Thank you for standing by, and welcome to the CrossFirst Bankshares M&A conference call. At this time, all participants are on a listen-only mode. After the speakers' presentations, there'll be a question-and-answer session. To ask a question at that time, please press star then one on your touchtone telephone. As a reminder, today's conference call is being recorded. I will now turn the conference over to your host, Ms. Heather Worley, Director of Investor Relations. Ma'am, you may begin. Good afternoon, and welcome to the CrossFirst Bankshares conference call concerning our plans to acquire Farmers & Stockmens Bank. Farmers & Stockmens Bank operates as Central Bank & Trust in Denver and Colorado Springs and as Farmers & Stockmens Bank in New Mexico. For today's call, we'll refer to them as Central. My name is Heather Worley, Director of Investor Relations, CrossFirst Bankshares. Before we begin, please be aware this call will include forward-looking statements, including the anticipated benefits of the proposed merger of the banks, projections of our post-closing financial and operating results, the expected completion and timing of the completion of the merger, and the combined company's plans, objectives, expectations, and intentions. These comments are based on our current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from these statements. Our forward-looking statements are as of the day of this call, and we do not assume any obligation or update or revise them except as required by law. Statements made on this call should be considered together with the risk factors identified in the related press release and other filings with the SEC. Finally, I will note that we are currently in a quiet period and will not be offering comments on our anticipated Q2 results on this call, nor will we take any questions related thereto. This afternoon's presentation will include strategic remarks regarding the transaction from Mike Maddox, President and CEO of CrossFirst Bankshares, and commentary on certain key financial details of the transaction from Ben Clouse, CFO of CrossFirst Bankshares. At the conclusion of our prepared remarks, our operator, Valerie, will facilitate a Q&A session. At this time, I'd like to turn the call over to Mike, who will begin on slide four of the presentation. Mike? Thank you, Heather. Good afternoon, and thank you for joining us today. Yesterday, we announced an agreement to acquire Farmers & Stockmens Bank from Central Bancorp, Inc. for approximately $75 million in an all-cash transaction. This is an exciting day for our company, and we look forward to welcoming Central's clients and employees to the CrossFirst team. Our combined company is projected to have $6.2 billion in assets and helps us expand our geographic footprint. This marks another step forward on our growth journey that has seen us expand into new markets over the last few years, and Colorado was previously identified as a dynamic growth market that fits our strategy. Our ability to successfully execute our growth strategy is linked closely with recruiting top-tier talent to lead our initiatives. After spending time with Scott Page and the Central leadership team, we realized immediately this was a good cultural fit. As the former president of CoBiz, Scott was accustomed to having a bigger balance sheet, and this transaction provides him more runway to add upside in the Colorado markets. We believe the cultural fit is the differentiator for successful M&A results, and we feel great about the integration of CrossFirst and Central with this leadership team. Beyond the current client base, we believe this transaction will provide further opportunities in these markets for continued growth like we've seen in our expansions to Dallas and Phoenix. This gives us a head start in the Colorado and New Mexico markets, so we can really hit the ground running. In terms of capabilities, this deal brings a private banking division that is ramping up quickly and a solid SBA team that we can leverage across our existing markets. As you will see on slide five of the investor presentation, we'll be acquiring a presence in New Mexico that brings $100 million of low-cost deposits. Overall, the bank has north of 50% in DDA balances and a 15 basis point cost of deposits. The terms of the transaction are pretty simple. It's an all-cash deal and is expected to close in the second half of 2022, subject to Central shareholder approval by the bank regulatory authorities, and other customary closing conditions. Fortunately, both companies utilize the same core operating system, and we expect the conversion to run smoothly as a result, with minimal distractions that tend to be a part of M&A conversion process. We believe this combination will benefit Central clients as we will be able to offer enhanced technology and additional products and services. This deal is immediately accretive for our shareholders, deploys a portion of our capital