2 Forward-Looking Statements This presentation contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. Words or phrases such as "expect," "believe," "intend," "plan," "estimate," "may," "should," "will likely result," "will continue," "is anticipated," "estimate," "project" and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are subject to and involve known and unknown risks, uncertainties and other factors, which may cause actual results to be materially different from those indicated in the forward looking statements. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in forward looking statements: (1) the businesses of First Place and Northern Savings may not be combined successfully or such combination may take longer to accomplish than expected; (2) the cost savings from the merger may not be fully realized or may take longer to realize than expected; (3) operating costs, customer loss and business disruption following the merger, including adverse effects on relationships with employees, may be greater than expected; (4) governmental approvals of the merger may not be obtained, or adverse regulatory conditions may be imposed in connection with the governmental approvals of the merger; (5) the shareholders of Northern may fail to approve the merger; (6) changes in general economic conditions, which could affect the volume of loan originations, deposit flows and real estate values, credit quality trends; (7) changes in laws, regulations or policies by government or regulatory agencies, (8) fluctuations in interest rates, (9) change in the demand for loans in the market areas that First Place and Northern conduct their respective business, and (10) competition from other financial services companies in First Place's and Northern Savings' markets. These statements include, but are not limited to, statements about First Place's and Northern Savings' plans, objectives, expectations and intentions and other statements contained in this presentation that are not historical facts. First Place and Northern caution readers not to place undue reliance on any such forward- looking statements, which speak only as of the date made. First Place and Northern undertake no obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. This presentation does not constitute an offer of securities by either Northern Savings or First Place. In connection with the proposed transaction, a registration statement on Form S- 4 will be filed with the SEC. The registration statement will contain a proxy statement / prospectus to be distributed to the shareholders of Northern in connection with their vote on the merger. The information in this presentation is not a substitute for the registration statement and any other documents First Place and Northern intend to file with the SEC and, in the case of Northern, with the Office of Thrift Supervision ("OTS"). The prospectus/proxy statement will be, and other documents filed or to be filed by First Place with the SEC will be, available free of charge at the SEC's website (www.sec.gov) or from First Place by contacting Paul S. Musgrove, CFO, First Place Financial Corp, Inc., (330) 373-1221. |