Capital Bancorp, Inc. Announces Acquisition of Integrated Financial Holdings, Inc. - Seite 2

“We are excited for this partnership with Capital and for the benefits that it brings to both banks. With a larger balance sheet and our combined lending and deposit-gathering capabilities we believe that we can secure and grow our position as a leader in nationwide government guaranteed lending,” said Marc McConnell, Chairman, President and CEO of IFH.

Financial and Strategic Benefits of the Merger

1)	Meaningfully grows commercial loan book: ~38% of the pro forma loan book will consist of C&I and owner-occupied CRE
2)	Balanced pro forma business mix: ~70% contribution from commercial and ~30% contribution from consumer on a net income basis based on illustrative adjusted full year 2023 earnings
3)	Financially compelling: expected to produce 17% EPS accretion in 2025 with manageable tangible book value dilution of ~5% earned back in approximately ~1.8 years
4)	Significant accretion to returns profile: expected to be ~260bps accretive to CBNK’s already high return on tangible common equity in 2025
5)	Increases Fee Income: Pro forma fee income contribution will exceed ~20% of total revenue
6)	Robust pro forma capital ratios: Modest capital ratio dilution; Strong pro forma capital generation; Pro forma tangible common equity / tangible assets ratio of 11.0%

Leadership

Upon closing of the transaction, Marc McConnell, Chairman, President and CEO of IFH, will join the board of directors of Capital Bancorp, Inc. and Capital Bank. A. Riddick Skinner, EVP of Government Lending at IFH, will join Capital Bank as Head of Government Guaranteed Lending Program. Melissa Marsal, EVP and Chief Operating Officer of IFH, will join Capital Bank in a leadership role. Mike Breckheimer, EVP and Chief Strategy Officer at IFH, will join Capital Bank as Head of Windsor Advantage.

Approvals

The transaction with IFH has been unanimously approved by both IFH’s and CBNK’s boards of directors and is expected to be completed in the second half of 2024, subject to approval of Capital’s and IFH’s shareholders, regulatory approvals and the satisfaction of other customary closing conditions.

Advisors

Stephens Inc. served as financial advisor and Squire Patton Boggs (US) LLP served as legal advisor to CBNK. Raymond James & Associates, Inc. served as financial advisor and Wyrick Robbins Yates & Ponton LLP served as legal advisor to IFH.