Transaction Overview

BM Technologies, Inc. (NYSE American:BMTX) ("the Company" or "BMTX"), one of the largest digital banking platforms, announced it has entered into a definitive agreement to be acquired by First Carolina Bank ("FCB" or "First Carolina") pursuant to which First Carolina will purchase all outstanding BMTX shares of common stock for $5.00 per share in an all-cash transaction with an equity value of approximately $67 million. Under the terms of the agreement, BM Technologies stockholders will receive $5.00 per share in cash, which represents a 55% premium to the trading price per share of BM Technologies common stock as of October 24, 2024 and a 90% premium to market as of August 14, 2024, the day before BM Technologies disclosed that it had received inbound interest. Upon completion of the transaction, BM Technologies will become a wholly owned subsidiary of First Carolina Bank and shares of BM Technologies' common stock will no longer be listed on the New York Stock Exchange. BM Technologies will continue operating under the BM Technologies name and be led by Jamie Donahue, current President and Chief Technology Officer of BMTX.

Janney served as financial advisor to BM Technologies, Inc. in connection with the transaction.

About BM Technologies, Inc.

BM Technologies, Inc. (NYSE American: BMTX) - formerly known as BankMobile - is among the largest digital banking platforms in the country. It is focused on technology, innovation, easy-to-use products, and education with the mission to financially empower millions of Americans by providing a more affordable, transparent, and consumer-friendly banking experience. BM Technologies, Inc. (BMTX) is a technology company and is not a bank, which means it provides banking services through its partner bank. More information can be found at www.bmtx.com.

About First Carolina Bank

First Carolina Bank is a North Carolina state-chartered bank headquartered in Rocky Mount, North Carolina, with approximately $3.1 billion in total assets as of September 30, 2024. First Carolina Bank has full-service banking offices in: Rocky Mount, Raleigh, Wilmington, Cary and Reidsville, North Carolina; Virginia Beach, Virginia; Columbia and Greenville, South Carolina; and Atlanta, Georgia. More information can be found at www.firstcarolinabank.com

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David Brown

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Per-Arne (P.A.) Weiner

Managing Director, Co-Head of Fintech Investment Banking

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Jake Lee

Vice President, Investment Banking

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