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8-K - 8-K - National Bank Holdings Corpnbhc-20180809x8k.htm

Exhibit 99.1

 

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Q2 2018 Investor Presentation

 

 


 

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Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements contain words such as “anticipate,” “believe,” “can,” “would,” “should,” “could,” “may,” “predict,” “seek,” “potential,” “will,” “estimate,” “target,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “intend” or similar expressions that relate to the Company’s strategy, plans or intentions. Forward-looking statements involve certain important risks, uncertainties and other factors, any of which could cause actual results to differ materially from those in such statements. Such factors include, without limitation, the “Risk Factors” referenced in our most recent Form 10-K filed with the Securities and Exchange Commission (SEC), other risks and uncertainties listed from time to time in our reports and documents filed with the SEC, and the following factors: ability to execute our business strategy; business and economic conditions; economic, market, operational, liquidity, credit and interest rate risks associated with the Company’s business; effects of any changes in trade, monetary and fiscal policies and laws; changes imposed by regulatory agencies to increase capital standards; effects of inflation, as well as, interest rate, securities market and monetary supply fluctuations; changes in the economy or supply-demand imbalances affecting local real estate values; changes in consumer spending, borrowings and savings habits; the Company’s inability to negotiate our fees with investors for the purchase of our loans, our obligation to indemnify purchasers or to repurchase the related loans, higher rate of delinquencies and defaults as a result of the geographic concentration of our servicing portfolio, or the impact of interest rates on the value of our mortgage servicing rights; the Company’s ability to identify potential candidates for, consummate, integrate and realize operating efficiencies from, acquisitions or consolidations; the Company's ability to realize anticipated benefits from enhancements or updates to its core operating systems from time to time without significant change in client service or risk to the Company's control environment; the Company's dependence on information technology and telecommunications systems of third-party service providers and the risk of systems failures, interruptions or breaches of security; the Company’s ability to achieve organic loan and deposit growth and the composition of such growth; changes in sources and uses of funds; increased competition in the financial services industry; the effect of changes in accounting policies and practices; the share price of the Company’s stock; the effects of tax legislation or challenges to our tax position; the Company's ability to realize deferred tax assets or the need for a valuation allowance; continued consolidation in the financial services industry; ability to maintain or increase market share and control expenses; costs and effects of changes in laws and regulations and of other legal and regulatory developments; technological changes; the timely development and acceptance of new products and services; changes in the Company’s management personnel and the Company’s continued ability to attract and maintain qualified personnel; ability to implement and/or improve operational management and other internal risk controls and processes and reporting system and procedures; regulatory limitations on dividends from the Company's bank subsidiary; changes in estimates of future loan reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; widespread natural and other disasters, dislocations, political instability, acts of war or terrorist activities, cyberattacks or international hostilities; a cyber-security incident, data breach or a failure of a key information technology system; impact of reputational risk; and success at managing the risks involved in the foregoing items. The Company can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements. The forward-looking statements are made as of the date of this presentation, and the Company does not intend, and assumes no obligation, to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law. Further Information This presentation should be read together with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and the related notes thereto included in our Form 10-K and quarterly reports. 2

 

 


 

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About Non-GAAP Financial Measures Certain of the financial measures and ratios we present, including “tangible assets,” “return on average tangible assets,” “return on average tangible common equity,” “tangible common book value per share,” “tangible common equity,” “Non-interest expense to average assets, adjusted,” “adjusted non-interest expense to average assets,” “adjusted efficiency ratio,” “adjusted net income,” “adjusted earnings per share,” “adjusted return on average tangible assets,” “adjusted return on average tangible common equity,” and “fully taxable equivalent” metrics, are supplemental measures that are not required by, nor presented in accordance with, U.S. generally accepted accounting principles (GAAP). We refer to these financial measures and ratios as “non-GAAP financial measures.” We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods. These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and you should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures we present may differ from non-GAAP financial measures used by our peers or other companies. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance. A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included in the appendix. 3

 

 


 

