additional Information for Investors and Shareholders Important Additional Information   In connection with the proposed transactions, Equity filed (i) a registration statement on Form S-4 (File No. 333-219974) with the SEC which includes a proxy statement of Eastman National Bancshares, Inc. (“Eastman “) and a prospectus of Equity, and (ii) a registration statement on Form S-4 (File No. 333-219975) with the SEC which includes a proxy statement of Cache Holdings, Inc. (“Cache”), and a prospectus of Equity, and will file other documents regarding the proposed transaction with the SEC. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS OF EQUITY AND EACH OF CACHE AND EASTMAN ARE URGED TO CAREFULLY READ THE ENTIRE REGISTRATION STATEMENTS AND EACH PROXY STATEMENT/PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONS. A definitive proxy statement/prospectus has been sent to the stockholders of each of Eastman and Cache, as applicable, seeking the required stockholder approvals.   These documents and other documents relating to the mergers filed by Equity can be obtained free of charge from the SEC's website at www.sec.gov. These documents also can be obtained free of charge by accessing Equity's investor relations website at investor.equitybank.com or by directing a request to Equity Bancshares, Inc., 7701 East Kellogg, Wichita, Kansas 67207, Attention: John J. Hanley, SVP and Director of Investor Relations, Telephone: (316) 612-6000; or to Eastman National Bancshares, Inc., Attention: Mark T. Detten, President & CEO, Telephone: (580) 718-9990; or to Cache Holdings, Inc., 9292 Delaware Avenue, Tulsa, Oklahoma, Attention: Michael Bezanson, Chairman & CEO, Telephone: (918) 209-5200.   Participants in the Transactions   Equity, Eastman, Cache, and certain of their respective directors and executive officers may be deemed under the rules of the SEC to be participants in the solicitation of proxies from the respective shareholders of Eastman or Cache in connection with the proposed transaction. Certain information regarding the interests of these participants and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the proxy statement/prospectus regarding each of the proposed transactions when it becomes available. Additional information about Equity and its directors and officers may be found in the definitive proxy statement of Equity relating to its 2017 Annual Meeting of Stockholders filed with the SEC on March 22, 2017 and Equity’s annual report on Form 10-K for the year ended December 31, 2016 filed with the SEC on March 16, 2017. Free copies of these documents may be obtained as described in the preceding paragraphs.   No Offer or Solicitation   This communication shall not constitute an offer to sell, a solicitation of an offer to sell, or the solicitation or an offer to buy any securities. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirement of Section 10 of the Securities Act of 1933, as amended.

Slide 4

Equity Bancshares – About Us As of October 13, 2017 market closing. Median consensus of 2017 analyst earnings expectations as of October 13, 2017, reported as $1.96 per share. Based on 12,230,319 shares outstanding as of September 30, 2017. Non-GAAP financial measures. See the non-GAAP reconciliation at the end of this presentation. (1) (1)(2) (1)(4) (2) (1)(3) (4) 80.0% 60.0% 40.0% 20.0% (20.0)% Recent Price $ 36.26 Median Consensus Price Target $ 41 Tangible Book Value Per Share $ 18.03 Price to 2017 Consensus Earnings 18.5 x Price to Tangible Book Value Per Share 2.0099999999999998 x Q3 2017 / YTD Diluted Earnings Per Share (EPS) $ 0.41 / $1.33 2017 EPS Consensus $ 1.96 Market Capitalization ($M) $ 443.5 million

Slide 5

NASDAQ: EQBK 12.2 million shares outstanding / $443.5 million (1) $2.41 billion 0.94% / 10.75% Annualized Market Cap 61.6% YTD Exchange / Ticker Total Assets YTD ROAA / ROATCE (2) Efficiency Ratio (2) Locations FTEs Loan Portfolio 37 branches in Kansas, Missouri, and Arkansas Approximately 457 43% of loans in commercial real estate, 21% in residential real estate, and 24% in commercial About EQBK Note: All financial data is as of or for period ended September 30, 2017 unless otherwise noted. Market Cap calculated based on October 13, 2017 closing price of $36.26. (2) Non-GAAP financial measure. See the non-GAAP reconciliation at the end of this presentation.

