Category: News

May 4, 2021 – Pillar+Aught advised Mid Penn Bancorp, Inc. (NASDAQ: MPB), the holding company for Mid Penn Bank, in connection with the successful completion of Mid Penn’s underwritten public offering of $65 million of its common stock.  Co-founder Ken Rollins led the Pillar+Aught team, which included Kate Deringer Sallie, Angela McGowan and Jeff Kaylor.  The official announcement can be found here

MID PENN BANCORP, INC. ANNOUNCES CLOSING OF PUBLIC OFFERING OF COMMON STOCK

 May 4, 2021 – Millersburg, PA – Mid Penn Bancorp, Inc. (“Mid Penn” or the “Company”) (NASDAQ: MPB), the parent company of Mid Penn Bank, announced today that it has completed its underwritten public offering of  2,990,000 shares of common stock at a price of $25.00 per share, before underwriting discounts, including 390,000 additional shares of common stock upon the exercise in full by the underwriters of their option to purchase additional shares. The aggregate gross proceeds of the offering were $74.75 million.  The net proceeds of the offering after deducting the underwriting discount and other estimated offering expenses are expected to be approximately $70.2 million. The Company intends to use the net proceeds of the offering to increase its capital structure, to fund future organic growth and for working capital and other general corporate purposes. The Company may also use a portion of the net proceeds for future acquisitions, although the Company has no present commitments or agreements to do so.

Piper Sandler & Co. and Stephens Inc. served as joint book-running managers for the offering. Mid Penn was represented by Pillar Aught LLC. The underwriters were represented by Holland & Knight LLP.

The offering was made by means of an effective shelf registration statement, including a preliminary prospectus supplement and final prospectus supplement, copies of which may be obtained by contacting Piper Sandler & Co., 1251 Avenue of the Americas, 6^th Floor, New York, New York 10020, or by phone at 1-866-805-4128 or Stephens Inc., 111 Center Street, Little Rock, AR 72201, or by phone at 1-800-643-9691.

This announcement is for informational purposes only and is not an offer to sell or the solicitation of an offer to buy any securities of the Company, which is made only by means of a prospectus supplement and related base prospectus, nor will there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Mid Penn Bancorp, Inc.

Mid Penn Bancorp, Inc. (NASDAQ: MPB) is the holding company for Mid Penn Bank, a Pennsylvania bank and trust company headquartered in Millersburg, Pennsylvania, that has been serving the community since 1868. Mid Penn Bank operates retail locations throughout the Commonwealth of Pennsylvania and has total assets of approximately $3 billion. Its footprint includes Berks, Bucks, Chester, Cumberland, Dauphin, Fayette, Lancaster, Luzerne, Montgomery, Northumberland, Schuylkill and Westmoreland counties. The Bank offers a comprehensive portfolio of products and services to meet the banking needs of the communities it serves.

SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This press release, and oral statements made regarding the subjects of this release, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s current views and expectations about new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by such forward-looking terminology as “continues,” “expect,” “look,” “believe,” “anticipate,” “may,” “will,” “should,” “projects,” “strategy” or similar statements. Actual results may differ materially from such forward-looking statements, and no reliance should be placed on any forward-looking statement.  Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; prepayment speeds, loan originations, credit losses and market values on loans, collateral securing loans, and other assets; sources of liquidity; common shares outstanding; common stock price volatility; the length and extent of the COVID-19 pandemic; fair value of and number of stock-based compensation awards to be issued in future periods; the impact of changes in market values on securities held in Mid Penn’s portfolio; the success and timing of PPP loan repayment and forgiveness; legislation affecting the financial services industry as a whole, and Mid Penn and Mid Penn Bank individually or collectively, including tax legislation; results of the regulatory examination and supervision process and oversight, including changes in monetary policy and capital requirements; changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or regulatory agencies; increasing price and product/service competition by competitors, including new entrants; rapid technological developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products/services; containing costs and expenses; governmental and public policy changes; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; the outcome of future litigation and governmental proceedings, including tax-related examinations and other matters; continued availability of financing; the availability of financial resources in the amounts, at the times and on the terms required to support Mid Penn and Mid Penn Bank’s future businesses; and material differences in the actual financial results of merger, acquisition and investment activities compared with Mid Penn’s initial expectations, including the full realization of anticipated cost savings and revenue enhancements.