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A Foundation for Growth  Began banking operation in 2010 with four acquisitions in first 12 months, with six acquisitions to date Created meaningful scale and market share in attractive markets of Colorado and Greater Kansas City Region Closed Peoples, Inc. acquisition on January 1, 2018 and added $842 million in total assets, with approximately 2 years TBV crossover payback and greater than 20% IRR Growing a granular and well diversified loan portfolio with self-imposed concentration limits to protect against downside risk to any particular industry or real estate sector Attractive low-cost deposit base Strong expense management, decreasing expenses 36% during the past five years, adjusted for acquisition expenses(1) Opportunistic manager of capital $39.58 / $30.25-$40.98 Stock Price/52-Week Range Total Shareholder Return(2)  - - NBHC KRX Index 22.82% 4.30% BV/Share TBV/Share(3) TBV/Share with Excess Accretable Yield(3)(4) $21.49 $17.61 $18.41  Market Capitalization $1.2bn  Assets $5.6bn Loans $3.8bn    Deposits $4.6bn Banking Centers 104 YTD18 ROAA/YTD18 ROATA Adjusted(3) FY17 ROAA/FY17 ROATA Adjusted(3) 0.93% / 1.22% 0.31% / 0.82%    Successfully repurchased 50.9% of shares or $534 million since early 2013 at a weighted average price of $20.03 Steadily increased dividend to $0.14 per share, a 180% increase in past 2 years YTD18 ROAE/YTD18 ROATCE Adjusted(3) FY17 ROAE/FY17 ROATCE Adjusted(3) 8.08% / 12.71% 2.67% / 7.75%  Strong Capital – Leverage Ratio/Total Risk-based Capital Ratio 9.92% / 13.47% 4 Note: Market and share repurchase data through 31-July-2018; financial information as of and for the year ended 30-June-18 (1) Adjusted for acquisition-related expenses through 31-December-17. (2) Total shareholder return period 31-December-2017 through 31-July-2018. (3) Please see the appendix for a reconciliation to this non-GAAP measure including the adjustments to the most directly comparable GAAP measure. (4) TBV / share + net present value (5% discount rate) of excess after-tax accretable yield share as of June 30, 2018. Excess after-tax accretable yield defined as total accretable yield less 5.0%. This results in an additional $0.80 after-tax to our TBV. TBV also adjusted for the deferred tax liability related to tax deductible goodwill. Please refer to the appendix for a reconciliation of non-GAAP financial metrics. NBHC Snapshot Company Overview

 

 


 

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Steady Progress Towards Long-term Profitability Targets 2017 Adjusted(1) YTD18 Adjusted(1) 2015 2016 2015 2016 2017 KRX 31-Jul-18 NBHC (1) (1) 2015 2016 2017 Adjusted YTD18 Adjusted (1) 2017 Adjusted (1) YTD18 Adjusted 2015 2016 (1) Adjusted for Peoples acquisition-related costs and 4Q 2017 deferred tax asset re-measurement charge. See the Appendix for a reconciliation to this non-GAAP measure. 5 ROATCE 7.75% 5.04% 1.29% 12.71% ROATA 0.82% 1.22% 0.57% 0.17% Cumulative Total Shareholder Return 69.5%72.4% 47.5%50.1% 15.3% 6.0% 111.5% 56.6% Fully Diluted EPS $1.26 $1.03 $0.79 $0.14

 

 


 

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Key Actions and Results Accelerated growth  Record new commercial loan originations of $737 million over the past twelve months Grew revenue $20 million, or 39%, year-over-year Originated and acquired(4) loans grew 17.0% annualized, linked quarter, due to organic loan growth Cost of deposits increased just 0.01% year-over-year Expanded NIM 0.41% to 3.90% year-over-year Increased fee income 81.1% year-over-year with the addition of an in-market mortgage origination business Average transaction deposits of $3.5 billion, increasing $40.5 million, or 4.7%, annualized, linked quarter Relationship banking focused strategies        originated and acquired loan growth(4)        Expanded efficiency initiatives  Strong expense management culture Consolidated or sold 18 banking centers, or 17% of our franchise, since mid-2015 On pace to achieve, if not exceed, announced cost saves from the Peoples merger  (1)    Managed capital opportunistically  Closed $146 million acquisition of Peoples, Inc. on January 1, 2018 Steadily increased dividend to $0.14 per share, a 180% increase in past 2 years Repurchased $534 million of shares at a weighted average price of $20.03 since early 2013      (1) (2) (3) (4) (5) Adjusted for $2.7mm Peoples acquisition-related expenses Q2 2018 annualized TTM – Trailing Twelve Months Acquired loans not accounted for under 310-30 Ratio of non-performing assets to total loans and OREO totaled 1.58%, or 0.82% excluding OREO transferred from 310-30 loans. During Q2-18, one large acquired 310-30 problem loan was transferred to OREO as part of the asset resolution process. 6 Buybacks $534 million  51% Shares repurchased since early 2013 @ average price of $20.03  Increased dividend 180% in past two years Non-Performing Asset Composition(5) 1.61% 1.58% 0.47% 0.99% 0.47% 0.02% 0.77% 0.44% 0.41% 0.05% 0.06% 0.24% 0.47% 0.46% 0.32% YE16YE172Q18 Acquired NPLs and OREO Non-performing energy loans OREO transferred in from 310-30 loans Non-performing loans, excluding energy Non-Interest Expense Reduction FY12FY13FY14FY15FY16FY17 Adjusted $210 $184 $150 $158 $136 $134 Average Q2 2018 Transaction Deposit Growth 4.7%(2) (linked QTD) Originated and Acquired(4) Loan Growth 26.7% (YoY) $789 million Record $737 million in commercial loan originations (TTM3) 2017: $605 million 2016: $498 million 2015: $552 million

