EX-99.1 2 exh_991.htm EXHIBIT 99.1

Exhibit 99.1

CNOB May 2019 Investor Presentation

This presentation contains forward - looking statements . Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward - looking . These statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases . Accordingly, these statements are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed in them . Our actual results could differ materially from those anticipated in such forward - looking statements as a result of several factors more fully described under “Risk Factors” in our Annual Report on Form 10 - K, Item 1 A, filed with the Securities and Exchange Commission . Any or all of our forward - looking statements in this presentation may turn out to be inaccurate . The inclusion of this forward - looking information should not be regarded as a representation by us that the future plans, estimates or expectations contemplated by us will be achieved . We have based these forward - looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs . There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward looking statements including, but not limited to the risk factors described above and : ( 1 ) changes in general economic and financial market conditions ; ( 2 ) changes in the regulatory environment ; ( 3 ) economic conditions generally and in the financial services industry ; ( 4 ) changes in the economy affecting real estate values ; ( 5 ) our ability to achieve loan and deposit growth ; ( 6 ) the completion of our future acquisitions or business combinations and our ability to integrate the acquired business into our business model ; ( 7 ) projected population and income growth in our targeted market areas ; and ( 8 ) volatility and direction of market interest rates and a weakening of the economy which could materially impact credit quality trends and the ability to generate loans . All forward - looking statements are necessarily only estimates of future results and actual results may differ materially from expectations . You are, therefore, cautioned not to place undue reliance on such statements which should be read in conjunction with the other cautionary statements that are included elsewhere in this presentation . Further, any forward - looking statement speaks only as of the date on which it is made and we undertake no obligation to update or revise 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 . Forward Looking Statements

About ConnectOne Bancorp, Inc. o Client first and sense of urgency in every business decision from the top of organization to the bottom Strong Culture Founded in 2005 to capitalize on poor customer service offered to middle market clients by other institutions $ 6.0 Billion in Total Assets ConnectOne is a high growth, high performing commercial bank serving the New York & New Jersey metro market 3 o One of the most efficient banks in the U.S. due to structure, leveraging of technology & operating philosophy Best - in - Class Efficiency o 90% of loan portfolio o 65% of deposit base Commercial Focus

Strong Franchise, Attractive Markets Strategically placed offices throughout NY/NJ metro area 4 The market we operate in accounts for approximately $2.5 trillion of the $19 trillion United States GDP Market is largely dominated by the largest institutions in the country, leaving tremendous opportunity for banks catering to middle market businesses Expansion in the New York Market Densely populated, lucrative markets Strong demand for personalized service among small to mid - sized business owners o Represents approximately 25% of our balance sheet o Office additions in New York located in Manhattan, Long Island, and Astoria, Queens expand reach o Recent acquisition provides immediate presence in Hudson Valley Diverse economy provides numerous avenues for revenue expansion, while also insulating from severe economic downturns

Expansion Through M&A Acquisition of Greater Hudson Bank 5 Completed transaction on January 2 nd and integrated systems less than 30 days after closing Transaction added approximately $375 million in loans and $425 in deposits Demonstrates ConnectOne’s expertise as a skilled acquiror - CNOB Branches - GHDS Branches Bronx Richmond Hudson Bergen ConnectOne Focus Market During first quarter, ~75% of cost savings were realized – without any contemplated branch closures Value - add transaction. Many benefits realized • Loan - to - Deposit ratio improved • CRE concentration reduced • Net interest margin strengthened • Upward trajectory of TBV per share continued o Deepens geographic representation within our defined 75 - mile radius Complimentary Markets

BoeFly is a New York City/Boston based privately held FinTech company. With dynamic patented technology, BoeFly helps connect small to mid - sized businesses with professional loan brokers and lenders across the US. 6 Expansion Through M&A (cont.) Acquisition of BoeFly BoeFly will operate as a separate, independent division • Mike Rozman, BoeFly’s current CEO will lead ConnectOne’s Boefly division which will continue to operate and grow as an independent marketplace ConnectOne will become one of the partners in the BoeFly network of lenders Builds fee revenue & allows ConnectOne to jumpstart recently established SBA division Establishes digital loan origination platform

