This report and other publicly available documents of Old Second Bancorp, Inc. (“Old Second” or the “Company”) contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, including, but not limited to, management’s expectations regarding future plans, strategies and financial performance, including regulatory developments, industry and economic trends and estimates and assumptions underlying accounting policies. Forward-looking statements are based on our current beliefs, expectations, assumptions, and on information currently available and may be identified by the use of words such as “expects,” “intends,” “believes,” “may,” “will,” “would,” “could,” “should,” “plan,” “anticipate,” “estimate,” “forecasts,” “possible,” “implies,” “likely” or the negative thereof as well as other similar words and expressions of the future. Forward-looking statements are subject to risks, uncertainties and assumptions that are difficult to predict as to timing, extent, likelihood and degree of occurrence, which could cause our actual results to differ materially from those anticipated in or by such statements. Potential risks and uncertainties include, but are not limited to, the following:
| ● | our ability to execute our growth strategy; |
| ● | negative economic conditions that adversely affect the economy, real estate values, the job market and other factors nationally and in our market area, in each case that may affect our liquidity and the performance of our loan portfolio; |
| ● | risks with respect to our ability to successfully expand and integrate businesses and operations that we acquire, as well as our ability to identify and complete future mergers or acquisitions; |
| ● | the financial success and viability of the borrowers of our commercial loans, including adverse developments in the commercial real estate market, such as increased vacancy rates, declining property values, refinancing risk as loans mature, or borrower distress, particularly in the office sector; |
| ● | changes in U.S. monetary policy, including increases in market interest rates that could raise our cost of funds faster than the yields on our loans and securities, or reductions in market interest rates that could cause yields on our loans and securities to decline faster than our cost of funds, the level and volatility of interest rates, the capital markets and other market conditions that may affect, among other things, our liquidity and the value of our assets and liabilities; |
| ● | competitive pressures from other financial service businesses and from nontraditional financial technology (“FinTech”) companies, including providers of digital assets and payment stablecoins; |
| ● | any negative perception of our reputation or financial strength; |
| ● | our ability to raise additional capital on acceptable terms when needed; |
| ● | our ability to raise cost-effective funding to support business plans when needed; |
| ● | our ability to use technology to provide products and services that will satisfy customer demands and create efficiencies in operations; |
| ● | adverse effects on our information technology systems resulting from system failures, human error, cyberattacks or fraud, including risks from the use of AI by threat actors; |
| ● | risks associated with data privacy laws and regulations; |
| ● | risks associated with the development and use of AI; |
| ● | adverse effects of cyberattacks or failures by our vendors to provide agreed upon services in the manner and at the cost agreed, particularly our information technology vendors and those vendors performing a service on our behalf; |
| ● | the impact of any claims or legal actions, including any effect on our reputation; |
| ● | losses incurred in connection with repurchases and indemnification payments related to mortgages; |
| ● | the soundness of other financial institutions and other counter-party risk; |
| ● | changes in accounting standards, rules and interpretations and the related impact on our financial statements; |
| ● | our ability to receive dividends from our subsidiaries; |
| ● | a decrease in our regulatory capital ratios or negative changes in our capital position; |
| ● | adverse federal or state tax assessments, or changes in tax laws or policies; |
| ● | risks associated with actual or potential litigation or investigations by customers, regulatory agencies or others; |
| ● | legislative or regulatory changes, particularly changes in regulation of financial services companies; |
| ● | increased costs of compliance, heightened regulatory capital requirements and other risks associated with changes in regulation and the current regulatory environment; |
| ● | risks associated with complex and changing regulatory environments, including, among others, with respect to data privacy, artificial intelligence, information security, climate change or other environmental, social and governance matters, and labor matters, relating to our operations; |
| ● | changes in political and economic conditions, including potential disruptions resulting from U.S. federal government funding lapses, shutdowns, or related fiscal policy uncertainty; |
| ● | the adverse effects of events beyond our control that may have a destabilizing effect on financial markets and the economy, including epidemics and pandemics; wars, terrorism and other geopolitical conflicts or instability, including the war in Ukraine, the ongoing conflict involving the United States, Israel and Iran and other conflicts in the Middle East, political and economic instability and military and diplomatic developments involving Venezuela, and tensions between China and Taiwan; essential utility outages; disruptions to global energy markets or critical shipping routes; deterioration in global economic conditions; instability in the credit markets; disruptions to our customers’ supply chains or transportation network; and disruptions caused by widespread cybersecurity incidents; |
| ● | changes in trade policy, trade disputes and any related tariffs, including their effects on our customers’ costs, supply chains and ability to repay their loans; and |
| ● | each of the factors and risks under the heading “Risk Factors” in our 2025 Annual Report on Form 10-K and in subsequent filings we make with the SEC. |
Because our ability to predict results or the actual effect of future plans or strategies is inherently uncertain, there can be no assurances that future actual results will correspond to any forward-looking statements, and you should not rely on any forward-looking statements. Additionally, all statements in this Form 10-Q, including forward-looking statements, speak only as of the date they are made, and we undertake no obligation to update any statement in light of new information or future events, except as required by applicable law.