 

 


 

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Investment Highlights 1 Attractive Markets(¹) Colorado 2nd strongest state economy 3rd best state for business Colorado Springs/Denver: Texas Dallas: #3 fastest growing city Austin: #1 Best Place to Live Kansas City Region              #2 Best City for Jobs 4th “Hot Startup” City  #2/#3 Best Place to Live 2 Focused Relationship Banking Model    Business model focused on small-to-medium sized businesses and individuals Relationship banking strategies driving new loan originations and low-cost deposit growth 3 Track Record of Growth and Improving Profitability      Granular and diversified loan portfolio well positioned to absorb future stress Sustained improvement in ROATA and ROATCE profitability with a strong outlook Strong capital structure with sufficient excess capital to support growth 4 Demonstrated Steward of Shareholder Capital      Outsized total shareholder returns vs. KRX Index Proven ability to be disciplined in accretive acquisitions and opportunistic in share buybacks History of increasing dividends 5 Experienced Management Team Experienced and respected management team and board of directors  (1) Sources: U.S. Census Bureau, Business Insider, CBS Money Watch, Entrepreneur Magazine, Forbes, WalletHub, CNBC, U.S. News and World Report 7

 

 


 

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NBHC Markets and Family of Brands ONE Charter, THREE Flags Attractive and Growing Markets ForrttCColollliiilnnlssisns 76 Deenveer Lawrerenencncece 70 70 KS Wiichhiita Colorado Springs KannsasasasCsCiCityiyty 35 CO MO NM Taos Saanta Fe Albu qu erqu e  Colorado’s population growth between TX (3) Dallas L 20 U.S. (Business Insider) Austin 10 35 Texas External source: SNL Financial. Deposit data as of 30-June-2017 (1) Colorado State Demography Office – “Colorado's 2016 Population & Economic Overview” (2) Ranking based on aggregate population growth for 2017 – 2022 (3) Overland Park Chamber of Commerce, June 2017 8  3 commercial banking locations in o  6 banking centers in New Mexico  Business Climate & Recognition ‒Dallas: #3 Fastest Growing City (Forbes) ‒Austin: #1 “2015 Best Large City t Live In” (WalletHub)  50 banking centers  Ranks #3 in deposit market share in the state of Colorado for local banks  #3 market share in the fast growing Colorado Springs MSA for local banks  Population: Front Range – 4.6 million The Front Range contributed 96% of 2010 and 2015(1)  Business Climate & Recognition ‒2nd Strongest State Economy in the ‒#1 in Labor Supply (Forbes) ‒3rd Best State for Business (CNBC)  47 banking centers  Ranks #5 in deposit market share in Kansas City MSA for local banks  Expanded presence in Overland Park, KS - central hub for the #1 county in Kansas by household income and projected population growth(2) ‒Overland Park experienced 20% population growth from 2000 to 2015(3) ‒7.5% projected employment growth ‒ ow unemployment rate of 3.6% (3)  Expansion into college town markets of Lawrence, KS and Ottawa, KS  Population: Metro KC – 2.1 million  Favorable demographics vs. national levels  Business Climate & Recognition ‒#2 Best City for Jobs (CBS MoneyWatch) ‒4th “Hot Startup” City (Entrepreneur Magazine) ‒#15 on “50 Best Cities to Live” List (Bloomberg) ‒#2 “Top Five Cities with Up-and-Coming Downtown” (Fortune)

 

 


 

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We Operate in Very Attractive Markets 5yr CAGR (’12-’17) 22.0 22.9 (³) Source: FHFA, SNL Financial, U.S. Census, U.S. Bureau of Economic Analysis Note: “Front Range” statistics include populated weighted values for Denver, Boulder, Colorado Springs, Fort Collins, and Greeley MSAs. Deposit data as of 30-Jun-17. Front Range unemployment based on a weighted average unemployment and 2018 population for each MSA. (1) (2) (3) HHI projections based on current dollar values (inflation adjusted) FHFA home price index based on quarterly all-transaction data as of 31-Mar-18 Based on U.S. Top 20 MSAs, population weighted (determined by population) 9 Equal or Better Than U.S. Average Demographics U.S. 2018 Population (mm) 326.5 2.9 4.6 2.1 Projected Population 5yr CAGR (‘18-’23E) 0.7 % 1.5 % 1.5 % 0.6 % 2018 Median Household Income $61.0K $75.5K $73.7K $65.7K Projected Household Income Growth (‘18-’23E)(¹) 8.9 % 12.2 % 11.5 % 9.6 % # of Businesses (000s) - 114.9 182.7 76.0 Economics Unemployment Rate (May-18) 3.6 % 2016 Real GDP per Capita $60.6K 2.3 % $69.4K 2.3 % $62.0K 3.6 % $61.4K Real GDP 5yr CAGR (’11-’16) 3.8 % 4.2 % 4.4 % 3.4 % Home Price Index 5yr ∆(²) 34.3 % 69.1 % 63.4 % 29.3 % Building Permit 9.4 % 10.4 % 11.3 % 14.9 % Banks Branch Penetration (per 100k people) 27.3    32.7 Top 3 Combined Deposit Market Share 55 % 55 % 54 % 43 % Kansas City, MO Front Range Denver, CO Key Statistics by MSA