BoeFly Acquisition Turnkey SBA Lending Platform Incentive - Driven Structure Limited Downside Exposure Attractive Projected Return Profile Seasoned Team Scarcity Value Speed to Market vs. Building Internally ▪ Provides gain on sale and/or other noninterest revenue, as well as healthy spread income ▪ Minimal upfront cost with incentive structure to align future success ▪ L imited operating costs, no credit exposure purchased ▪ Low purchase price, strong revenue potential ▪ Team has extensive experience in SBA and franchise lending along with building digital lending platforms ▪ No other turnkey platform is currently available for acquisition in this valuation range ▪ Can leverage existing team experience and technology from Day 1 The Transaction: The Target: Entry into Fintech 7

High Operating* Performance ROAA ROATCE NIM Efficiency Ratio 8 * Excludes the impact of charges related to the Bank's taxi medallion portfolio and non - operating items including net gains on sal es of securities, merger expenses, deferred tax valuation charge, and tax benefits on employee share - based awards. See appendix for a reconciliation of GAAP and non - GAAP measures. 1.39% 41.7% 3.26% 15.7% 9.1% Trailing 12 Month Return Metrics T1 Leverage Ratio

$10.51 $11.96 $13.01 $14.42 $14.67 12/31/15 12/31/16 12/31/17 12/31/18 3/31/19 Tangible Book Value Per Share Proven Growth & Performance 9 Dollars in billions, except for per share data $3.3 $3.8 $4.1 $4.6 $3.6 $4.2 $4.5 $5.0 $4.4 $5.1 $5.5 $ 6.0 12/31/16 12/31/17 12/31/18 3/31/19 Deposits Loans Assets

Investments in technology enhance our deposit & loan gathering abilities Reflects structural uniqueness of ConnectOne Peer* Median: $8 MM We are ~2.5x peer median for: o Deposits per branch office o Loans per branch office o A ssets per branch office Efficient Banking Model One of the Best Efficiency Ratios in the Industry 43% Operating Efficiency Ratio 1) $ 17 MM Assets Per Employee 2.5X Locations utilize technology to serve as “business hubs” supporting clients beyond geographic footprint 1) 1 st Quarter 2019. Non - GAAP measure, see appendix for a reconciliation of GAAP and non - GAAP measures . * Peer group includes banks and thrifts between $1.0B and $7.5B in assets located in Northeast and Mid - Atlantic regions. Median reflects the most recent 5 quarters of reported results. Data sourced from SNL Financial. Investments in digital banking and FinTech solutions allow ConnectOne to scale efficiently 10

11 Diversified Loan Portfolio As of 3 /31/19 - $5.0 Billion * Based on internal classifications Type Balance Percentage Type Balance Percentage CRE - Other / Misc $302 Warehouse / Industrial $106 CRE - Retail 284 OOC - Retail 104 CRE - Warehouse / Industrial 144 OOC - Office 77 CRE - Land Loan for Future Development 126 OOC - Office / Warehouse or Mixed Use 67 CRE - Office 120 OOC - Other 39 CRE - Mixed Use 97 Total CRE - Owner Occupied 393 CRE - Land Loan (Land Only ) 22 Total CRE - Non - Owner Occupied 1,095 C&I - Service 319 C&I - CRE 168 Construction - Multifamily 250 Commercial - Schools 167 Construction - 1 to 4 Family 209 C&I - Contactors 165 Construction - Other 88 C&I - Other 105 Total Construction 547 C&I - Transportation 43 Total CRE - Other $1,642 C&I - Distribution 38 C&I - Residential 1 to 4 Family 28 Multifamily - 25 to 64 units $602 Total C&I 1,033 Multifamily - 10 to 24 unit 415 Total Business Loans $1,426 Multifamily - 100 units or more 284 Multifamily - 64 units to 99 units 159 Residential - 1st Lien $276 Multifamily - 5 to 9 units 127 Home Equity and Other 45 Total Multifamily $1,587 Total Residential $321 Other CRE 33% Business Loans 28% Multifamily 32% Residential/ Consumer 7 %