Slide 6

Company Profile - Pro Forma Footprint and Demographics Source: SNL Financial & The Nielsen Company Eastman National Bank’s branch count excludes one facility location without deposits Unemployment rate as of August 2017 Unemployment Rates(1) Kansas: 4.2% Missouri: 4.2% Arkansas: 3.5% Oklahoma: 4.7% USA: 4.5% EQBK (37) Eastman National Bank (4) Patriot Bank (1) 55 miles 70 miles 80 miles Footprint 42 branches in 23 counties across 4 states Strong strategic positioning, with branches along I-70 and I-35 Branches clustered around key areas such as Wichita, Topeka, Kansas City, Northern Arkansas and Northern Oklahoma Total population of current markets served of 4.9 million Median household income of $52,298 Key Industries Transportation Manufacturing Healthcare

Slide 7

Continued development of our acquisition pipeline and integration of Prairie State Bancshares, Inc. Announced upcoming mergers with Cache Holdings, Inc., parent of Tulsa-based Patriot Bank, and Eastman National Bancshares, Inc., parent of Eastman National Bank in Newkirk/Ponca City, OK Total Assets at Sep. 30, 2017 of $2.41 billion; Total Loans of $1.54 billion, year-over-year growth 61% Total Deposits of $1.87 billion, year-over-year growth of 59% Capacity for continued growth Asset quality continues to remain strong Bank level Tier 1 Leverage of 9.26% and Total Capital to Risk Weighted Assets of 13.17% Tangible Common Equity to Tangible Assets of 9.45% (1) Grew TBV / Share from $17.57 to $18.03 (1) Common share count of 12,230,319, up 4,010,904, or 49%, since September 30, 2016 Expanded annualized core net interest margin year-over-year Larger scale offers more efficiency Efficiency ratio of 61.6%, compared to 66.7% at Dec. 2016(1) Organic growth remains attainable 2017 Third Quarter Highlights Strategic Positioning Capital Balance Sheet Management Efficiency and NIM Improvement (1) Non-GAAP financial measure. See the non-GAAP reconciliation at the end of this presentation.

Slide 8

EPS & ROATCE(1) Diluted EPS and Net Income to Common Return on Average Tangible Common Equity(1) Non-GAAP financial measure. See the non-GAAP reconciliation at the end of this presentation.

Slide 9

Revenue & Efficiency Ratio(1) Efficiency Ratio(1) & Non Interest Expense/Average Assets Income and Margin 85% 84% 85% 84% 15% 16% 15% 16% $48,627 $49,049 $54,626 $62,584 * Excluding net gain on securities transactions and net gain on acquisition. Non-GAAP financial measure. See the non-GAAP reconciliation at the end of this presentation. 85% 15% $72,478

Slide 10

Tangible Common Book Value(1) Tangible Common Book Value per Share(1) and Asset Growth 2014: Repurchase 1.3MM shares. Repayment of $15.54MM of FCB TARP with a Bank stock loan. 2015: Acquisition of FFSL. IPO. TCBV CAGR 2013-2016: 24.3% 2016: Paid off SBLF. Restructured term bank stock loan into LOC. Completed Community First Merger on Nov. 10, 2016 Announced Prairie Merger on Oct. 20, 2016 Completed PIPE in Dec 2016 Non-GAAP financial measure. See the non-GAAP reconciliation at the end of this presentation. 2017: Completed Prairie Merger on March 10, 2017. Announced mergers with Eastman National Bank and Patriot Bank on July 17, 2017

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Capital Position Over Time $17.2mm Share Repurchase (13.0% of 2013 Tier 1 Common) IPO * Paid off Series C preferred stock in January 2016