 

 


 

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Organic Loan Growth is Accelerating Other Consumer 1% Resi Mortgage 22% Commercial & Industrial 45% 310-30 loans 2% Non owner occupied CRE 15% Owner Occupied CRE 4QE12 4QE13 4QE14 4QE15 4QE16 4QE17 2QE18 Originated and Acquired loans not accounted for under 310-30 310-30 loans  Portfolio built on a relationship banking strategy targeted at full-service lending, depository and treasury management relationships  Commercial loan originations totaled $737.2 million for the trailing twelve months  Acquired ASC 310-30 loans decreased 38.3% from the prior year to $83 million 2QE18TTM FY12 FY13 FY14 FY15 FY16 FY17 (1) Excludes loans held-for-sale 10 Comments New Commercial Loan Originations ($ i n millions) $605 $737 $552 $477 $498 $281 $88 Total Loan Composition Total Loans(1) ($ in millions; totals in billions) $3.2 $121 $3.8 $3,743 $2.9 $3,058 $2.6 $146 $2,715 $2.2 $203 $2,385 $1.8$1.9 $280 $822 $451 $1,883 $1,403 $1,011

 

 


 

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Uniquely Diversified $3.8 Billion Loan Portfolio Self-imposed concentration limits ensure a granular and diverse loan portfolio and protects against downside risk to any particular industry or real estate sector Individual lending segments are limited to no more than 15% of total loan commitments, with the majority being 10% or less Non owner-occupied CRE is 110% of risk-based capital and no specific property type exceeds 5% 7% 1%  Consumer 22.6% 3% 11% C&I and Owner Occupied CRE 60.7% 19% 8%9%  5% 5%  4% 1%2% 2%2% 5% 4% 4%4% 33% 2% Non Owner-Occupied 16.7% 43% 4% 5% 2% 2% New Commercial loans originated YTD: 3%  2% 10% 1% 2%1% 2%2% 3% 9% 2% Average funding of $968K Weighted average commitment, including unused, of $1.17 million 11%%    Commercial & Industrial , 60.7% Non Owner Occupied, 16.7% Government & Municipal, 11.3% Financial Services/Lender Financing, 9.4% A griculture, 5.3% Equipment Leasing, 4.4% Educational Services, 3.7% Real Estate Rental & Leasing, 3.1% Manufacturing, 2.9% Restaurant, 2.8% Construction Companies, 2.6% Retail Trade, 2.4% Wholesale Trade, 1.2% Oil & Gas, 1.0% Transportation & Warehousing, 0.9% A ll Other C&I, 9.7% Hotel & Lodging, 4.1% Office, 3.2% Commercial Construction, 1.8% Land Development, 1.7% Multifamily , 1.7% A ll Other, 4.2% Total Residential portfolio:  Average FICO of 755 Average LTV of 65%    Top 25 originated relationships as of June 2018: Consumer, 22.6%  Residential Sr. Lien, 19.4% Residential Jr. Lien, 2.5% Consumer, 0.7% Average funded balance of $17.5 million Average commitment of $22.7 million    (1) Includes 310-30 loans 11 Portfolio Characteristics Loan Concentrations1 Granular and Well Diversified Loan Portfolio

 

 


 

