Kinderhook Bank Receives Merger Approval

KINDERHOOK, N.Y.--()--The National Union Bank of Kinderhook (“Kinderhook Bank”), announced today that it has received approval from the Office of the Comptroller of the Currency (“OCC”) to merge with Patriot Federal Bank (“Patriot”). As previously announced, Kinderhook Bank and Patriot agreed to merge in an all-stock transaction in which Patriot will merge with and into Kinderhook Bank.

The proposed merger of these two community banks is subject to approval by the shareholders of Patriot and customary closing conditions. The transaction is expected to close in the fourth quarter of 2017.

The combined organization would operate as Kinderhook Bank with 11 offices across five counties and, based on financial results as of December 31, 2016, approximately $601 million in total assets, $446 million in total loans and $521 million in total deposits.

Cranmore, FitzGerald & Meaney served as legal counsel to Kinderhook Bank and parent company Kinderhook Bank Corp. and filed the merger application with the OCC.

About Kinderhook Bank Corp.

Kinderhook Bank Corp. is the parent company of The National Union Bank of Kinderhook, a national bank established in 1853 to serve the banking needs of customers throughout Columbia County and has expanded into Albany and Rensselaer counties in New York State. Kinderhook Bank is the sole bank headquartered in Columbia County with branch locations in Albany, Chatham, Delmar, East Greenbush, Greenport, Kinderhook, Latham and Valatie, New York. As of December 31, 2016, The National Union Bank of Kinderhook had total assets of approximately $460 million; total loans of approximately $332 million; total deposits of approximately $403 million; and total capital of approximately $43 million.

About Patriot Federal Bank

Patriot is a federally chartered savings institution which has served the banking needs of customers in Montgomery and Fulton County, New York since its organization in 2005 with three (3) offices in Amsterdam, Canajoharie and Johnstown. Patriot offers a variety of savings and checking products as well as commercial, residential and consumer lending. As of December 31, 2016, Patriot had total assets of $141 million; loans of $114 million; deposits of $118 million; and total capital of approximately $12.3 million.

Forward-Looking Statements

This news release and other communications contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about the proposed merger of The National Union Bank of Kinderhook and Patriot Federal Bank, which involves uncertainties. Those uncertainties include, but are not limited to: changes to the anticipated closing date of the transaction and anticipated future results, legislation or changes in regulatory requirements, increased competitive pressures, changes in the interest rate environment, changes in general economic conditions, shareholder actions, technical or systems issues affecting dates of consummation or conversion, and the potential for costs, difficulties, or economic conditions that are less favorable than expected. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like "believe," "expect," "anticipate," "estimate," and "intend" or future or conditional verbs such as "will," "would," "should," "could" or "may."

This Communication Does Not Constitute a Solicitation of Proxies

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or the solicitation of any vote or approval. In connection with the proposed merger, Kinderhook Bank Corp. filed a preliminary Proxy Statement/Offering Circular on Form 1-A in accordance with the requirements of 17 C.F.R. §§230.252 and 230.253 with the Securities and Exchange Commission (SEC), which contains the proxy materials of Patriot, the offering materials of Kinderhook Bank Corp., and certain other information regarding The National Union Bank of Kinderhook, Kinderhook Bank Corp. and Patriot Federal Bank. These materials set forth more details of the merger. Investors are urged to carefully read the materials filed with the SEC, and any amendments or supplements thereto, as they contain important information that should be considered before making any decision regarding the transaction. Investors may view the Proxy Statement/Offering Circular, and any amendments thereto, free of charge (when available) at the SEC’s website at Patriot Federal Bank will mail the definitive Proxy Statement/Offering Circular to its shareholders after it is qualified by the SEC. Investors should read the proxy materials/offering circular before making a decision regarding the merger.


Media Inquiries:
Kinderhook Bank Corp.
John A. Balli, 518-758-7101
President & Chief Executive Officer

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