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Share Buybacks Attractive Acquisitions Common Dividends Capital Summary Excess Capital Priorities Total Capital Composition ($M) as of September 30, 2017 Capital Ratios All regulatory capital ratios remain above regulatory minimums to be considered “well capitalized” Strong relationship with regulators at holding company and bank level Efficiently positioned working capital, regulatory capital, and stockholders’ equity 1 2 3 Equity Bancshares, Inc. as of September 30, 2017 Well Capitalized Difference to Ratio Minimum Well Capitalized Tier 1 capital ratio 14.2% 8.0% 6.2% Total RBC ratio 14.6% 10.0% 4.6% Tier 1 leverage ratio 10.3% 5.0% 5.3% Common equity tier 1 13.3% 6.5% 6.8% Tangible common equity / tangible assets 9.5% - - Equity Bank as of September 30, 2017 Well Capitalized Difference to Ratio Minimum Well Capitalized Tier 1 capital ratio 12.7% 8.0% 4.7% Total RBC ratio 13.2% 10.0% 3.2% Tier 1 leverage ratio 9.3% 5.0% 4.3% Common equity tier 1 12.7% 6.5% 6.2%

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Loan Portfolio Composition & Growth Loan Composition Loan Composition 2013 2014 2015 2016 Q3 2017 '13-'16CAGR ($ in 000s) Commercial Real Estate $,341,512 $,364,096 $,397,017 $,593,108 $,656,202 0.20200000000000001 Commercial ,139,365 ,183,100 ,262,032 ,348,465 ,363,102 0.35730000000000001 Agricultural Real Estate 22,092 17,083 18,180 38,331 71,727 0.2016 Total Commercial ,502,969 ,564,279 ,677,229 ,979,904 1,091,031 0.249 Residential Real Estate ,125,395 ,134,455 ,250,216 ,338,387 ,320,930 0.39219999999999999 Consumer 7,961 7,875 17,103 40,902 42,929 0.72550000000000003 Agricultural 23,969 19,267 15,807 24,412 85,871 6.1000000000000004E-3 Total 1-4 Family & Other ,157,325 ,161,597 ,283,126 ,403,701 ,449,730 0.36909999999999998 Total Loans $,660,294 $,725,876 $,960,355 $1,383,605 $1,540,761 0.2797 Yield on Loans 5.6300000000000003E-2 5.6300000000000003E-2 5.3100000000000001E-2 4.9799999999999997E-2 5.45E-2 Loan Composition 2013 2014 2015 2016 Q3 2017 Commercial 0.76173492413985289 0.77737657671558225 0.70518610305564089 0.70822525214927667 0.70811177074186071 1-4 Family & Other 0.23826507586014714 0.22262342328441773 0.29481389694435911 0.29177474785072327 0.29188822925813934

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Asset Quality Nonperforming Assets 1.80% 1.33% NPAs / Assets 0.89% NCOs / Average Loans $1.44 $0.85 $3.50 NCO in $ ($ in millions) Commercial Loans Outstanding by Concentrations Classified Assets to Total Regulatory Capital CRE = 50% C&I = 50% ($ in millions) Classified Assets / Equity Bank Total Regulatory Capital $1.19 1.43% 1.78% $0.91

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Core Deposit Franchise Deposit Portfolio Mix Deposit Portfolio Mix Deposit Composition 2013 2014 2015 2016 Q3 2017 '13-'16CAGR ($ in 000s) Time Deposits $,363,210 $,342,160 $,438,612 $,553,158 $,645,249 0.15049999999999999 Signature Deposits ,584,109 ,639,017 ,777,302 1,077,293 1,223,244 0.2263 Total Deposits $,947,319 $,981,177 $1,215,914 $1,630,451 $1,868,493 0.19839999999999999 Cost of Deposits* 5.3E-3 4.8999999999999998E-3 5.4999999999999997E-3 6.4999999999999997E-3 7.6E-3 * Interest Bearing Deposit Portfolio Mix 2013 2014 2015 2016 Q3 2017 Signature Deposits 0.61659166553188527 0.65127596753694794 0.63927383022154527 0.6607331345744214 0.65466876247328731 Time Deposits 0.38340833446811473 0.348724032463052 0.36072616977845473 0.33926686542557855 0.34533123752671269