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Stable Credit Quality ($ in millions) on $3.7 Billion of Originated and Acquired(1) Loans as a % of Originated and Energy Provision 1.02% .86% ) Energy Charge-offs Non Energy Charge-offs Non Energy ALLL Energy Related ALLL FY15 FY16 FY17 YTD18 FY15 FY16 FY17 YTD18  Low historical originated and acquired net charge offs – 2015: 0.12%, 2016: 0.85% / 0.10% (excluding energy), 2017: 0.38% / 0.12% (excluding energy), and 2018 YTD: 0.05% (3) Allowance for loan losses as a percentage of originated and acquired(1) loans at 0.86% compared to 1.02% at Q4 2017, and decreased as the acquired loans from the Peoples acquisition were recorded at fair value Added a net $6.3 million to accretable yield for the acquired loans accounted for under ASC 310-30 during first six months 2018 $ 253 $ 24 $ 229  Inc. in Accretable Yield (Recog. Over Time) Impairments (310-30 Provision) Net Economic Impact  (1) (2) (3) Acquired loans not accounted for under 310-30 Does not include $13.3 million of purchase accounting marks Annualized 12 Accretable Yield Reclassification Life-to-Date Stable Asset Credit Quality High Yielding $83 Million 310-30 Loan Pools .85% .38% .05% .12% .26% .12% .75% Net charge-offs, excluding Energy Energy net charge-offs Non Energy Provision $2 $1 $2 $9 $19 $2 $4 $4 $8 $9 $7 $(3) $(22) $(2) ($8) ($1 ($3) 1.09%1.07% .16% .10% .97% . 1.00% 02% .93% Energy Provision Non Energy Provision .90% .05% .51% .70% .43% .09% .28% .42% .20% .15% Provision for Loan Losses Acquired(1) Loans Change in Allowance(2) Allowance for Loan Losses(2) Annualized Net Charge-offs Strong Credit Quality Provision for Loan Losses on Originated and Acquired(1) Loans

 

 


 

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Credit Quality Remains Strong ($ in millions) 0.99% 0.56% $0.8 $1.6 YE14 YE15 YE16 YE17 2Q18 YE14 YE15 Energy loans YE16 YE17 2Q18 Acquired loans (Peoples) Loans excl. energy and Peoples Loans excl. energy as a % of originated and acquired loans % of originated and acquired loans Non-performing loans excl. energy as a % of total loans excl. energy Non-performing loans excl. energy Non-performing energy loans Non-performing loans % of total loans  Ratio of non-performing assets to total loans and OREO totaled 1.58%, or 0.32% excluding acquired loans/OREO and energy loans as of June 30, 2018 OREO has been a source of income with net gains of $4.2 million and $4.4 million during FY17 and FY16 02% Increase due to one large acquired 310-30 problem loan transferred out of 310-30 loans to OREO as part of the asset resolution process. $7.0 $4.6 $4.5 YE14 YE15 YE16 YE17 2Q18 YE16 YE17 2Q18 Acquired NPLs and OREO OREO transferred in from 310-30 loans Non-performing energy assets Non-performing assets excl. energy and 310-30 OREO Non-performing assets % of loans/OREO Non-performing asset excl. energy as a % of total loans/OREO excl. energy Non-performing energy loans OREO transferred in from 310-30 loans Non-performing loans, excluding energy 13 4.73% 4.73% 1.81%1.61% 0.99% 1.44%1.21% 0.95% 1.58% 1.58% $29.6 $0.8 $12.0 $36.3 $12.6 $1.8 $26.8 $28.0 $1.6 $30.7 $30.8 1.61% 1.58% 0.47% 0.99% 0.47% 0. 0.77% 0.44% 0.41% 0.05% 0.24% 0.46% 0.47% 0.06% 0.32% Non-performing Asset Composition Non-performing Assets 1.07% 0.65%0.66% 0.57% 0.57%0.62% 0.67% 0.66% $12.6 $24.8 $0.8 $12.0 $18.1 $19.4 $10.8 $13.6 2.7% 2.3% 2.1% 2.1% 1.9% 1.6%1.1% 1.2% 1.1% $16.1 $12.6 1.1% $49.4 $49.7 $15.0 $12.7 $33.4 $1.6 $27.2 $27.2 Originated and Acquired Classified Loans Non-performing Loans

 

 


 

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Growing Low Cost Transaction Accounts ($ in billions) Demand & NOW Savings & MM CDs >= $250k CDs < $250k $4.6 $4.0 $3.8 $3.8 $3.9 $2.5 $2.4 $2.4 6% on-me YE14 YE15 YE16 YE17 2Q18 2013 2014 2015 2016 2017 2Q18  Average transaction deposits remain strong in attractive markets of Colorado, Greater Kansas City Region and Texas. Peoples added attractive low cost deposit presence in New Mexico as well Average transaction deposits totaled $3.5 billion, increasing 3.9% YoY, adjusting for Peoples deposits Cost of Deposits increased just 1 basis point YTD YoY Mix of deposits continues to improve 2.00% 1.50%    0.50% 0.41% 0.42% 0.37% 0.36% 0.36%  0.25% 0.18% 0.18% 0.22% 0.22% 0.00% 0.19% FY14 FY15 FY16 FY17 2Q18 Fed Funds Rate Cost of Transaction Deposits Cost of Deposits 14 Strong Transaction Deposit Growth Low Cost Deposits 33% 64% Non-Time 28% 69% Non-Time 26% 70% Non-Time 24% 72% Non-Time 21% 7 N Ti 3% 4% 37% 4% 3% 37% 3% 36% 37% 34% 39% 35% 33% 33% 30% Average Transaction DepositsAverage Time Deposits $2.9 $2.7 $3.5 $1.2 $1.1 $1.2 $1.3 $1.6 $1.4 Growing Low Cost Transaction Accounts Deposit Composition

