IBERIABANK CORPORATION

(Exact name of Registrant as Specified in Charter)

Louisiana

0-25756

72-1280718

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

200 West Congress Street, LaFayette, Louisiana 70501

(Address of Principal Executive Offices)

(337) 521-4003

Registrant’s telephone number, including area code

NOT APPLICABLE

(Former name or former address, if changed since last report)

Item 9.

Regulation FD Disclosure

•

Background

•

Growth Features

•

Risk/Return Features

•

Investment Perspective

•

Summary

•

One Of Oldest Banks In LA - March 12, 1887

•

Mutual Thrift Until IPO In 1995

•

Converted To Bank Charter in 1997

•

Acquired Branches From FCOM in 1998

•

New Leadership Team In Place In Late 1999

•

New Strategic Direction Set 3 Years Ago

•

High Performance Expectations

•

$1.9 Billion One-Bank Holding Company

•

3^rd Largest Independent BHC In Louisiana

•

Market Capitalization Of Over $260 Million

•

39 Offices Serving Acadiana, New Orleans, and Northeast Louisiana

•

Excellent Geographic Diversification

•

Commercial Bank With A Relationship Focus

LA ($mm)

LA%Total

$

10,652

87

%

Louisiana BHCs:
Interested Elsewhere

9,171

10

%

4,266

78

%

Non-Louisiana BHCs:

3,291

12

%

Small Part of Franchise

1,406

100

%

IBKC:Uniquely Louisiana

1,371

5

%

1,206

41

%

705

3

%

Below $500mm:
Drops Off Significantly

348

4

%

# of
Offices

Deps.
($mm)

Dep Mkt
Share

Mkt.
Rank

Total
Parish

12

$

398

16.1

%

2

$

2,463

4

298

31.4

%

1

949

2

34

5.9

%

8

583

1

10

2.7

%

7

373

2

28

4.4

%

9

644

21

769

15.3

%

1

5,012

21

980

19.5

%

1

8

143

8.5

%

4

1,684

2

54

10.3

%

5

524

10

197

8.9

%

5

2,209

6

201

3.6

%

9

5,555

2

28

0.4

%

14

7,859

8

229

1.7

%

10

13,414

•

Historically A West Bank Retail Franchise

•

Rapidly Expanding Commercial/High Net Worth Franchise

•

Tremendous Strategic Hires

•

Outstanding Advisory Board In Place

•

Branch Expansion – Pan American Life Building, Uptown (Prytania Street) In A Few Months, Additional Branches Will Follow

•

Taking Market Share In Loans And Deposits

Amount

% Group

% Total

28,800

13

%

3

%

93,798

42

%

9

%

101,002

45

%

10

%

223,600

100

%

22

%

Amount

% Group

% Total

219,280

54

%

22

%

122,799

30

%

12

%

9,432

2

%

1

%

55,354

14

%

6

%

406,865

100

%

41

%

Amount

% Group

% Total

47,969

12

%

5

%

132,939

32

%

13

%

233,119

56

%

23

%

414,027

100

%

41

%

20,631

5

%

2

%

Amount

% Total

110,084

73

%

39,798

26

%

478

0

%

150,360

100

%

Amount

% Total

435,027

35

%

361,478

29

%

242,520

20

%

194,340

16

%

1,233,365

100

%

Amount

% Total

954,763

77

%

172,184

14

%

106,417

9

%

1,233,364

100

%

•

FAS 142 Impact of $0.08 Per Quarter (Beginning 1Q02)

•

Strategic Hires In Each Market

•

Simplifying Product Set

•

New Telephone System

•

New Routers/Servers

•

New Desktops/Laptops

•

Distribution Additions And Improvements

•

Operational Staff Improvements

•

Set-Up Advisory Boards In Nearly All Markets

•

Continued Expense Management Discipline

12-31-2001

12-31-2002

$

12,963,000

$

6,610,000

$

5,816,636

$

2,111,000

0.91

%

0.42

%

1.11

%

0.78

%

$

11,117,000

$

13,101,000

1.16

%

1.25

%

0.86

1.98

1.60

3.02

0.44

%

0.44

%

1.20

1.52

-200 bps

-100 bps

Base Case

+100 bps

+200 bps

-5

%

-3

%

0

%

4

%

5

%

11

%

6

%

0

%

-4

%

-11

%

•

New ALCO/Budget/Forecast/FTP System

•

Limited Inherent Interest Rate Risk

•

Relatively Few Fixed Mortgages

•

Time Deposits Only 41% Of Total Deposits

•

Short Bond Portfolio (Slightly Over 2 Years)

•

No Material Extension Risk

•

No Airline Exposure

•

No Telecom Exposure

•

No High-Technology Exposure

•

No Broadly Syndicated Transactions

•

No REIT Subsidiaries

•

No Pension Plans (Only 401(k) And ESOP)

•

No Material MSRs

•

Focus: Core Profitability

•

13% to 15% ROE In 3-5 Years

•

Tangible Efficiency <50%

•

Annual Growth Throughout:

•

Loans: 7% to 10%

•

Deposits: 2% to 4%

•

EPS: Double-Digit

EPS Range

Act/Est.