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Footprint & Targets

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Appendix

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Experienced Management Team BRAD ELLIOTT Chairman & CEO Founded Equity Bank in 2002 Served as Regional President of Sunflower Bank prior to forming Equity Bank More than 20 years of banking experience GREG KOSSOVER Chief Financial Officer Has served as CFO since 2013 and as a Board Director since 2011 Previously served as president of Physicians Development Group and CEO of Value Place, LLC, growing the latter to more than 150 locations in 25 states WENDELL BONTRAGER President, Equity Bank Joined Equity Bank February 2017 Previously Region President of Old National Bank (IN), EVP with Tower Bank (IN) More than 25 years of banking experience

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Strategic Planning Team Team Member Role Years with EQBK Years in Banking Patrick Harbert EVP, Community Markets, Sales & Service 13 22 Julie Huber EVP, Strategic Initiatives 13 23 Scott Smits EVP, Chief Credit Officer 1 29 Jennifer Johnson EVP, Chief Operations Officer 5 31 John Blakeney EVP, Chief Information Officer 1 30 Rolando Mayans EVP, Chief Risk Officer 9 24 Beth Money EVP, Retail Banking Director 8 27 Patrick Salmans SVP, Human Resources Director 5 21 Mark Parman SVP, President - Kansas City 4 36 John Hanley SVP, Director of Marketing, Director of Investor Relations 4 13 Jeremy Machain SVP, President – Wichita 8 14 Ann Main SVP, President – Ozark Mountain 1 37 Barbara Noyes VP, Controller 6 31 EQBK Team has 338 Years of Combined Banking Experience

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Diverse Market Segments Source: SNL Financial, Market Share Data as of September 30, 2017. Employment Data as of August 31, 2017. Operating Market includes all bank locations and counties in which Equity Bancshares Inc. , Eastman National Bancshares, Inc., or Cache Holdings, Inc. has deposit market share as of September 30, 2017. Diverse market segments with economies based on transportation, manufacturing and healthcare Top employers in the region include a diverse range of operations such as telecommunications, professional services, aircraft manufacturing, OEM manufacturing, and transportation. Equity Bancshares, including Eastman National Bancshares, Inc. and Cache Holdings, Inc., ranks in the Top 10 for market share in 17 of 23 counties served and ranks in the Top 5 in 14 of those markets.

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Market Data Demographics Kansas Missouri Arkansas Oklahoma National Current Population 2,914,920 6,117,659 3,003,556 3,959,551 326,533,070 Historical Population Change (2010-2018) 2.17% 2.15% 3.01% 5.55% 5.76% Median Household Income (2018) $58,348 $53,831 $44,901 $52,112 $61,045 Projected Household Income Change (2018-2023) 6.65% 8.53% 4.70% 3.43% 8.86% August 2017 Unemployment Rate 4.2% 4.2% 3.5% 4.7% 4.5% Source: The Nielsen Company & SNL Financial Boeing Cargill Meat Solutions Cessna Aircraft Co. Spirit AeroSystems Inc. Blue Cross and Blue Shield of Kansas and Oklahoma Payless Shoe Source Hill’s Pet Nutrition Goodyear Tire Co. Jostens Publishing Hallmark Cards, Inc. H&R Block Honeywell Sprint Garmin Teva DST Systems Inc. Whiteman Airforce Base Stahl Specialty Co. Western Missouri Medical Center HaysMed Walmart FedEx Tyson Foods FlexSteel Wabash National Wichita St. University Pittsburg St. University Washburn University Fort Hays St. University University of Central Mo. University of Mo-KC KU – Edwards/Professional Phillips 66 Albertsons Lindsay AAON QuikTrip Williams Major Employers in Equity Bank Footprint