 

 


 

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Financial Overview 15

 

 


 

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2Q18 Review Net Interest Income $152.2 $149.7 FY15 FY16 FY17 YTD18 FY15 FY16 FY17 YTD18 Well positioned to benefit from rising rate environment  Fully taxable equivalent net interest income totaled $99.2 million, increasing $24.9 million YoY, driven by average earning assets growth of $849.4 million due to originated loan growth and acquired earnings assets from the Peoples acquisition The YTD 2018 net interest margin (FTE) widened 0.41% to 3.90% YoY, due to a 0.42% increase in the earning assets yield, partially offset by an increase in cost of deposits of 0.01% Variable pricing loans set to reset within 3 months make up approximately 50% of total loans    -100 bps +100 bps 31-Mar-18 +200 bps 31-Dec-17 30-Jun-18 (1) Presented on a fully taxable equivalent basis using the statutory rate of 35% for periods prior to 2018 and 21% for 2018. (2) 12-month simulated net interest income impact using management projected balance sheet and an immediate parallel shift in the yield curve. Rate risk measures are adjusted to reflect less excess cash as a result of reducing excess capital to 9% leverage ratio. 16 7.25% 6.84% 6.93% 4.63% 4.82% 3.70% -6.45% -6.22% -7.75% Comments Net Interest Income Sensitivity(2) $159.6 $99.2 3.60% 3.90% 3.49%3.50% Net Interest Margin(1) Net Interest Income(1)

 

 


 

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2Q18 Review (cont’d) Non-Interest Income and Expense Non-Interest Expense Acquisition Costs Problem Asset Workout $137 $136 $4 $1 $1 FY12 FY15 FY16 FY17 YTD17 YTD18 FY16 FY17 YTD17 YTD18 (2) (2) (2) (2) (2) (2) FY16 FY17 YTD17 YTD18 FY16 FY17 YTD17 YTD18 (1) Ratio represents non-GAAP financial measure. See Appendix for a reconciliation to this non-GAAP measure. The efficiency ratio represents non-interest expense, less intangible asset amortization, as a percentage of net interest income on a FTE basis plus non-interest income. (2) Adjusted for Peoples acquisition-related costs and 4Q 2017 deferred tax asset re-measurement charge. See Appendix for a reconciliation to this non-GAAP measure. 17 68.79%66.97% 68.48%67.93% NIE / Average Assets 2.92%2.97% 3.38% 2.94% Efficiency Ratio(1) $40$39 $37 $21 $210 $102 $8 $29 $158 $181 $153 $5 $132 $4 $131 $68 $93 $67 Non-Interest Expense Non-Interest Income

 

 


 

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Conservative Investment Portfolio      99.9% of portfolio is U.S. agency backed Duration contained at 3.1 years OCI fluctuations minimized by 23% of portfolio in Held-To-Maturity Investment portfolio mainly in run-off mode since Q4-13; using cash flows to fund loan growth Stable yields helped by limited price premium 1 % Mortgage Backed Securities - Fixed Rate 29 % Mortgage Backed Securities - ARMs  Collateralized Mortgage Obligations - Fixed Rate 68 % 2 % Collateralized Mortgage Obligations - Floating Rate  ($ in millions) 31-Mar 18 30-Jun 18 Book Value Available-for-Sale Held-to-Maturity "Locked-in" Gains (HTM) $942 278 5 $884 261 5 Total Book Value $1,225 $1,150 Available-for-Sale Unrealized Gains / (Losses) Held-to-Maturity Unrealized Gains / (Losses) (25) (5) (27) (6) Fair Market Value of Portfolio $1,197 $1,117 Portfolio Yield (Spot) 2.22% 2.32% Portfolio Duration 3.0 3.1 Weighted-Average Life 3.3 3.4 (1) Excludes $14mm and $15mm of FHLB / FRB stock as of 31-Mar-18 and 30-Jun-18, respectively. 18 Portfolio Summary(1) Investments by Asset Class(1) (2Q18)

 

 


 

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Long-Term Financial Goals Assets ~$6bn–$8bn Efficiency Ratio (Excludes Residential Mortgage Business) <60% ≥1.00% ROATA ROATCE 12%–14% Dividend Payout Ratio Approximation 30% 9% Tier 1 Leverage 19

 

 


 

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Appendix 20

 

 


 