C&I C&I Loan Portfolio 12 Technology & Infrastructure Improvements focus on keeping best - in - class service with the pace of work our clients are accustomed to at ConnectOne 25 + Team Members Key hires with focused C&I specialties Note: excludes taxi medallion loans Niche Markets Added capabilities to further serve our niche market segments $MM $469 $554 $735 $897 $984 12/31/15 12/31/16 12/31/17 12/31/18 3/31/19

13 Maintaining a Strong Credit Culture o Disciplined LTV & DSC standards o Loan origination process supported by specialized teams of credit analysts o High quality direct commercial lending o No reliance on participations or wholesale loan purchases o Prudent growth Comprehensive underwriting standards and processes Lending within geographic footprint Multi - faceted stress testing Continued focus on loan monitoring o NY/NJ metro market economically strong and diverse o Every loan tested during underwriting process o Quarterly modeling performed in conjunction with ALCO processes o Annual third - party testing conducted on approximately two - thirds of the portfolio o Team of portfolio managers and loan workout specialists

Deposit Franchise 14 Deposit Composition 3 /31/2019 Total Deposits $4.6 billion 2019 YTD Cost of Total Deposits 1.36% $- $500 $1,000 $1,500 $2,000 $2,500 $3,000 $3,500 $4,000 $4,500 $5,000 Year Ended 2016 Year Ended 2017 Year Ended 2018 Quarter Ended 3/31/19 Average Total Deposits CAGR 19% $- $100 $200 $300 $400 $500 $600 $700 $800 $900 Year Ended 2016 Year Ended 2017 Year Ended 2018 Quarter Ended 3/31/19 Average Demand Noninterest - Bearing CAGR 13% Demand interest - bearing 20% Money Market 25% Savings 4% Time 33% Demand n oninterest - b earing

15 Business Generation Experienced CRE Lenders & Support Staff o Focus towards owner - occupied lending Broadening Focus on C&I B y Building Business Niches o Independent Schools Division o ~40% of New Jersey Independent Schools are clients o Opportunities for expansion into NY, PA & CT o Municipal Deposits o Among top 10 banks in New Jersey holding municipal deposits (based on deposit balance) o Law Firms o Newly established Escrow Division – attractive DDA capture o New Offices o For expanded reach Building Our Residential Lending Portfolio o High net worth residential markets supported by strong NYC economy Building a Cash Management Enterprise o Hiring seasoned specialists o State of the art products & services Technology o Utilizing technology and online tools as an avenue for business generation

Strongly capitalized o 8.83% TCE holding company o 10.43% leverage at bank o 12.47% total risk based at bank ROATCE target 15% Stock buyback recently announced and commenced in 1 st q uarter of 2019 Capital Allocation & Philosophy 16 Increased quarterly cash dividend to $0.09 per share. Payout ratio below 20%.

Strategy & Vision Continued Growth The Company remains well - positioned to execute Achieving Prudent Growth 17 Increasing & Expanding Commercial Client Relationships Expanding Our Presence in the New York & New Jersey Metro Market Maintaining Best in Class Efficiency Continuing Branch Rationalization & Transformation Strategy Continuing to Enhance Digital Channels Remaining Opportunistic Around M&A Opportunities

“ ,, ,, ConnectOne Bank was our recipe for success! Their responsive and creative management team offered us all the necessary ingredients to expand and serve our community of chefs, restaurants & food lovers. “ Client Testimonials 18 President | James Beard Foundation Susan Ungaro “ ,, The responsiveness and general business acumen of the Executive Management and Client Service teams is unparalleled. I can’t imagine a better bank to partner with to grow our firm. The ConnectOne team responds to client needs with a sense of urgency. The ability to craft timely, custom solutions is extremely valuable in our line of business. Bart Mongelli, ESQ DeCotiis, Fitzpatrick & Cole, LLP They understand construction, from the Chairman to the lending team. This has allowed us to fast track our projects in order to meet the current strong market. “ ,, Ken Hollenbeck Managing Partner | Scarini & Hollenbeck, LLC Joe Cotter Natural Resources

