financial information is subjective in many respects and thus is susceptible to multiple interpretations and periodic revisions based on actual experience and business developments. The prospective financial information may also be affected by the parties’ ability to achieve strategic goals, objectives, and targets over the applicable periods. As such, these projections constitute forward-looking statements and are subject to risks and uncertainties, including the various risks set forth in the sections of this joint proxy statement/prospectus entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors.” The prospective financial information generally was not prepared with a view toward public disclosure or complying with GAAP, the published guidelines of the SEC regarding projections or the guidelines established by the American Institute of Certified Public Accountants for preparation and presentation of prospective financial information included below, nor have they expressed any opinion or any other form of assurance on such information or its achievability, and they assume no responsibility for, and disclaim any association with, the prospective financial information. This information was prepared solely for internal use and is subjective in many respects. Neither Mid Penn nor William Penn can provide any assurance that the unaudited prospective financial information and the underlying estimates and assumptions will be realized. In addition, since the unaudited prospective financial information covers multiple years, such information by its nature becomes subject to greater uncertainty with each successive year. Furthermore, the prospective financial information does not take into account any circumstances or events occurring after the date it was prepared. Neither party can give assurance that, had the unaudited prospective financial information been prepared as of the date of this document, similar estimates and assumptions would be used. Neither party intends to, and each disclaims any obligation to, make publicly available any update or other revision to the unaudited prospective financial information to reflect circumstances existing since its preparation or to reflect the occurrence of unanticipated events, even in the event that any or all of the underlying assumptions are shown to be in error, or to reflect changes in general economic or industry conditions. The unaudited prospective financial information does not take into account the possible financial and other effects on either Mid Penn or William Penn, as applicable, of the merger and does not attempt to predict or suggest future results of the surviving company. The unaudited prospective financial information does not give effect to the merger, including the impact of negotiating or executing the merger agreement, the expenses that may be incurred in connection with completing the merger, the potential synergies that may be achieved by the surviving company as a result of the merger, the effect on either Mid Penn or William Penn, as applicable, of any business or strategic decision or action that has been or will be taken as a result of the merger agreement having been executed, or the effect of any business or strategic decisions or actions which would likely have been taken if the merger agreement had not been executed, but which were instead altered, accelerated, postponed or not taken in anticipation of the merger. Further, the unaudited prospective financial information does not take into account the effect on either Mid Penn or William Penn, as applicable, of any possible failure of the merger to occur. Estimates for William Penn used by Mid Penn The following table presents certain estimates for William Penn’s total assets and net income available to common shareholders as of, or for the quarter ending, December 31, 2024 and as of or for the fiscal years ending, December 31, 2025, December 31, 2026 and December 31, 2027. The estimates were prepared by Mid Penn and were approved by Mid Penn for KBW’s use and reliance and were used by KBW at the direction of Mid Penn in the financial analyses performed in connection with KBW’s opinion as described in the section entitled “The Merger — Opinion of Keefe, Bruyette & Woods, Inc. to Mid Penn’s Board of Directors.” ($ Millions) As of or for the quarter ending December 31, As of or for the year ending December 31, 2024 2025 2026 2027 Net Income to Common Shareholders . . . . . . . . ($ 0.2) $1.4 $7.3 $11.8 Total Assets ............................. $ 812 $883 $989 $1,120 85
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