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NBHC Management Team *Effective August 10, 2018 21 Zsolt Bessko Chief Administrative Officer & General Counsel (21 years in legal and banking)  Partner with law firm Stinson Leonard Street LLP  Executive Vice President, General Counsel and Secretary at Guaranty Bancorp Richard Newfield Chief Risk Management Officer (32 years in banking)  Head of Business Services Credit at Regions Financial  Senior roles in risk management, credit, commercial banking, global bank debt and corporate marketing at Bank of America Aldis Birkans* Chief Financial Officer (19 years in financial industry)  Senior Vice President, Treasurer at NBHC (7 years)  Vice President, Assistant Treasurer at M&I Bank  Senior Vice President, Corporate and Investment Bank Treasury at Citigroup Tim Laney Chairman, President & Chief Executive Officer (35 years in banking)  Head of Business Services at Regions Financial, where he also led the transformation of wholesale lines of business  Senior management roles in small business, commercial banking, private banking, corporate marketing and change management, and Management Operating Committee member at Bank of America; also served as President, Bank of America, Florida

 

 


 

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Accomplished Board of Directors Tim Laney Chairman, President and CEO    Former Senior EVP and Head of Business Services of Regions Financial Former EVP and Management Operating Committee member at Bank of America Ralph Clermont Lead Director / Chairman of the Audit and Risk Committee  Former Managing Partner of the St. Louis office of KPMG LLP Robert Dean Director / Chairman of the Nominating and Governance Committee    Former Senior Managing Director at Ernst & Young Corporate Finance LLC Former Co-Chair of Gibson, Dunn & Crutcher LLP’s banking practice Fred Joseph Director    Former Banking and Securities Commissioner for the State of Colorado Former President of the North American Securities Administrators Association Micho Spring Director    Chair of Global Corporate Practice of Weber Shandwick Former CEO of Boston Communications Company Burney Warren Director / Chairman of the Compensation Committee    Former EVP and Director of Mergers and Acquisitions of BB&T Former President and Chief Executive Officer of First Federal Savings Bank Art Zeile Director    CEO of DHI Group, Inc. (NYSE: DHX) Former CEO and Co-Founder of HOSTING, a pioneer in the cloud hosting space Member of the University of Delaware Cyber Security Initiative Advisory Council  22 Experience Title Name

 

 


 

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Management & Directors Beneficial Ownership (as of 6/30/18) In Process – Email7e4,1d67 Jared Ralph W. Clermont 0.24% (1) Includes unvested restricted shares for which the director or officer has voting power and shares issuable upon the exercise of options. Does not include unvested PSUs. (2) Calculated in accordance with Item 403 of Regulation S-K, and based on 30,726,789 shares of Class A common stock outstanding and entitled to vote and 156,083 shares of unvested restricted stock entitled to vote. 23 NBHC Management and Directors Beneficial Ownership(1) Percent of Class(2) G. Timothy Laney 1,101,392 3.57% Brian Lilly 131,157 0.44% Aldis Birkans 37,475 0.12% Richard U. Newfield, Jr. 239,038 0.77% Zsolt K. Besskó 51,464 0.17% Robert E. Dean 55,564 0.18% Fred J. Joseph 11,359 0.04% Micho F. Spring 58,198 0.19% Burney S. Warren, III 51,306 0.17% Art Zeile 6,537 0.02% All current NBHC management and directors as a group (11 persons) 1,823,657 5.73%

 

 


 

 

 

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OU RPROMJSE BANK WITH COMMON SENSE NB H B.ank champion s a new era of common sense banking by building relationships with local communities as the accountable, straight-shooting and insightful alternative to big box banking-as-usual. HOW WE DELNER ON OUR PROMISE 81G BOX BANK REFUGEES: Discontent,defiantandself reliant, ourdientsare savvy enough to reject the sad stateofbanking today,and find th bankwherethey k:now theycount. They may rememoora tirnewhen banking was d:tferent or just instincti>rely know that they deseJVebetter.They are determLned to suc:ceed, and WHO WE'RE HERE TO SERVE ·k:nmv theywill hillle a much better chanceofdoing so somewhere where tbey are notjust a number. I WE'RE STRAIGHT-SHOOTING AND FRIENDLY WITH A TOUCH OFWIT.