for growth, and the earn back is expected to be less than three years. Now I'll hand it over to Ben Clouse, who will cover the key financial details. Thanks, Mike, and good afternoon, everyone. On page seven, we outlined the pro forma numbers with an expected close later this year. As shown, we project the combined companies will have $6.2 billion in assets, $4.9 billion in loans, and $5.3 billion in deposits. Our pro forma risk-based capital ratio is projected to be over 12%. As outlined on page eight, the deal value is about $75 million, which is 1.63x tangible book. As Mike said, we anticipate an earn back of about 2.7 years. We completed diligence and feel good about the people, culture, and balance sheet. We did an extensive loan review with the help of an outside advisor, and we feel very comfortable with the portfolio. Going to slide 9, where we lay out our key assumptions. We think the 20% cost savings is conservative and allows for continued reinvestment for growth. Our anticipated deal costs are on the low side at $3 million after tax or around 4% of deal value. We expect a $4.5 million gross credit mark, which is about 1.4% of acquired loans. We expect a day two CECL reserve of $3.6 million based on our initial view of the split of PCD and non-PCD loans. The loan interest rate mark is expected to be about 1.5% or $4.9 million. Lastly, we anticipate a core deposit intangible of 2% of non-time deposits. Moving to slide 10 of the presentation, the pro forma metrics look great. We're expecting double-digit EPS accretion and less than a three year earn back, which we are pleased with given the all-cash deal structure. Lastly, this combination furthers our goal to deploy a portion of CrossFirst capital for growth. With that, we will ask our operator to open it up for questions. Thank you. Again, ladies and gentlemen, if you'd like to ask a question, please press star, then one on your touch tone telephone. Again, to ask a question, please press star then one. Our first question comes from Brady Gailey of KBW. Your line is open. Hey, good afternoon, guys. Hey, good afternoon, Brady. I wanted to start with, you know, adding in this franchise and these new markets. You know, how would you say it impacts kind of the longer-term growth outlook for CrossFirst? I know that in the near term, you're talking about 8%-10% growth, but will this dilute that growth or be beneficial to that growth? Or what's the impact there on the growth side? Well, Brady, we believe, long term, this will benefit our growth projections. Denver is a very dynamic market. We are very impressed with the team that's there. Much of the team has been at bigger banks and is used to calling on a larger customer. We believe with our balance sheet and capabilities, they're going to be able to expedite the growth there in Denver. You know, Colorado Springs continues to be a fast-growing market, and as Denver expands south, we think there'll be more and more opportunity there. Then the New Mexico franchise is really a broader area, geographic area, but very low-cost deposits. There's some ranching and ag-related, quite a bit of ag-related industry there that we believe that we can help bank. Hey, Brady, I would add to what Mike said, in particular to Denver, they while this obviously comes with some assets there, they have just barely started, you know, opening Denver in the middle of COVID, and we believe this will look a lot like Phoenix in terms of huge opportunity and a ramp-up for us. Okay. What's driving the uptick in EPS accretion from 2023- 2024? Is the target expected to be more profitable in those years? What's driving that uptick? Well, a couple things, but primarily, we expect incremental growth once we get through integration, get everything defined, and get our teams fully up and running. We expect growth will accelerate as well. I know looking at marks is really tough in this market. The 1.5% interest rate mark, you know, is that a fairly recent estimate on, you know, how big that mark will be? It is fairly recent. We've updated that a couple of times, Brady. You know, it's difficult for us to predict a close date. A couple things have to go into that estimate. One is a close date, one is what their portfolio will look like later this year compared to what it looks like now, and then what, of course, happens with rates. We try to be conservative, but there's obviously a lot of estimates that go into that. Yeah. Okay. All right, great. Well, thanks, and congrats on this deal. Thanks, Brady. Thank you. Yeah. Thank you. Thank you. Our next question comes from Michael Rose of Raymond James. Your line is open. Hey, good morning. Or good afternoon, everyone. There we go. Hey, thanks. A couple of questions. Maybe Mike, can you just kind of walk us through how this came about? It is pretty unique. Yeah. to see a cash transaction here. Understanding the CEOs, their previous experience with CoBiz. Can you just kind of walk us