19

20 Appendix

Commercial Real Estate Lending Focus 21 o ConnectOne has maintained high levels of CRE concentration for an extended period of time o Our combination of strong organic growth and sound asset quality is our hallmark o We continue to focus on loan diversification – Concentration mitigated by acceleration of our C&I capabilities o Risk management is a center piece of our strategy – Our policies and procedures have stood up to regulatory scrutiny o ConnectOne and Legacy ConnectOne regulated by the FDIC and NJ DOBI over the last 13+ years 405% 398% 443% 376% 372% 110% 133% 125% 98% 104% 0% 100% 200% 300% 400% 500% 600% 2015 2016 2017 2018 1Q 2019 CRE as a Percentage of Total Risk Based Capital CRE Construction

Credit Quality 22 1.27% 0.99% 1.36% 0.99% 0.95% 0.42% 0.42% 0.46% 0.44% 0.34% 0.99% 0.96% 0.99% 0.95% 0.79% 0.00% 0.50% 1.00% 1.50% 2.00% 2.50% 3.00% 3/31/18 6/30/18 9/30/18 12/31/18 3/31/19 NPAs/Total Assets (excluding taxi) NPAs/Total Assets

Loan Funding Metrics 23 Trailing Quarterly Loan Fundings Note: First Quarter 2019 includes Greater Hudson. Rate excludes impact of purchase accounting adjustments. $323 $357 $316 $374 $759 $255 $245 $214 $295 $327 $68 $112 $102 $79 $432 4.74% 4.98% 5.27% 5.47% 5.53% 0.00% 0.75% 1.50% 2.25% 3.00% 3.75% 4.50% 5.25% $- $100 $200 $300 $400 $500 $600 $700 $800 $900 $1,000 1Q 2018 2Q 2018 3Q 2018 4Q 2018 1Q 2019 Gross Loan Fundings Loans Paid Off Net Growth Average Funding Rate $ MM

Appendix Reconciliation of GAAP and non - GAAP measures 24 Mar. 31, Dec. 31, Sept. 30, June 30, Mar. 31, Trailing Twelve 2019 2018 2018 2018 2018 Months Reconciliation of GAAP Earnings to Adjusted Earnings: Net income 11,635$ 18,672$ 19,902$ 17,527$ 4,251$ 67,736$ Merger expenses (after taxes) 5,597 739 297 19 - 6,652 Net gains on sale of securities available-for-sale (after taxes) (6) - - - - (6) Deferred tax valuation charge/adjustment - - (1,408) - - (1,408) Tax benefit on employee share-based awards (ASU 2016-09) (20) (223) (297) (49) (541) (589) Provision related to taxi medallion loans (after taxes) - - - - 13,430 - Net income-adjusted 17,206$ 19,188$ 18,494$ 17,497$ 17,140$ 72,385$ Weighted average diluted shares outstanding 35,309,503 32,378,739 32,319,060 32,321,150 32,238,048 33,071,993 Diluted EPS (GAAP) 0.33$ 0.58$ 0.61$ 0.54$ 0.13$ Diluted EPS-adjusted (Non-GAAP) (1) 0.49 0.59 0.57 0.54 0.53 Return on Assets Measures Net income-adjusted 17,206$ 19,188$ 18,494$ 17,497$ 17,140$ 72,385$ Average assets 5,909,061$ 5,261,493$ 5,186,173$ 5,104,661$ 5,088,823$ 5,363,082$ Less: average intangible assets (162,814) (147,741) (147,883) (148,046) (148,215) (151,569) Average tangible assets 5,746,247$ 5,113,752$ 5,038,290$ 4,956,615$ 4,940,608$ 5,211,512$ Return on avg. assets (GAAP) 0.80 % 1.41 % 1.52 % 1.38 % 0.34 % 1.30 % Return on avg. assets-adjusted (non-GAAP) (2) 1.18 1.45 1.41 1.37 1.37 1.39 Three Months Ended (dollars in thousands, except for per share data) 24