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Selected Income Statement Data Delivering earnings growth Selected Income Statement Data ($000s) 2013 2014 2015 2016 YTD Q3 2017 Interest income $46,845 $46,794 $53,028 $61,799 $72,885 Interest expense 5610 5433 6766 9202 11472 Net interest income 41235 41361 46262 52597 61413 Provision for loan losses 2583 1200 3047 2119 2450 Net interest income after provision 38652 40161 43215 50478 58963 Other income 7892 8674 9802 10466 11336 Other expenses 35137 35645 38575 47075 46745 Income before income taxes 11407 13190 14442 13869 23554 Income taxes 3534 4203 4142 4495 7179 Net income 7873 8987 10300 9374 16375 Less: dividends and discounts accretion on preferred stock 978 708 177 1 0 Net income allocable to common shareholders $6,895 $8,279 $10,123 $9,373 $16,375

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Selected Balance Sheet Data Demonstrating balance sheet strength Includes interest-bearing deposits in other banks (2) Includes Federal Reserve Bank and Federal Home Loan Bank stock Selected Balance Sheet Data ($000s) ASSETS 41639 42004 42369 42735 43008 Cash and cash equivalents (1) $24,615 $37,702 $62,074 $38,845 $31,206 Investment securities (2) 354107 318314 452362 578093 627167 Net loans 655027 720810 958353 1382003 1537075 Other assets 106148 97689 112938 193251 209978 Total assets $1,139,897 $1,174,515 $1,585,727 $2,192,192 $2,405,426 LIABILITIES & STOCKHOLDERS' EQUITY Deposits $,947,319 $,981,177 $1,215,914 $1,630,451 $1,868,493 Borrowings 43365 70370 194064 293909 235098 Other liabilities 9340 5239 8516 9868 10000 Total liabilities 1000024 1056786 1418494 1934228 2113591 Stockholders' Equity 139873 117729 167233 257964 291835 Total liabilities and stockholders' equity $1,139,897 $1,174,515 $1,585,727 $2,192,192 $2,405,426

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Capitalization Source: SNL Financial and company documents (1) Total common equity less goodwill and intangibles divided by shares outstanding as of period end. Non-GAAP financial measure. See the non-GAAP reconciliation at the end of this presentation. Maintaining a strong regulatory capital position Ratio 41639 42004 42369 42735 43008 Leverage Ratio 0.1159 9.6199999999999994E-2 9.4700000000000006E-2 0.1181 0.1032 Tier 1 Risk-Based Capital Ratio 0.1701 0.13159999999999999 0.13850000000000001 0.14249999999999999 0.14149999999999999 Total Risk-Based Capital Ratio 0.17299999999999999 0.1386 0.14349999999999999 0.1467 0.1462 Common Equity Tier-1 Capital to RWA NA NA 0.1235 0.13339999999999999 0.1333 Tangible Book Value per Common Share(1) $11.97 $13.54 $15.97 $16.64 $18.03

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The subsequent tables present non-GAAP reconciliations of the following calculations: Tangible Common Equity (TCE) to Tangible Assets (TA) Ratio Tangible Book Value per Common Share Return on Average Tangible Common Equity (ROATCE) Efficiency Ratio