through how this happened and kind of what drew you all together? Thanks. Yeah, absolutely. You know, our model and our strategy is primarily an organic growth model. You know, so when we're looking at strategic markets that we would like to enter, you know, one of the first things we do is try to identify the top talent in each market, and then that's really where it starts. It was fortunate that I was introduced to Scott Page. I knew of Scott Page and his history and his reputation from his time at CoBiz. We were able to get together and really built a relationship and a friendship over time. After several meetings with Scott, he really recommended that I sit down and meet with Ron Johnson, the owner or one of the majority owners of Central. That's how the discussions began. As we got into the discussions, it was really apparent that Ron was at a point in his life and career that it was probably time to maybe partner with a larger organization. They're growing rapidly and the bank needed more capital, and Ron just felt like it was time to talk about a partnership. That's really how it began and how it evolved. That's very helpful. Thanks. I just had a question. You know, looks like they had a pretty decent wealth management business. Any reason as to why that wasn't included? Because I know one of the mandates is to obviously improve the revenue mix, and it looks like that would've helped. Just wanted to get some color there. Thanks. Yeah, good question. We talked a little bit about it. Ron, the owner of the bank, his background is really the wealth side of the business, and that's really where he spent a majority of his career. A lot of that wealth business is related to the families that were the majority owners of the bank. They weren't ready to part with the wealth business yet. They wanted to keep the wealth business, and that's why we bought the bank. Michael. Okay, fair enough. Mike, I was just gonna add, they're also keeping their trust company, so we're not acquiring that as well. Okay, great. Thank you. And then maybe if you can just expand upon, you know, some of the lending verticals that they're in, you know, SBA, agriculture, you know, et cetera, private banking. You know, what could that mean for you as we think about kind of a longer term? Maybe to Brady's question, are you assuming growth in those businesses that will help, you know, drive that higher EPS accretion in 2024? Thanks. Yeah. Michael, we do expect growth in those areas. The private banking team in Denver, in particular, came out of BBVA, and they have a very talented team that's put on quite a bit of growth in a short period of time, and we believe there's a lot more opportunity with that group. On the SBA side, we do a little bit of SBA. We're a preferred lender, and we have a four-person team here in Kansas City, but we really haven't scaled that line of business across our franchise. By this transaction, we're really picking up a seasoned SBA team, a lot of whom spent a lot of time at Wells Fargo and have been at bigger banks and are really longtime SBA lenders. We think we can scale that. We think that helps us with small business growth, and it's gonna help us from a compliance and CRA aspect as well as we continue to try to grow our small business banking groups. Okay. I'll hop back in the queue. Thanks for taking my question. Thank you. Thank you. Our next question comes from Jennifer Demba of Truist Securities. Your line is open. Thank you. Good afternoon. Does this transaction kinda complete the CrossFirst footprint, or would you envision expanding into more new markets in the future, either organically or through acquisition? I wouldn't say this completes our footprint. As I've talked about on a lot of our calls, Denver was a target market for us, and it really fills in the geographic gap between Phoenix and our legacy markets. We still believe we have a lot of opportunity to grow. There are other markets we're interested in and several in Texas. We're gonna continue to be opportunistic, but this will take our focus for a while, and we'll make sure we do a great job of integrating the Central team, you know. We're not done expanding forever. For right now, this will keep us busy. Can you just talk about, give any details, you can on the retention part for revenue producers and how many revenue producers are? Yeah. You know, Jen, I don't know if I have an exact number of revenue producers. You know, as you know, we're not in any of these markets, so all of the customer-facing folks are really important to us. We've made sure that we're gonna do everything we can to retain those teams. Yeah. I'd add, Jennifer, they have about 10-12 full-time lenders, which would obviously be revenue producers, and I'm not even counting the private banking folks there. I'd add to what Mike said, you know, we're taking the entire leadership team, right? All their market leaders, their SBA leader and private banking leader, which we