Ballston Spa Bancorp, Inc. · OTC:BSPA
Ballston Spa Bancorp — Merger or Acquisition (September 2025)
10 slides from Ballston Spa Bancorp's merger presentation, Sep 24, 2025
Slide 1: Ballston Spa Bancorp, Inc. Merger with NBC Bancorp, Inc.
1 September 24, 2025 Ballston Spa Bancorp, Inc. Merger with NBC Bancorp, Inc.
Slide 2: Disclaimer: Caution Regarding Forward-Looking Statements
2 Disclaimer CAUTION REGARDING FORWARD-LOOKING STATEMENTS This communication may contain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements about the benefits of the proposed transaction, the plans, objectives, expectations and
Slide 3: Disclaimer: Additional Information and Where to Find It
3 Disclaimer ADDITIONAL INFORMATION AND WHERE TO FIND IT This communication is being made with respect to the proposed transaction involving Ballston Spa and NBC. This material is not a solicitation of any vote or approval of the Ballston Spa or NBC stockholders and is not a substitute for the joint
Slide 4: Combining Two Community Leaders in the Capital Region
4 Combining Two Community Leaders in the Capital Region NBC Bancorp, Inc. (8 Branches, 1 LPO) Ballston Spa Bancorp, Inc. (13 Branches) $1.1 $1.2 Billion Billion Loans Deposits Chris Dowd John Balli CEO CEO Ballston Spa NBC James Dodd James Conroy Caitlin McCrea Chief Financial Officer Chief Banking
Slide 5: Improved Projected Financial Performance
5 Improved Projected Financial Performance Pro Forma 2027E BSPA LTM NCXS LTM 92.2% 3.85% 1.00% 75.3% 2.84% 64.0% 2.30% 0.59% 0.16% Net interest margin ROAA Efficiency ratio Source: S&P Capital IQ Pro as of June 30, 2025. Pro forma information includes impact of purchase accounting adjustments. 5 Pro
Slide 6: Merger Transaction Highlights
6 Merger Transaction Highlights • Transformative merger of equals creating a more competitive financial institution in the Capital region • Highly complementary branch networks providing expanded coverage in the greater Albany market Strategic • Enhanced size and scale introduces higher lending limi
Slide 7: Merger Transaction Highlights
7 Merger Transaction Highlights • 100% stock-for-stock transaction • Fixed exchange ratio of 0.8065 Ballston Spa shares for each NBC share, based on relative tangible common equity contribution Consideration • Deal value of approximately $26.0 million, or $55.01 per NBC share & Ownership • Pro forma
Slide 8: Repositioning of Pro Forma Institution
8 Repositioning of Pro Forma Institution Conservatively modeling deposit run-off of 5% of NBC deposits between signing and Sale of approximately $80 million of closing, but will aggressively court residential mortgages for 100% of depositors and attempt to retain all estimated fair market value at c
Slide 9: Pro Forma Financial Impact
9 Pro Forma Financial Impact Estimated Financial Impact Earnings Impact $12.06 27.1% 13.2% 2027E 2027E EPS 2027E EPS accretion ROAE TBV Impact 23.2% ~ 5 years $70.87 Tangible book value Tangible book value Projected TBVPS at dilution(1)(2) earn back period (1) closing Pro Forma Capital 8.95% 13.08%
Slide 10: Strategic Benefits for all Stakeholders
1 Strategic Benefits for all Stakeholders 0 Strategic community bank merger with Potential for increased liquidity for a long-term focus on customers, shareholders with listing on the OTCQX communities, and employees following closing Meaningful representation from both Strong and competitive divide
Ballston Spa Bancorp — Merger or Acquisition (September 2025) on 6ix