% Change

$

2.10-2.15

$

2.12

+18

%

$

2.36-2.41

$

2.36

+11

%

$

2.60-2.65

$

2.69

+14

%

$

2.93-2.98

$

3.02

+28

%

$

3.27-3.33

$

3.31

*

+10

%*

—  

$

3.67

*

+11

%*

Southern
BHCs
Average

IBERIABANK
Corporation

Variance/
Premium/
(Discount)

12

%

60

%

48

%

1.4

8.0

6.6

38

%

75

%

37

%

57

%

25

%

-32

%

6

%

0

%

-6

%

10.6

%

10.3

%

0

%

17.0

13.1

-23

%

14.1

12.0

-15

%

12.5

10.8

-14

%

1.70

1.59

-6

%

13.3

7.1

-47

%

0.90

%

1.23

%

0.33

%

10.92

%

13.29

%

2.37

%

•

STI-RH: “Outperform”

•

Stephens: “Overweight - Improving”

•

Stifel Nicolaus: “Buy”

•

Friedman Billings: “Outperform”

•

Midwest Research: “Buy”

•

KBW: “Outperform”

•

Morgan Keegan: “Market Perform”

•

Sterne Agee: “Hold”

•

Large Bank Resources & Small Bank Agility

•

Relationship Focused - Taking Market Share

•

Reducing Risk Posture; Balanced Growth

•

Turnaround - On Target – 3 Years Into Plan

•

EPS/Stock Price Growth - Shareholder Focus

•

Building A Solid Platform For Future Growth

•

Momentum Continues To Build In Each Market

•

Exceptional Acquisition

•

Trade Area Of About 600,000

•

Record Retail Sales In 2001 & 2002

•

Record Home Sales In 2001 & 2002

•

Construction – 3rd Best Year

•

Lafayette Unemployment Rate = 4.1% (4th)

•

Lafayette Had Largest Job Growth In The State

•

3rd Highest Per Capita Income In The State (2000)

•

Inc. Magazine: 13th Best US City To Start/Grow Business

•

Milken Institute: 44th In Relative Output Growth in 1990’s

•

Trade Area Of About 300,000

•

Regional Hub For Commerce, Health Care, Transportation

•

Major Employers: Chase Manhattan Mtg., State Farm, CenturyTel

•

Consistent, Steady Employment Performance

•

Ouachita Parish Unemployment Rate = 4.5% (6^th); Lincoln Parish = 4.5% (7^th)

•

Ouachita – 12^th Highest Per Capita Income; Lincoln Parish – 24^th Highest in The State

•

Trade Area Of About 1.5 Million

•

Tourism Holding Up Well

•

Port; Strong Military Presence

•

Awarded Hornets NBA Team

•

Excellent Commercial Middle Market

•

Jefferson Parish Unemployment Rate = 4.4% (5^th); Orleans Parish = 6.0% (17^th)

•

Jefferson Parish Per Capita Income 2^nd Highest In The State; Orleans Parish is 6^th Highest

•

$313mm Savings Bank Founded In 1900

•

IPO In July 1996 At $12.00 (Symbol “ANA”)

•

Acquisition Completed February 28, 2003

•

5 Offices In Lafayette And New Iberia

•

ROA = 0.77%, ROE = 8.74%, Effic. Ratio = 70%

•

Mortgage Loans = 57% Of Total Loans, Time Deposits = 69% Of Total Deposits

•

Minimal Credit Risk And Interest Rate Risk

•

$39.38 In Value Per ANA Share

•

20% Cash / 80% Stock

•

One-Time Costs of $5-$6mm

•

Synergies of 50% of ANA Expense Base

•

New Corporate Headquarters In ANA Building

•

No Board Seats; Only One Contract (1-Year)

•

Accretive To Annual EPS Around 1%-To-2%, Excluding Merger Related Costs And 3%-To-4% On Cash EPS