25 Appendix Reconciliation of GAAP and non - GAAP measures (cont.) Mar. 31, Dec. 31, Sept. 30, June 30, Mar. 31, Trailing Twelve 2019 2018 2018 2018 2018 Months Return on Equity Measures Net income-adjusted 17,206$ 19,188$ 18,494$ 17,497$ 17,140$ 72,385$ Average common equity 680,168$ 606,378$ 590,128$ 574,992$ 575,029$ 612,652$ Less: average intangible assets (162,814) (147,741) (147,883) (148,046) (148,215) (151,569) Average tangible common equity 517,354$ 458,637$ 442,245$ 426,946$ 426,814$ 461,082$ Return on avg. common equity (GAAP) 6.94 % 12.22 % 13.38 % 12.23 % 3.00 % 11.06 % Return on avg. common equity-adjusted (non-GAAP) (3) 10.26 12.55 12.43 12.21 12.09 11.82 Return on avg. tangible common equity (non-GAAP) (4) 9.33 16.24 17.95 16.58 4.15 11.06 Return on avg. tangible common equity-adjusted (non-GAAP) (5) 13.69 16.69 16.68 16.55 16.40 15.70 Efficiency Measures Total noninterest expenses 28,062$ 18,324$ 18,130$ 17,061$ 16,939$ 81,577$ Amortization of core deposit intangibles (364) (144) (145) (169) (169) (822) Merger expenses (7,562) (936) (375) (24) - (8,897) Foreclosed property expense 1 (8) (196) (11) (51) (214) Operating noninterest expense 20,137$ 17,236$ 17,414$ 16,857$ 16,719$ 71,644$ Net interest income (tax equivalent basis) 45,523$ 40,678$ 40,444$ 39,409$ 38,610$ 166,054$ Noninterest income 1,738 1,573 1,272 1,341 1,287 5,924 Net gains on sale of securities available-for-sale (8) - - - - (8) Operating revenue 47,253$ 42,251$ 41,716$ 40,750$ 39,897$ 171,970$ Operating efficiency ratio (non-GAAP) (6) 42.6 % 40.8 % 41.7 % 41.4 % 41.9 % 41.7 % Three Months Ended (dollars in thousands)

26 Appendix Reconciliation of GAAP and non - GAAP measures (cont.) Mar. 31, Dec. 31, Sept. 30, June 30, Mar. 31, 2019 2018 2018 2018 2018 Capital Ratios and Book Value per Share Common equity 682,395$ 613,927$ 594,871$ 578,557$ 564,266$ Less: intangible assets (162,747) (147,646) (147,791) (147,936) (148,104) Tangible common equity 519,648$ 466,281$ 447,080$ 430,621$ 416,162$ Total assets 6,048,976$ 5,462,092$ 5,368,641$ 5,275,368$ 5,158,368$ Less: intangible assets (162,747) (147,646) (147,791) (147,936) (148,104) Tangible assets 5,886,229$ 5,314,446$ 5,220,850$ 5,127,432$ 5,010,264$ Common shares outstanding 35,432,468 32,328,542 32,238,264 32,184,047 32,175,233 Common equity ratio (GAAP) 11.28 % 11.24 % 11.08 % 10.97 % 10.94 % Tangible common equity ratio (non-GAAP) (7) 8.83 8.77 8.56 8.40 8.31 Regulatory capital ratios (Bancorp): Leverage ratio 9.12 % 9.34 % 9.15 % 8.93 % 8.65 % Common equity Tier 1 risk-based ratio 9.68 9.75 9.50 9.33 9.14 Risk-based Tier 1 capital ratio 9.78 9.86 9.61 9.44 9.25 Risk-based total capital ratio 12.80 13.15 12.94 12.81 12.66 Regulatory capital ratios (Bank): Leverage ratio 10.43 % 10.78 % 10.64 % 10.43 % 10.20 % Common equity Tier 1 risk-based ratio 11.18 11.37 11.18 11.02 10.91 Risk-based Tier 1 capital ratio 11.18 11.37 11.18 11.02 10.91 Risk-based total capital ratio 12.47 12.75 12.57 12.42 12.31 Book value per share (GAAP) 19.26$ 18.99$ 18.45$ 17.98$ 17.54$ Tangible book value per share (non-GAAP) (8) 14.67 14.42 13.87 13.38 12.93 As of (dollars in thousands, except for per share data)

