form425.htm
Filed by NBT Bancorp Inc.
Pursuant to Rule 425 under the Securities Act of 1933 and
deemed filed pursuant to Rule 14a-12 under the Securities
Exchange Act of 1934
Subject Company:
Hampshire First Bank
SEC File No. 0-14703
1
NBT Bank Overview
NBT Bank Overview
November 21, 2011
3
• Established in 1856
• Assets of $5.5 Billion
– Among the 100 largest banks in the U.S.
– 1,660 Employees
• 1,365 in New York
• 249 in Pennsylvania
• 23 in Vermont
• 21 in Massachusetts
• One each in Kentucky and Nebraska
• 128 Branches
– 86 in New York
– 35 in Pennsylvania
– 3 in Vermont
– 4 in Massachusetts
• 165 ATMs
NBT Bancorp at a Glance
6
Vermont Regional Headquarters
7
Berkshire County Branch Acquisition
9
Strategic Vision
NBT Bancorp Inc. will strive to remain an independent
community-oriented financial service provider positioned to
take advantage of strategic growth opportunities. Stockholder
value will be enhanced by profitably serving our markets and
by offering our customers products and services that satisfy their
changing needs while building customer loyalty through
responsive and superior customer service.
We will cultivate a positive working environment that promotes
pride and teamwork while recognizing achievement. The
company will reward employees who think like owners and
exhibit the initiative necessary to ensure our growth and
continued success.
10
Strategic Roadmap
Vision
Values
Strategic
Focus
Areas
Budget
Incentive Plan
Business Plan
Performance Management Processes
11
NBT Bancorp Culture Survey Results
This company
cares
a great deal
about
customer
satisfaction.
I am proud to
work for this
company.
I understand
the
relationship
between my
job and the
company’s
direction and
goals.
% Favorable Responses
13
Our Peer Group
NAME
|
HQ CITY
|
STATE
|
TICKER
|
Berkshire Hills Bancorp, Inc.
|
Pittsfield
|
MA
|
BHLB
|
Community Bank System, Inc.
|
Dewitt
|
NY
|
CBU
|
First Commonwealth Financial Corporation
|
Indiana
|
PA
|
FCF
|
F.N.B. Corporation
|
Hermitage
|
PA
|
FNB
|
National Penn Bancshares, Inc.
|
Boyertown
|
PA
|
NPBC
|
Northwest Bancorp, Inc.
|
Warren
|
PA
|
NWBI
|
Provident New York Bancorp
|
Montebello
|
NY
|
PBNY
|
S&T Bancorp, Inc.
|
Indiana
|
PA
|
STBA
|
Susquehanna Bancshares
|
Lititz
|
PA
|
SUSQ
|
Tompkins Financial Corporation
|
Ithaca
|
NY
|
TMP
|
TrustCo Bank Corp NY
|
Glenville
|
NY
|
TRST
|
14
Net Interest Margin
Peer Group Comparison
Quarter Ended September 30, 2011
Source: Peer Press Releases
15
Return on Average Assets
Peer Group Comparison
Quarter Ended September 30, 2011
Source: Peer Press Releases
16
Return on Average Equity
Peer Group Comparison
Quarter Ended September 30, 2011
Source: Peer Press Releases
17
Allowance/Nonperforming Loans
Peer Group Comparison
Quarter Ended September 30, 2011
Source: Peer Press Releases
18
Loan Loss Reserve/Gross Loans
Peer Group Comparison
Quarter Ended September 30, 2011
Source: Peer Press Releases
19
Nonperforming Loans/Loans
Peer Group Comparison
Quarter Ended September 30, 2011
Source: Peer Press Releases
20
Relative Average Ranking
Quarter Ended September 30, 2011
Calculated using source data from Peer Press Releases
Ratios
|
Relative
Peer Ranking
|
Return on Average Equity
|
1
|
Return on Average Assets
|
4
|
Net Interest Margin
|
1
|
Allowance for Loan and Leases
to Total Loans
|
4
|
Nonperforming Loans to Total Loans
|
3
|
Allowance for Loan and Leases
to Nonperforming Loans
|
3
|
NBTB Average Ranking
|
2.67
|
21
Relative Average Ranking
Quarter Ended September 30, 2011
Calculated using source data from Peer Press Releases
2.67
3.17
4.33
5.50
6.33
7.17
7.33
7.33
8.33
9.33
9.67
6.17
2
4
6
8
10
12
24
First in Customer Satisfaction
According to research conducted by
the American Customer Satisfaction
Index™ (ACSI) during the third
quarter of 2010,we scored the highest
rating in customer satisfaction versus
the largest U.S. retail banks.
25
Three-Year Comparative Returns
For the period from September 30, 2008 to September 30, 2011
Source: Bloomberg
26
Ten-Year Comparative Returns
For the period from September 30, 2001 to September 30, 2011
Source: Bloomberg
28
1) Employees
2) Customers
31
Hampshire First Bank & NBT
• Strong, shared commitment to:
– Community banking
– Exceptional customer service
• HFB will gain access to additional resources and
continued ability to leverage local knowledge and
decision making in its market area
• Extension of NBT Bank’s footprint to New Hampshire
fits well with recent strategic growth in New England:
– Organic expansion in northwestern Vermont
– Acquisition of four new branches last month in Berkshire
County, Massachusetts
32
Merger/Conversion Process
• Next Steps
– Gain additional understanding of HFB
• Organization
• Staff
• Markets
– Conversion team formation and kickoff
– Communications
• Employees (regular “Merger Update” newsletter)
• Customers
– Approval by regulators and HFB stockholders