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TCE to TA and Tangible Book Value per Share Non-GAAP Financial Measures (Unaudited) As of and for the years ended (Dollars in thousands, except per share data) YTD Sep. 30, 2017 December 31, 2016 December 31,2015 December 31,2014 December 31,2013 Total stockholders’ equity $,291,835 $,257,964 $,167,233 $,117,729 $,139,873 Less: preferred stock 0 0 16,372 16,359 31,892 Less: goodwill 64,587 58,874 18,130 18,130 18,130 Less: core deposit intangibles, net 5,476 4,715 1,549 1,107 1,470 Less: mortgage servicing asset, net 19 23 29 0 0 Less: naming rights, net 1,271 0 0 0 0 Tangible common equity $,220,482 $,194,352 $,131,153 $82,133 $88,381 Common shares outstanding at period end (1) 12,230,319 11,680,308 8,211,727 6,067,511 7,385,603 Book value per common share (1) $23.86160164751222 $22.085376515756259 $18.371409570727327 $16.707015446696349 $14.620471747533681 Tangible book value per common share (1) $18.027493804536089 $16.639287251671785 $15.971427204046117 $13.536522636712155 $11.966660000544303 Total assets $2,405,426 $2,192,192 $1,585,727 $1,174,515 $1,139,897 Less: goodwill 64,587 58,874 18,130 18,130 18,130 Less: core deposit intangibles, net 5,476 4,715 1,549 1,107 1,470 Less: mortgage servicing asset, net 19 23 29 0 0 Less: naming rights, net 1,271 0 0 0 0 Tangible assets $2,334,073 $2,128,580 $1,566,019 $1,155,278 $1,120,297 Tangible common equity to tangible assets 9.4462341152140486E-2 9.1305941049901806E-2 8.3749303169374067E-2 7.1093710777838756E-2 7.8890687023173325E-2 (1) Share and per share data includes Class A and Class B common stock issued and outstanding Non-GAAP Financial Measures, continued (Unaudited) As of and for the three months ended As of and for the three months ended As of and for the years ended (Dollars in thousands, except per share data) March 31, 2017 March 31, 2016 December 31,2015 December 31,2014 December 31,2013 Total average stockholders' equity $,264,736 $,153,929 $,137,936 $,123,174 $,137,913 Less: average intangible assets and preferred stock 65,185 20,616 31,294 37,917 50,623 Average tangible common equity (1) (3) $,199,551 $,133,313 $,106,642 $85,257 $87,290 Net income allocable to common stockholders (1) 4,864 3,439 10,123 8,279 6,895 Amortization of core deposit intangible 218 87 275 363 487 Less: tax effect of amortization of core deposit intangible (2) -76 -30 -96 -,127 -,166 Adjusted net income allocable to common stockholders $5,006 $3,496 $10,302 $8,515 $7,216 Return on average tangible common equity (ROATCE) 0.10173895951967722 0.10547234826937482 9.6603589580090396E-2 9.98744971087418E-2 8.2666972161759653E-2 Non-interest expense $15,226 $9,689 $38,575 $35,645 $35,137 Less: merger expenses 926 0 1,691 0 0 Less: loss on debt extinguishment 0 58 316 0 0 Non-interest expense, excluding merger expenses and loss on debt extinguishment $14,300 $9,631 $36,568 $35,645 $35,137 Net interest income $19,893 $12,758 $46,262 $41,361 $41,235 Non-interest income $3,339 $2,697 $9,802 $8,674 $7,892 Less: net gains on sales and settlement of securities 13 420 756 986 500 Less: net gain on acquisition 0 0 682 0 0 Non-interest income, excluding net gains on sales and settlement of securities and net gain on acquisition $3,326 $2,277 $8,364 $7,688 $7,392 Efficiency ratio 0.61587493001421245 0.64057199866977055 0.6694248160216747 0.72672225733450224 0.72258210459209904 ____________________ (1) Share and per share data includes Class A and Class B common stock issued and outstanding (2) Tax rates used in this calculation were 35% for 2015 and 2014 and 34% for 2013, 2012, and 2011 (3) All periods disclosed were calculated using a simple average of tangible common equity