 

 


 

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Reconciliation of Non-GAAP Measures ($ in millions, except per share) As of and for the six months ended As of and for the year ended Net income Add: impact of core deposit intangible amortization expense, after tax $ 26.0 1.0 $ 14.6 3.2 Average assets Less: average goodwill and core deposit intangible, net of deferred tax asset related to goodwill $ 5,616.8 (119.6) $ 4,705.2 (52.9) Average shareholders' equity Less: average goodwill and core deposit intangible, net of deferred tax asset related to goodwill $ 648.0 (119.6) $ 546.7 (52.9) Return on average assets Return on average tangible assets (non-GAAP) Return on average equity Return on average tangible common equity (non-GAAP) Fully Taxable Equivalent Yield on Earning Assets and Net Interest Margin: Interest income Add: impact of taxable equivalent adjustment 0.93% 0.99% 8.08% 10.29% 0.31% 0.38% 2.67% 3.61% $ 107.7 2.2 $ 164.4 5.9 Net interest income Add: impact of taxable equivalent adjustment $ 97.0 2.2 $ 146.3 5.9 Average earning assets Yield on earning assets $ 5,134.9 4.23% $ 4,353.3 3.78% Net interest margin 3.81% 3.36% 25 Net interest margin, fully taxable equivalent (non-GAAP)3.90%3.50% Yield on earning assets, fully taxable equivalent (non-GAAP)4.31%3.91% Net interest income, fully taxable equivalent (non-GAAP)$99.2$152.2 Interest income, fully taxable equivalent (non-GAAP)$109.9$170.3 Average tangible common equity (non-GAAP)$528.4$493.8 Average tangible assets (non-GAAP)$5,497.2$4,652.3 Net income adjusted for impact of core deposit intangible amortization expense, after tax$27.0$17.8 31-Dec-17 30-Jun-18

 

 


 

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Reconciliation of Non-GAAP Measures ($ in millions, except per share) Adjusted Financial Results As of and for the six months ended As of and for the year ended Adjustments to net income: Net income Adjustments (non-GAAP)(1) $ 26.0 6.3 $ 14.6 20.4 Adjustments to earnings per share: Earnings per share Adjustments (non-GAAP)(1) $ 0.83 0.20 $ 0.53 0.73 Adjustments to return on average tangible assets: Adjusted net income (non-GAAP)(1) Add: impact of core deposit intangible amortization expense, after tax Net income adjusted for impact of core deposit intangible amortization expense, after tax(1) Average tangible assets (non-GAAP) $ 32.3 1.0 $ 35.0 3.3 33.3 5,497.2 38.3 4,652.3 Adjustments to return on average tangible common equity: Net income adjusted for impact of core deposit intangible amortization expense, after tax(1) Average tangible common equity (non-GAAP) 33.3 528.4 38.3 493.8 (1) Adjustments: Non-interest expense adjustments: Acquisition-related Bonus accrual Total pre-tax adjustments (non-GAAP) Collective tax expense impact Deferred tax asset re-measurement $ 8.0 — $ 2.7 0.5 8.0 (1.7) — 3.2 (1.2) 18.4 26 Adjustments (non-GAAP) $6.3 $20.4 Adjusted return on average tangible common equity (non-GAAP) 12.71% 7.75% Adjusted return on average tangible assets (non-GAAP) 1.22% 0.82% Adjusted earnings per share - diluted (non-GAAP)(1) $1.03 $1.26 Adjusted net income (non-GAAP) $32.3 $35.0 31-Dec-17 30-Jun-18

 

 


 

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Reconciliation of Non-GAAP Measures (cont’d) ($ in millions, except per share) Adjusted Financial Results, continued As of and for the six months ended As of and for the year ended Adjustments to efficiency ratio: Efficiency ratio, FTE Adjustments (non-GAAP)(1) Efficiency ratio, FTE, adjusted for acquisition costs (non-GAAP) 67.93% 68.48% 66.97% Adjustments to non-interest expense: Non-interest expense Adjustments (non-GAAP)(1) Adjusted non-interest expense (non-GAAP) $ 102.0 8.0 $ 68.0 0.3 $ 136.7 3.2 94.0 67.7 - 133.5 (1) Adjustments: Non-interest expense adjustments: Acquisition-related Bonus accrual Total pre-tax adjustments (non-GAAP) Collective tax expense impact Deferred tax asset re-measurement $ 8.0 — $ 0.3 - $ 2.7 0.5 8.0 (1.7) — 0.3 (0.1) - 3.2 (1.2) 18.4 27 Adjustments (non-GAAP) $6.3 $0.2 $20.4 Non-interest expense to average assets, adjusted (non-GAAP) 3.38% 2.94% 2.97% 31-Dec-17 73.75% 8.0 68.80% 0.3 68.63% 3.2 30-Jun-18 30-Jun-17

 

 


 

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Reconciliation of Non-GAAP Measures (cont’d) ($ in millions, except per share) Tangible common equity calculations: Total shareholders' equity Less: goodwill and intangible assets, net Add: deferred tax liability related to goodwill $ 660.2 (125.8) 6.8 Tangible common book value per share Tangible common equity (non-GAAP) calculations: $ 541.2 30,726,789 Divided by: ending shares outstanding 28 Tangible common book value per share (non-GAAP) $ 17.61 Tangible common equity (non-GAAP) $ 541.2 30-Jun-18