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News for County Bancorp (ICBK) Stockholders
County Bancorp (ICBK) Stock Conversion FAQ

When will I receive shares of NIC stock and any cash in my account?

The answer all depends on how you hold your shares – in book entry (or electronic, or registered) form, or if they are certificated (meaning you should have a physical County Bancorp stock certificate).

For example, if you hold your shares in book entry form through First Illinois Stock Transfer Company (ICBK’s transfer agent), your ICBK stock will automatically convert into NIC stock by December 10th. All stock will now be held with ComputerShare, which is the transfer agent for Nicolet. Shareholders will be mailed confirmation statements along with checks for any cash portion of the consideration within a week of closing.

If you hold your shares in book entry through a broker (Schwab, TD Ameritrade, etc.), the answer is the same as above with regards to timing, except the broker may notify you differently. The stock and cash should show up in your account by Friday, December 10th.

If you hold your shares in certificate form, ComputerShare will mail you instructions within a week of closing. The instructions will tell you to sign the exchange form and mail in the original County Bancorp stock certificate(s) that they require. Once you mail this back to ComputerShare, it typically takes about 10 business days for them to convert the shares and mail you the check (for any cash portion) and confirmation statement.

How were Stock Election Shares, Cash Election Shares, and No Election Shares treated as a result of the final election process?

The terms of the merger allowed for ICBK shareholders to elect to take all stock, all cash, or a combination of either stock or cash. However, this election was subject to the final consideration being made up of 80% NIC stock and 20% cash per the terms of the merger agreement. Based on the results of the election process, which included many more shareholders electing Cash Election Shares, the final exchange was treated as followed:

For any Stock Election Shares, you will receive 0.48 shares of NIC for each share of ICBK you own, less fractional shares which are cashed out at $73.84.

For any Cash Election Shares, you will receive $24.56 in cash AND 0.16 shares of NIC for each share of ICBK you own, less any fractional shares which are cashed out at $73.84.

For any No-Election Shares, or if you did not make an election, your shares are treated as Stock Election Shares and you will receive 0.48 shares of NIC for each share of ICBK you own, less fractional shares which are cashed out at $73.84.

I elected all cash because I thought shareholders would receive $37.18 in cash if they elected cash. Why did I only get $24.56 in cash and some NIC stock for each share of ICBK?

Cash election shares were prorated because there was an oversubscription of ICBK shareholders electing cash. As a result, any cash election shares received cash and stock per the information above. For example, if you owned 105 shares of ICBK and elected all cash you would receive: $2,578.80 in cash (105 x $24.56) plus 16 shares of NIC (105 x 0.16 exchange ratio) plus an additional $59.07 in cash (0.80 fractional share x $73.84).

I elected stock and cash for my ICBK shares. Can you explain how my final allocation of NIC stock and cash was calculated?

Let’s say you had 150 shares of ICBK and elected 105 of those shares as Cash Election Shares and the remaining 45 shares of Stock Election Shares. Your allocation would be as follows:

45 Stock Election Shares of ICBK x 0.48 exchange rate = 21 shares of NIC plus $44.30 in cash (0.60 fractional share x $73.84).

105 Cash Election Shares of ICBK = $2,578.80 in cash (105 x $24.56) plus 16 shares of NIC (105 x 0.16 exchange ratio) plus an additional $59.07 in cash (0.80 fractional share x $73.84).

In total, your 150 shares of ICBK in this example would become 37 shares of NIC plus $2,682.17 in cash.

What if I have certificated shares, but lost my certificate?

You will have to complete the back of the exchange form you are mailed from ComputerShare. This will require you to sign an affidavit and post a lost certificate bond, which requires a fee. The fee is $1.10 per share plus an $80 processing charge, all of which goes to ComputerShare, which is taking the risk of processing an account with a lost certificate. The fee does not go to Nicolet, and as such, we are unable to waive it under any circumstances.

If I turn in my ICBK stock certificates, will I receive a new NIC stock certificate?

No, ComputerShare is not issuing new NIC stock certificates. If you would like a stock certificate, you may request one by contacting ComputerShare and paying a fee.

I participated in ICBK’s dividend reinvestment program. Am I automatically enrolled in Nicolet’s program?

Nicolet does not pay shareholder dividends as this time

How do I sell the NIC stock I received?

If you own shares through a broker or financial advisor, please contact them directly. If your shares are held with ComputerShare, please contact ComputerShare at (800) 962-4284 once the shares show up in your account.

I have a question about the process, my account, the allocation I received, or something else relating to the ICBK share exchange, whom should I contact?

You can contact ComputerShare at (800) 962-4284. Additionally, you can contact either Eric Radzak at (920) 617-4540 or [email protected], or Kellie Denor at (920) 617-5318 or [email protected] at Nicolet Bank. Please wait until after December 10th to reach out as it may take up to a week to receive all information.