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ROATCE and Efficiency Ratio Non-GAAP Financial Measures (Unaudited) Years Ended December 31, (Dollars in thousands, except per share data) 2015 2015 2015 2014 2013 2012 2011 Total stockholders’ equity $,167,232 $,167,232 $,167,232 $,117,729 $,139,873 $,138,169 $80,816 Less: preferred stock 16,372 16,372 16,372 16,359 31,892 31,884 16,337 Less: goodwill 18,130 18,130 18,130 18,130 18,130 18,130 13,147 Less: core deposit intangibles, net 1,549 1,549 1,549 1,107 1,470 1,957 773 Less: mortgage servicing asset 29 29 29 0 0 0 0 Tangible common equity $,131,152 $,131,152 $,131,152 $82,133 $88,381 $86,198 $50,559 Common shares outstanding at period end (1) 8,211,727 8,211,727 8,211,727 6,067,511 7,385,603 7,431,513 4,550,206 Book value per common share $18.371287793663868 $18.371287793663868 $18.371287793663868 $16.707015446696349 $14.620471747533681 $14.301932863469389 $14.170567222670797 Tangible book value per common share $15.971305426982656 $15.971305426982656 $15.971305426982656 $13.536522636712155 $11.966660000544303 $11.598983948490705 $11.111365067867256 Total assets $1,585,727 $1,585,727 $1,585,727 $1,174,515 $1,139,897 $1,188,850 $,609,998 Less: goodwill 18,130 18,130 18,130 18,130 18,130 18,130 13,147 Less: core deposit intangibles, net 1,549 1,549 1,549 1,107 1,470 1,957 773 Less: mortgage servicing asset 29 29 29 0 0 0 0 Tangible assets $1,566,019 $1,566,019 $1,566,019 $1,155,278 $1,120,297 $1,168,763 $,596,078 Tangible common equity to tangible assets 8.3748664607517537E-2 8.3748664607517537E-2 8.3748664607517537E-2 7.1093710777838756E-2 7.8890687023173325E-2 7.3751479127932701E-2 8.481943638248686E-2 (1) Share and per share data includes Class A and Class B common stock issued and outsanding (2) Tax rates used in this calculation were 35% for 2015 and 2014 and 34% for 2013, 2012, and 2011 (3) All periods disclosed, except 2017 and 2016, were calculated using a simple average of tangible common equity Non-GAAP Financial Measures, continued (Unaudited) As of and for the years ended (Dollars in thousands, except per share data) YTD Sep. 30, 2017 December 31, 2016 December 31,2015 December 31,2014 December 31,2013 December 31,2012 2011 Total average stockholders' equity $,279,064 $,168,822 $,125,808 $,123,181 $,137,936 $,102,032 $75,253 Less: average intangible assets and preferred stock 69,480 25,882 19,165 37,924 50,646 33,653 25,148 Average tangible common equity (3) $,209,584 $,142,940 $,106,643 $85,257 $87,290 $68,379 $50,105 Net income allocable to common stockholders $16,375 $9,373 $10,123 $8,279 $6,895 $3,814 1,371 Amortization of intangibles 721 419 275 363 487 192 182 Less: tax effect of amortization of intangibles (2) 252 147 96 127 166 65 62 Adjusted net income allocable to common stockholders $16,844 $9,645 $10,302 $8,515 $7,216 $3,941 $1,491 Return on average tangible common equity (ROATCE) (4) 0.10745269820390059 6.7475863998880656E-2 9.6602683720450472E-2 9.98744971087418E-2 8.2666972161759653E-2 5.7634653914213428E-2 2.98E-2 Non-interest expense $46,745 $47,075 $38,575 $35,645 $35,137 $22,900 $15,918 Less: merger expenses 2,085 5,294 1,691 0 0 1,519 - Less: loss on debt extinguishment 0 58 316 0 0 0 - Non-interest expense, excluding merger expenses and loss on debt extinguishment $44,660 $41,723 $36,568 $35,645 $35,137 $21,381 $15,918 Net interest income $61,413 $52,597 $46,262 $41,361 $41,235 $25,570 $17,890 Non-interest income $11,336 $10,466 $9,802 $8,674 $7,892 $4,826 $2,252 Less: net gains from securities transactions 271 479 756 986 500 3 425 Less: net gain on acquisition 0 0 682 0 0 0 - Non-interest income, excluding net gains on securities transactions and net gain on acquisition $11,065 $9,987 $8,364 $7,688 $7,392 $4,823 $1,827 Efficiency ratio 0.61618698087695578 0.66667199284162082 0.6694248160216747 0.72672225733450224 0.72258210459209904 0.70348435495015305 0.80730000000000002 ____________________ (1) Share and per share data includes Class A and Class B common stock issued and outstanding (2) Tax rates used in this calculation were 35% for 2017, 2016, 2015 and 2014 and 34% for 2013 (3) All periods disclosed, except 2017 and 2016, were calculated using a simple average of tangible common equity (4) Annualized

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