NBT Bancorp Inc. is a registered financial holding company incorporated in
the state of Delaware in 1986, with its principal headquarters located in Norwich,
New York.
The Companys business, primarily conducted through the Bank but also through
its other subsidiaries, consists of providing commercial banking and financial
services to customers in its market area, which includes central and upstate
New York, northeastern Pennsylvania, southern New Hampshire, western Massachusetts,
Vermont, and the greater Portland, Maine area. The Company has been, and intends
to continue to be, a community-oriented financial institution offering a variety
of financial services. The Companys business philosophy is to operate as a
community bank with local decision-making, principally in non-metropolitan markets,
providing a broad array of banking and financial services to retail, commercial,
and municipal customers. The financial condition and operating results of the
Company are dependent on its net interest income which is the difference between
the interest and dividend income earned on its earning assets, primarily loans
and investments, and the interest expense paid on its interest bearing liabilities,
primarily consisting of deposits and borrowings. Among other factors, net income
is also affected by provisions for loan losses and noninterest income, such
as service charges on deposit accounts, insurance and other financial services
fees, trust revenue, and gains/losses on securities sales, bank owned life insurance
income, ATM and debit card fees, and retirement plan administration fees as
well as noninterest expense, such as salaries and employee benefits, occupancy,
equipment, data processing and communications, professional fees and outside
services, office supplies and postage, amortization, loan collection and other
real estate owned expenses, advertising, FDIC expenses, and other expenses.
Like much of the nation, the market areas that the Company serves are still
experiencing economic challenges and volatility. A variety of factors (e.g.,
any substantial rise in inflation or rise in unemployment rates, decrease in
consumer confidence, adverse international economic conditions, natural disasters,
war, or political instability) may affect both the Companys markets and the
national market. The Company will continue to emphasize managing its funding
costs and lending and investment rates to effectively maintain profitability.
In addition, the Company will continue to seek and maintain relationships that
can generate noninterest income. We anticipate that this approach should help
mitigate profit fluctuations that are caused by movements in interest rates,
business and consumer loan cycles, and local economic factors.
NBT Bank, N.A.
The Bank is a full service commercial bank formed in 1856, which provides a
broad range of financial products to individuals, corporations and municipalities
throughout the central and upstate New York, northeastern Pennsylvania, western
Massachusetts, southern New Hampshire, Vermont, and the greater Portland, Maine
market areas.
Through its network of branch locations, the Bank offers a wide range of products
and services tailored to individuals, businesses, and municipalities. Deposit
products offered by the Bank include demand deposit accounts, savings accounts,
negotiable order of withdrawal ("NOW") accounts, money market deposit
accounts ("MMDA"), and certificate of deposit ("CD") accounts.
The Bank offers various types of each deposit account to accommodate the needs
of its customers with varying rates, terms, and features. Loan products offered
by the Bank include consumer loans, home equity loans, mortgages, small business
loans and commercial loans, with varying rates, terms and features to accommodate
the needs of its customers. The Bank also offers various other products and
services through its branch network such as trust and investment services and
financial planning and life insurance services. In addition to its branch network,
the Bank also offers access to certain products and services electronically
enabling customers to check balances, transfer funds, pay bills, view statements,
apply for loans and access various other product and service information. The
Bank provides 24-hour access to an automated telephone line whereby customers
can check balances, obtain account information, transfer funds, request statements,
and perform various other activities.
NBT Financial Services, Inc.
Through NBT Financial Services, the Company operates EPIC Advisors, Inc. ("EPIC"),
a retirement plan administrator. Through EPIC, the Company offers services including
retirement plan consulting and recordkeeping services. EPICs headquarters are
located in Rochester, New York.
NBT Holdings, Inc.
Through NBT Holdings, the Company operates NBT-Mang Insurance Agency, LLC ("Mang"),
a full-service insurance agency acquired by the Company on September 1, 2008.
Mangs headquarters are in Norwich, New York. Through Mang, the Company offers
a full array of insurance products, including personal property and casualty,
business liability and commercial insurance, tailored to serve the specific
insurance needs of individuals as well as businesses in a range of industries
operating in the markets served by the Company.
The Trusts
The Trusts were organized to raise additional regulatory capital and to provide
funding for certain acquisitions. CNBF Capital Trust I ("Trust I")
and NBT Statutory Trust I are Delaware statutory business trusts formed in 1999
and 2005, respectively, for the purpose of issuing trust preferred securities
and lending the proceeds to the Company. In connection with the acquisition
of CNB Bancorp, Inc., the Company formed NBT Statutory Trust II ("Trust
II") in February 2006 to fund the cash portion of the acquisition as well
as to provide regulatory capital. The Company raised $51.5 million through Trust
II in February 2006. The Company guarantees, on a limited basis, payments of
distributions on the trust preferred securities and payments on redemption of
the trust preferred securities. The Trusts are variable interest entities (VIEs)
for which the Company is not the primary beneficiary, as defined by Financial
Accounting Standards Board Accounting Standards Codification ("FASB ASC").
In accordance with FASB ASC, the accounts of the Trusts are not included in
the Companys consolidated financial statements.
Operating Subsidiaries of the Bank
The Bank has six operating subsidiaries, NBT Capital Corp., Broad Street Property
Associates, Inc., NBT Services, Inc., CNB Realty Trust, Alliance Preferred Funding
Corp., and Alliance Leasing, Inc. NBT Capital Corp., formed in 1998, is a venture
capital corporation formed to assist young businesses to develop and grow primarily
in the markets they serve. Broad Street Property Associates, Inc., formed in
2004, is a property management company. NBT Services, Inc., formed in 2004,
has a 44% ownership interest in Land Record Services, LLC. Land Record Services,
LLC, a title insurance agency, offers mortgagee and owners title insurance
coverage to both retail and commercial customers. CNB Realty Trust, formed in
1998, is a real estate investment trust. Alliance Preferred Funding Corp., formed
in 1999, is a real estate investment trust. Alliance Leasing, Inc. was formed
in 2002 to provide equipment leasing services.
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