think brings some very good continuity. Their key employees are under retention, of course, through close, and we have plans for retention incentives, of course, post-close as well. Scott Page will continue to oversee all those markets. Yeah. for us. Okay. Thank you. Our next question comes from Matt Olney of Stephens. Your line is open. Thank you. Good afternoon. Wanna dig more into the cost savings of the proposed transaction. I think it was stated in the materials it was 20% of the bank's 2023 estimated expense. Any more color you can add to that? Is there a specific dollar amount that you can detail? It's tough for me to find kinda what the expenses have been running at the bank more recently. Thanks. Sure, Matt. Thanks for the question. So their non-interest expense run rate for Central is about $18 million. Of that, there's about $5.5 million that's particular to their mortgage business, which we're still assessing how that would fold in. We're targeting 20% cost save on the remainder, which is about $2.5 million that will scale up. Our assumptions are 75% in the first year and the remainder in the second year. Got it. Okay. We talked around expectations for loan growth and balance sheet growth on the target. Can you be more specific as far as kinda what you're targeting within these financials? What type of balance sheet growth you're assuming over the next few years? Well, I'd start, and Mike, you of course, can add whatever you'd like. Matt, in general, I'd say we're targeting double-digit growth rates led by Denver, and we talked a little bit about Denver, as well as the significant SBA capabilities that they have and private banking capabilities that they have, again, akin to what we have seen in Phoenix because we believe they are just really at the tip of the iceberg in what they've been able to do so far. Yeah, we expect strong growth in particular out of the Denver market. You know, we on a percentage basis, well, its growth in Denver will probably be, you know, well north of 15%, as they get ramped up. We think there's very good opportunity for growth. Okay. Thanks for that. On the EPS accretion, I think you said 11.7% in 2023, assuming the full cost savings are phased in. How much of that should we think about being related to purchase accounting accretion from the various marks that were disclosed, versus outside of that purchase accounting accretion? Yeah. Let me put that in front of me, Matt, just a second. The vast majority, of course, is cost savings all in purchase accounting accretion, especially in that first year. We wouldn't expect to be particularly significant. You know, a lot of that has to be taken over multi years. Again, as I was saying to Brady, you know, some of those marks are pretty difficult to estimate at this point, and we did our best, and I think we tried to be conservative, but the vast majority of that will be cost savings versus purchase accounting accretion. Okay. I guess, just lastly, the share repurchase program, I think there's still authorization there that you guys have. Any updated thoughts around the buyback program? Is that something you would look to suspend given the pending M&A application hopefully pretty soon? Or is that something you feel comfortable you'd continue to be active on, if you saw the opportunity? Well, I'd say a couple things about that. One, we have been out of the market for several weeks because, you know, having inside information, of course, about this deal, we're precluded from trading. Now that it's been announced, we don't have any intention not to continue with our buyback. We have the capital to do both, you know, and then some, as Mike said. We'll continue to work against our mandate. Yeah, Brady, this doesn't really change our strategy as it relates to our view on the buyback. We'll continue to be opportunistic. Okay. Sounds good, guys. Congrats. All right. Thank you, Matt. Thanks. Thank you. I'm showing no further questions at this time. I'll just turn the call back over to Mike Maddox, President and CEO, for any closing remarks. Well, thank you. I really appreciate everybody joining us today. This is an exciting day for our company. We are very excited to partner with Central and all their employees. We're excited to work with the customer base out there. The Colorado markets, in particular, have been ones we've been focused on for a while. Really because of the cultural fit and the people fit, this really provides us a great opportunity and a jump-start. It helps us deploy some of our excess capital. We're getting a franchise with historically very strong credit quality and great talent. It really checks a lot of boxes for us, and we really believe it provides us a platform for further expansion. Thank you all again for joining us, and look forward to talking to you soon. Thank you. Ladies and gentlemen, this does conclude today's conference. Thank you all for participating. You may now disconnect. Have a great day.