For a more detailed description of these and other factors which would affect our results, please see Mid Penn’s filings with the SEC, including those risk factors identified in the “Risk Factors” section and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2020. The statements in this press release are made as of the date of this press release, even if subsequently made available by Mid Penn on its website or otherwise. Mid Penn assumes no obligation for updating any such forward-looking statements at any time, except as required by law.

 

 

Pillar+Aught is seeking attorneys with at least 2 years of experience to join its growing firm.  We offer sophisticated work in a modern law firm setting, with an emphasis on a collaborative, team-oriented approach to best serve our clients.  Candidates should possess excellent writing and communication skills, be detail oriented, hard-working, self-motivated, and have a desire to be a part of a fast-paced, collegial team of attorneys building a top-tier corporate transactional and litigation practice. Experience with transactional matters (e.g., due diligence, entity formation, contract negotiation, etc.) is preferred, but not required.  Applicants should have excellent academic and employment credentials, as well as admission to the Pennsylvania bar.  Competitive salary and benefits offered.  This is an excellent opportunity to join a sophisticated, growing corporate practice and work in a dynamic, team-oriented atmosphere.  

 

If interested, applicants should submit a cover letter and resume for review to careers@pillaraught.com.

 

Pillar+Aught co-founder Todd Shill served as production counsel on two television series airing this Spring on the Discovery and TLC networks:

“Return to Amish”: TLC’s popular reality series returns March 22 on TLC for a 6th season.

https://press.discovery.com/us/tlc/programs/return-amish-season-6/

“Pig Royalty”: Discovery’s new series premieres March 23.

https://people.com/pets/pig-royalty-show-pigs-discovery-plus/

The shows were produced by Eric Evangelista, Shannon Evangelista, and New York City-based Hot Snakes Media.

FIDELITY D & D BANCORP, INC. TO ACQUIRE LANDMARK BANCORP, INC.

DUNMORE, PA, February 26, 2021 – Fidelity D & D Bancorp, Inc. (NASDAQ: FDBC) (“Fidelity”), the parent bank holding company of The Fidelity Deposit and Discount Bank (“Fidelity Bank”), a Pennsylvania state-chartered, FDIC insured bank and trust company headquartered in Dunmore, PA, announced today the execution of a definitive agreement whereby Landmark Bancorp, Inc. (OTCPink: LDKB) (“Landmark”) will be merged with and into a Fidelity acquisition subsidiary and, as soon as possible thereafter, Landmark Community Bank, Landmark’s wholly-owned subsidiary bank, will merge with and into Fidelity Bank. One director from Landmark will join the boards of Fidelity and Fidelity Bank, respectively.

Daniel J. Santaniello, Fidelity President and Chief Executive Officer, stated, “We are excited to welcome Landmark’s clients, shareholders, and bankers to the Fidelity family. Since its founding, Landmark has demonstrated methodical growth and developed a solid reputation in the community. The addition of Landmark provides continued momentum in the execution on our strategic plan and reinforces our position of strength in the local market. We believe that Landmark clients will benefit from the Fidelity Bank relationship banking model focusing on providing trusted financial advice that will enhance the product and service offerings to our combined customers.”

Based on the financial results as of December 31, 2020, the combined company would have pro forma total assets of approximately $2.05 billion, total deposits of approximately $1.8 billion, and loans of approximately $1.4 billion.

Once the merger is complete, Fidelity will have 25 retail community banking offices in Northeast and Eastern Pennsylvania, offering a complete range of consumer and business products, including wealth management.  Its Customer Care Center is open 7 days a week for the convenience of its clients.  Additionally, Fidelity Bank offers the ability for its clients to apply for consumer deposits, real estate loans, and personal loans through its robust online application processes.

Landmark shareholders will receive 0.272 shares of Fidelity common stock and $3.26 in cash for each share of Landmark common stock that they own as of the closing date.

Based on Fidelity’s 10-day average closing price at February 25, 2021 of $55.00, the transaction is valued at $43.4 million or $18.22 per share. The transaction is intended to qualify as a tax-free reorganization for federal income tax purposes.

As of December 31, 2020, Landmark had total assets of $354 million, total deposits of $287 million and totalloans of $280 million. Speaking on behalf of Landmark, Santo A. Insalaco, Chairman of the Board, said, “Partnering with Fidelity reflects our long-term commitment to the local community and our customers. We believe our customers will benefit from the trusted, well-respected and experienced community bankers at Fidelity, and we look forward to working together.”

