Ballston Spa Bancorp completes merger with NBC Bancorp; combined assets ~$1.3B

This filing

and (ii) $4.55 million of its floating rate junior subordinated debt securities due September 1, 2033 (collectively, the “Notes”).

Comparable filing

The Credit Agreement provides for (i) a senior secured first lien term loan facility in an aggregate principal amount of $500.0 million (the “Term Loan Facility”) and (ii) a senior secured first lien revolving credit facility in an aggregate principal amount of $100.0 million

This filing

and (ii) $4.55 million of its floating rate junior subordinated debt securities due September 1, 2033 (collectively, the “Notes”).

Comparable filing

up to $40,000,000 aggregate principal amount of the Series 2026-1 Variable Funding Senior Secured Notes, Class A-1

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and (ii) $4.55 million of its floating rate junior subordinated debt securities due September 1, 2033 (collectively, the “Notes”).

Comparable filing

(ii) an upsize to the Company's existing senior secured revolving credit facility from $400.0 million to $500.0 million

This filing

Effective on April 1, 2026, 12:01 a.m., Ballston Spa Bancorp, Inc., a New York corporation (the “Company”), completed its previously announced combination with NBC Bancorp, Inc., a New York corporation (“NBC”), pursuant to the Agreement and Plan of Merger, dated as of September 23, 2025 (the “Merger Agreement”), by and between the Company and NBC, pursuant to which NBC merged with and into the Company, with the Company as the surviving entity (the “Merger”).

Comparable filing

On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;

This filing

Effective on April 1, 2026, 12:01 a.m., Ballston Spa Bancorp, Inc., a New York corporation (the “Company”), completed its previously announced combination with NBC Bancorp, Inc., a New York corporation (“NBC”), pursuant to the Agreement and Plan of Merger, dated as of September 23, 2025 (the “Merger Agreement”), by and between the Company and NBC, pursuant to which NBC merged with and into the Company, with the Company as the surviving entity (the “Merger”).

Comparable filing

Revenue Code of 1986, as amended. Under the terms of the Merger Agreement, the Company acquired Cullgen in an all-stock transaction that valued Cullgen at approximately $300 million. At the effective time of the Merger (the “Effective Time”), each then outstanding share of Cullgen capital stock (the “Cullgen Capital Stock”), excluding shares of Cullgen

This filing

Effective on April 1, 2026, 12:01 a.m., Ballston Spa Bancorp, Inc., a New York corporation (the “Company”), completed its previously announced combination with NBC Bancorp, Inc., a New York corporation (“NBC”), pursuant to the Agreement and Plan of Merger, dated as of September 23, 2025 (the “Merger Agreement”), by and between the Company and NBC, pursuant to which NBC merged with and into the Company, with the Company as the surviving entity (the “Merger”).

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

This filing

Effective on April 1, 2026, 12:01 a.m., Ballston Spa Bancorp, Inc., a New York corporation (the “Company”), completed its previously announced combination with NBC Bancorp, Inc., a New York corporation (“NBC”), pursuant to the Agreement and Plan of Merger, dated as of September 23, 2025 (the “Merger Agreement”), by and between the Company and NBC, pursuant to which NBC merged with and into the Company, with the Company as the surviving entity (the “Merger”).

Comparable filing

On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.

This filing

and (ii) $4.55 million of its floating rate junior subordinated debt securities due September 1, 2033 (collectively, the “Notes”).

Comparable filing

On May 4, 2026, Contango Lucky Shot Alaska, LLC (“LSA”), a wholly-owned subsidiary of Contango Silver & Gold Inc. (“Contango” or the “Company”), entered into a purchase and sale agreement (the “Purchase Agreement”) and executed a promissory note (the “Promissory Note”) with Alaska Hardrock Inc. (“AHI”)