Exhibit 99.1
FELDMAN FINANCIAL ADVISORS, INC.
8804 MIRADOR PLACE
MCLEAN, VA 22102
(202)467-6862
December 11, 2018
Confidential
Board of Directors
Federal Savings Bank
633 Central Avenue
Dover, New Hampshire 03820
Members of the Board:
This letter sets forth the agreement (“Agreement”) between Federal Savings Bank (the “Bank”) and Feldman Financial Advisors, Inc. (“FFA”), whereby the Bank has engaged FFA to provide an independent appraisal of the estimated aggregate pro forma market value (the “Valuation”) of the Bank in connection with the reorganization of the Bank into the mutual holding company form of ownership and concurrent minority stock offering by a newly formedmid-tier stock holding company (the “Reorganization”).
FFA agrees to deliver the Valuation, in a written report satisfying applicable regulatory guidelines formutual-to-sock conversion appraisals, to the Bank at the address above on or before a mutually agreed upon date. Further, FFA agrees to perform such other services as are necessary or required of the independent appraiser in connection with comments from the Bank’s regulatory authorities and subsequent updates of the Valuation as from time to time may be necessary, both after initial approval by the Bank’s regulatory authorities and prior to the time the Reorganization is completed. If requested, FFA will assist the Bank in responding to all regulatory inquiries regarding the Valuation and will also assist the Bank at all meetings with the regulatory authorities concerning the Valuation.
The Bank agrees to pay FFA a professional consulting fee of $40,000 for FFA’s appraisal services related to preparation of the initial appraisal report. Any subsequent appraisal updates required in conjunction with the regulatory application and the stock offering will be subject to an additional fee of $5,000 per update. It is anticipated that there will be at least one appraisal update, specifically the appraisal update required after the completion of the subscription and community offering. The Bank also agrees to reimburse FFA for certainout-of-pocket expenses necessary and incident to the completion of the services described above. These expenses shall not exceed $5,000 without the prior consent of the Bank. Reimbursable expenses for copying, report reproduction, data materials, express mail delivery, and travel shall be paid to FFA as incurred and billed. Payment of the professional consulting fee shall be made according to the following schedule:
| • | | $ 5,000 upon execution of this Agreement; |
| • | | $35,000 upon delivery of the initial appraisal report to the Bank; and, |
| • | | $ 5,000 upon completion of each updated appraisal report. |