The transaction has been unanimously approved by the boards of directors of both companies. It is subject to Landmark shareholder approval, regulatory approvals and other customary closing conditions. Currently, the transaction is expected to close early in the third quarter of 2021.

Bybel Rutledge LLP is serving as legal counsel, Commonwealth Advisors, Inc. is serving as financial advisor and Janney Montgomery Scott LLC provided a fairness opinion to Fidelity D & D Bancorp, Inc. Pillar Aught LLC is serving as legal counsel and PNC FIG Advisory, part of PNC Capital Markets, LLC is serving as financial advisor to Landmark Bancorp, Inc.

About Fidelity D & D Bancorp, Inc.

Fidelity D & D Bancorp, Inc. and its wholly owned subsidiary, The Fidelity Deposit and Discount Bank have built a strong history as trusted financial advisors to the clients served by Fidelity Bank, which has built a strong history as a locally owned and operated community bank. Serving the individuals, families, and businesses for over 118 years within Lackawanna and Luzerne Counties and the Lehigh Valley, there are 20 branch offices along with Fidelity Bank Wealth Management offices in Schuylkill County. A full-service, 24-hour, 7 day a week Customer Care Center serves as a virtual branch, accepting and assisting those clients who prefer to open accounts and transact business via telephone, chat or online. Additionally, Fidelity Bank offers full-service Trust & Investment Departments, a Mortgage Center, and an array of personal and business banking products and services.

Fidelity Bank has been recognized nationally for its sound financial performance, and superior customer experience. It has been identified as one of the Top 200 Community Banks in the country by American Banker for six years in a row, and Forbes ranked it one of the Best In-State Banks for the past two years. The company has been the #1 mortgage lender in the Lackawanna County market for over 8 years. Fidelity Bank is passionate about success and committed to building strong relationships through superior service. Fidelity Bank’s deposits are insured by the Federal Deposit Insurance Corporation up to the full extent permitted by law.

About Landmark Bancorp, Inc.

Landmark Bancorp, Inc. is a one-bank holding company organized under the laws of the Commonwealth of Pennsylvania and is headquartered in Pittston, PA. Its wholly-owned subsidiary, Landmark Community Bank, is an independent community bank chartered under the laws of the Commonwealth of Pennsylvania. Landmark Community Bank conducts full-service commercial banking services through five bank centers located in Luzerne and Lackawanna Counties, PA.

Caution Regarding Forward-Looking Statements

The information presented herein contains forward-looking statements. These forward-looking statements include, but are not limited to, statements about (i) the benefits of the proposed merger between Fidelity and Landmark, (ii) Fidelity’s and Landmark’s plans, obligations, expectations and intentions, and (iii) other statements presented herein that are not historical facts. Words such as “anticipates”, “believes”, “intends”, “should”, “expects”, “will” and variations of similar expressions are intended to identify forward-looking statements. These statements are based on the beliefs of the respective managements of Fidelity and Landmark as to the expected outcome of future events and are not guarantees of future performance. These statements involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, and degree of occurrence. Results and outcomes may differ materially from what may be expressed or forecasted in forward-looking statements. Factors that could cause results and outcomes to differ materially include, among others, the ability to obtain required regulatory and shareholder approvals and meet other closing conditions to the transaction; the ability to complete the merger as expected and within the expected timeframe; disruptions to customer and employee relationships and business operations caused by the merger; the ability to implement integration plans associated with the transaction, which integration may be more difficult, time-consuming or costly than expected; the ability to achieve the cost savings and synergies contemplated by the merger within the expected timeframe, or at all; changes in local and national economies, or market conditions; changes in interest rates; regulations and accounting principles; changes in policies or guidelines; loan demand and asset quality, including real estate values and collateral values; deposit flow; the impact of competition from traditional or new sources; and, the other factors detailed in Fidelity’s publicly filed documents, including its Annual Report on Form 10-K for the year ended December 31, 2019 and subsequent filings with the SEC. Fidelity and Landmark assume no obligation to revise, update or clarify forward-looking statements to reflect events or conditions after the date hereof.