27 Appendix Reconciliation of GAAP and non - GAAP measures (cont.) Mar. 31, Dec. 31, Sept. 30, June 30, Mar. 31, Trailing Twelve 2019 2018 2018 2018 2018 Months Net Interest Margin Average interest-earning assets 5,522,934$ 4,941,425$ 4,856,678$ 4,771,523$ 4,799,453$ 5,021,091$ Net interest income (tax equivalent basis) 45,523$ 40,678$ 40,444$ 39,409$ 38,610$ 166,054$ Impact of purchase accounting fair value marks (1,233) (148) (195) (680) (240) (2,256) Adjusted net interest income (tax equivalent basis) 44,290$ 40,530$ 40,249$ 38,729$ 38,370$ 163,798$ Net interest margin (GAAP) 3.34 % 3.27 % 3.30 % 3.31 % 3.26 % 3.31 % Adjusted net interest margin (non-GAAP) (9) 3.25 3.25 3.29 3.26 3.24 3.26 Three Months Ended

28 Appendix Reconciliation of GAAP and non - GAAP measures (cont.) Mar. 31, Dec. 31, Sept. 30, June 30, Mar. 31, 2019 2018 2018 2018 2018 Asset Quality Nonaccrual taxi medallion loans 27,287$ 28,043$ 28,482$ 28,944$ 29,405$ Nonaccrual loans (excluding taxi medallion loans) 20,393 23,812 24,533 20,771 20,631 Other real estate owned - - - 1,076 1,076 Total nonperforming assets 47,680$ 51,855$ 53,015$ 50,791$ 51,112$ Performing troubled debt restructurings 8,191$ 9,532$ 11,243$ 12,827$ 14,349$ Allowance for loan losses ("ALLL") 36,858$ 34,954$ 34,749$ 33,594$ 32,529$ Loans receivable 4,972,651$ 4,541,092$ 4,462,487$ 4,360,854$ 4,202,679$ Less: taxi medallion loans 28,911 28,043 28,482 28,944 29,405 Loans receivable (excluding taxi medallion loans) 4,943,740$ 4,513,049$ 4,434,005$ 4,331,910$ 4,173,274$ Nonaccrual loans (excluding taxi medallion loans) as a % of loans receivable (excluding taxi medallion loans) 0.41 % 0.53 % 0.55 % 0.48 % 0.49 % Nonaccrual loans as a % of loans receivable 0.96 1.14 1.19 1.14 1.19 Nonperforming assets as a % of total assets 0.79 0.95 0.99 0.96 0.99 Nonperforming assets (excluding taxi medallion loans) as a % of total assets 0.34 0.44 0.46 0.42 0.42 ALLL as a % of loans receivable 0.74 0.77 0.78 0.77 0.77 ALLL as a % of nonaccrual loans (excluding taxi medallion loans) 180.7 146.8 141.6 161.7 157.7 ALLL as a % of nonaccrual loans 77.3 67.4 65.5 67.6 65.0 As of (dollars in thousands, except for per share data)

29 Appendix Reconciliation of GAAP and non - GAAP measures (cont.) (1) Represents adjusted earnings available to common stockholders divided by weighted average diluted shares outstanding. (2) Adjusted net income divided by average assets. (3) Adjusted earnings available to common stockholders divided by average common equity. (4) Earnings available to common stockholders excluding amortization of intangible assets divided by average tangible common equity. (5) Adjusted earnings available to common stockholders excluding amortization of intangible assets divided by average tangible common equity. (6) Operating noninterest expense divided by operating revenue. (7) Tangible common equity divided by tangible assets. (8) Tangible common equity divided by common shares outstanding at period-end. (9) Adjusted net interest margin excludes impact of purchase accounting fair value marks.