•

Lower Tier 1 Leverage Ratio To 6.89%

•

Issued $10mm Trust Preferred

•

Repurchase Program Of 60,000-130,000 Shares

•

IRR In Mid-To-High Teens

•

Purchase Price Multiples:

•

Market-To-Book (And Tangible) = 166%

•

Price-To-12-Month Earnings = 19.2x

•

Deposit Premium = 11.5%

•

Premium Over Current Market = 66%

•

Compelling Synergies—Cross-town HQs

•

#1 Market Share With Excellent Distribution System

•

Excellent Returns For Shareholders Of Both Companies

•

Provides Diversity--Retail Shareholders

•

Excellent Asset Quality; Relatively Low Interest Rate Risk

•

Our View Of The Deal: Low Risk & Good Return

•

Issued $10 Million On November 15, 2002

•

30-Year Securities With 5-Year Call Feature

•

Issued At 325 Over 3-Month LIBOR

•

Swapped For 5 Years At 6.67% (Excluding Underwriting Costs)

•

Repurchase Program For 60,000 To 130,000 Shares To Eliminate Dilutive Impact of TRPs

•

Considered Tier 1 Capital For Regulatory Capital Calculations; No Shareholder Impact

1981

•

Trust Company Bank, Atlanta

Banking Officer, Corporate Banking

1983

•

First National Bank of South Carolina

Vice President, Commercial Lending Officer

1984

•

BB&T (North Carolina)

Vice President, Business Services Manager

Commercial Lending Officer

1985

•

FNB-Lafayette (First Commerce Corp.)

Executive Vice President, Corporate Banking Manager

1990

•

Rapides Bank & Trust (First Commerce Corp.)

President & CEO

1992

•

First National Bank of Commerce, New Orleans

Executive Vice President in charge of the commercial bank and mortgage banking groups.

Managed the strategic development for multiple businesses and had responsibility for other business lines and support functions.

1998

•

Bank One Louisiana

President and CEO New Orleans Region

1987

•

Wachovia Bank

Treasury Services Representative and Assistant Vice President

Vice President and Relationship Manager - Managed all aspects of bank relationships with Fortune 500 clients in Texas and Louisiana.

Loan Administration Manager - Managed the loan administration and credit policy functions for the Midwest and Chicago credit portfolios.

1996

•

First Commerce Corporation, New Orleans

Senior Vice President, Manager of Credit and Client Services - Re-engineered and managed consumer and commercial credit processes.

1998

•

Bank One Louisiana

Chief Credit Officer for the Commercial Line of Business in Louisiana

Capital Markets Specialist - Responsible for the sale of capital market products and served as corporate finance advisor to the bank’s client base.

Chartered Financial Analyst (CFA)

1983

•

BB&T (NC)

Senior Vice President and Manager of the Financial Planning Department

Responsible for mergers and acquisitions, strategic planning, and budgeting.

1993

•

First Commerce Corporation, New Orleans

Senior Vice President

Responsibilities included mergers and acquisitions, corporate finance, and President of Marquis Insurance Agency.

1997

•

Crestar Financial Corporation (VA)

Corporate Senior Vice President

Responsibilities included strategic planning, forecasting, and budgeting for the corporation.

Chartered Financial Analyst (CFA)

1973

•

First Commerce Corporation, New Orleans

Accounting Supervisor

1978

•

Reamco, Lafayette

Manager of Accounting

1980

•

American Bank, Lafayette

Vice President and Controller

1985

•

FNB-Lafayette (First Commerce Corp.)

Senior Vice President and Controller

1999

•

IBERIABANK

Senior Vice President and Controller

Certified Public Accountant (CPA)

1973

•

First National Bank of Commerce, New Orleans

Vice President and Controller - Managed the bank’s accounting, budgeting, planning, systems, and asset/liability management activities.

1983

•

First National Bank of Lafayette

Executive Vice President and Chief Financial Officer

Managed all financial and administrative areas, as well as Investments, Brokerage Services and Private Banking area.

1989

•

Rapides Bank & Trust Company

Executive Vice President - Managed all financial and administrative areas, Investments, Brokerage Services, Private Banking, as well as the Mortgage and Retail areas.

1991

•

First Commerce Corporation, New Orleans

Senior Vice President - Strategic Management Information Systems and Automation activities state-wide.

1997

•

Bank One Louisiana

Worked on various special acquisition related projects.

Certified Public Accountant (CPA)

IBERIABANK CORPORATION

DATE:  April 1, 2003

By:

/s/  DARYL G. BYRD

Daryl G. Byrd
President and Chief Executive
Officer