NBC Bancorp : Audited Financial Statements

NBC BANCORP, INC. AND SUBSIDIARY

Consolidated Financial Statements as of

December 31, 2021 and 2020

Together with

Independent Auditor's Report

NBC BANCORP, INC. AND SUBSIDIARY

TABLE OF CONTENTS

DECEMBER 31, 2021 AND 2020

	Page
INDEPENDENT AUDITOR'S REPORT	1 - 2
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheets	3
Consolidated Statements of Comprehensive Income	4
Consolidated Statements of Changes in Stockholders' Equity	5
Consolidated Statements of Cash Flows	6
Notes to Consolidated Financial Statements	7 - 38

432 North Franklin Street, #60

Syracuse, New York 13204

p [phone]

f [phone]

www.bonadio.com

INDEPENDENT AUDITOR'S REPORT

To the Board of Directors and Stockholders of

NBC Bancorp, Inc. and Subsidiary:

Opinion

We have audited the accompanying consolidated financial statements of NBC Bancorp, Inc. and Subsidiary, which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the related consolidated statements of comprehensive income, changes in stockholders' equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of NBC Bancorp, Inc. and Subsidiary as of December 31, 2021 and 2020, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinion

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of NBC Bancorp, Inc. and Subsidiary and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about NBC Bancorp, Inc. and Subsidiary's ability to continue as a going concern within one year after the date that the consolidated financial statements are available to be issued.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements, including omissions, are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

(Continued)

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ALBANY  •  BUFFALO  •  DALLAS  •  EAST AURORA  •  NY METRO AREA  •  ROCHESTER  •  RUTLAND, VT  •  SYRACUSE  •  UTICA

Auditor's Responsibilities for the Audit of the Financial Statements (Continued) In performing an audit in accordance with generally accepted auditing standards, we:

• Exercise professional judgment and maintain professional skepticism throughout the audit.
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of NBC Bancorp, Inc. and Subsidiary's internal control. Accordingly, no such opinion is expressed.
• Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about NBC Bancorp, Inc. and Subsidiary's ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the audit.

Syracuse, New York

February 28, 2022

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NBC BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2021 AND 2020

ASSETS		2021			2020
Cash and due from banks	$	7,790,079		$	8,097,034
Interest bearing deposits in other banks, less than 90 days		245,000			-
Federal funds sold		114,463			918,386
Total cash and cash equivalents		8,149,542			9,015,420
Interest bearing deposits in other banks		-			3,691,000
Debt securities available-for-sale, at fair value		152,794,631			109,421,425
Debt securities held-to-maturity (fair value of $15,193,507 and
$30,165,440, respectively)		15,193,507			30,165,440
Federal Reserve Bank stock		745,350			685,350
Federal Home Loan Bank stock		1,330,700			920,000
Loans, less allowance for loan losses of $3,539,809 and
$2,754,857, respectively		280,279,462			251,296,785
Premises, furniture and fixtures, net		5,395,358			5,552,014
Right of use asset		657,375			685,795
Foreclosed real estate		241,075			315,560
Other assets		2,139,768			1,756,126
Total assets	$	466,926,768		$	413,504,915
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest bearing deposit accounts	$	125,854,104		$	98,650,196
Interest bearing deposit accounts		278,557,255			261,077,798
Total deposits		404,411,359			359,727,994
Federal Home Loan Bank advances		22,500,000			15,000,000
Subordinated debentures		5,000,000			5,000,000
Lease liability		674,713			696,197
Accrued interest payable		3,107			13,809
Other liabilities		1,062,932			1,106,247
Total liabilities		433,652,111			381,544,247
STOCKHOLDERS' EQUITY:
Common stock, $5 par value; 473,239 shares
authorized, issued, and outstanding at
December 31, 2021 and 2020		2,366,195			2,366,195
Additional paid-in capital		17,491,445			17,491,445
Retained earnings		13,993,312			10,579,336
Accumulated other comprehensive (loss) income		(576,295)		1,523,692
Total stockholders' equity		33,274,657			31,960,668
Total liabilities and stockholders' equity	$	466,926,768		$	413,504,915
The accompanying notes are an integral part of these consolidated financial statements.
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