No Offer or Solicitation

The information presented herein does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Additional Information about the Merger and Where to Find It

In connection with the proposed merger, Fidelity will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 with respect to the offering of Fidelity common stock as the merger consideration under the Securities Act of 1933, as amended, which will include a proxy statement of Landmark and a prospectus of Fidelity. A definitive proxy statement/prospectus will be sent to the shareholders of Landmark seeking the required shareholder approval. Before making any voting or investment decision, investors and security holders are urged to read the registration statement and proxy statement/prospectus and other relevant documents when they become available because they will contain important information about Fidelity, Landmark, and the merger.

Investors and security holders will be able to obtain free copies of these documents through the website maintained by the SEC at http://www.sec.gov. Investors and security holders may also obtain free copies of these documents by directing a request by telephone or mail to Fidelity D & D Bancorp, Inc., Blakely and Drinker Streets, Dunmore, PA 18512; 570-342-8281, or by directing a request by telephone or mail to Landmark Bancorp, Inc., 2 South Main Street, Pittston, PA 18640; 570-602-4522.

Landmark and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Landmark in connection with the merger. Information about the directors and executive officers of Landmark and their ownership of Landmark common stock may be obtained by reading the proxy statement/prospectus regarding the merger when it becomes available. Additional information regarding the interests of these participants and other persons who may be deemed participants in the merger may be obtained by reading the proxy statement/prospectus regarding the merger when it becomes available.

Mandatory FFCRA Leave Payments Ride off into Year-End “Sunset,”
but Employers Can Opt to Voluntarily Continue FFCRA Payments
and Receive Payroll Tax Credits through March 31, 2021.

The Families First Coronavirus Response Act (“FFCRA”)—a federal law passed in March 2020 at the outset of the Coronavirus pandemic—created new categories of temporary paid leave entitlements for many employees who, for one reason or another, were prevented from working due to the impact of COVID-19.  From the outset, these paid leave provisions were always scheduled to expire (or “sunset”) on December 31, 2020.

Starting January 1, 2021, employers who were subject to the paid leave provisions of the FFCRA (i.e. “Emergency Family and Medical Leave” and “Emergency Paid Sick Leave”) are no longer required to provide their employees with those forms of paid leave.

However, if an employer voluntarily elects to continue providing employees with the paid leave benefits created by the FFCRA, it may certainly do so.  To help incentivize this result, at least during the next few winter months, the new bill passed by Congress extends the available payroll tax credits through March 31, 2021.  Thus, while employers are no longer being forced to provide employees with FFCRA leave after the end of 2020, if an employer chooses to voluntarily provide these same leave benefits during the first three months of 2021, it can still receive payroll tax credits for the leave that has been provided—just like it did in 2020.

NOTE: This extension of the payroll tax credit does not “refresh” or “renew” an employee’s previously allocated allotment of leave.  In other words, if an employee has already used up his or her balance of Emergency Paid Sick Leave and/or Emergency Family and Medical Leave, then he/she would have no additional time available under the FFCRA.  Rather, this “extension” covering the first quarter of 2021 only applies to: (1) employers who choose to continue providing its employees with FFCRA leave; and (2) employees who have not yet used up their balance of FFCRA leave.

LINKBANCORP, INC. AND GNB FINANCIAL SERVICES, INC. ANNOUNCE STRATEGIC COMBINATION

December 10, 2020   HARRISBURG, PA— LINKBANCORP, Inc. (OTC Pink: LNKB) and GNB Financial Services, Inc., (OTC Pink: GNBF) today announced the execution of a definitive agreement to combine in a stock and cash transaction, creating a leading Pennsylvania community bank with assets in excess of $800 million and a network of nine offices throughout South Central Pennsylvania.

Under the terms of the agreement, which has been unanimously approved by the boards of directors of both companies, GNB Financial Services will merge with and into LINKBANCORP, with LINKBANCORP surviving the merger. Shareholders of GNB Financial will have the opportunity to elect to receive $87.68 per share in cash or 7.3064 shares of LINKBANCORP common stock for each share they own, representing a total valuation of approximately $62.6 million based on the trading price of LINKBANCORP as of December 7, 2020.  The agreement provides for proration procedures intended to ensure that, in the aggregate, at least 80 percent of the GNB Financial common shares outstanding will be exchanged for LINKBANCORP common stock.  The transaction is expected to be a tax-free exchange to the extent shareholders of GNB Financial receive stock in exchange for their shares.  LINKBANCORP shareholders will own approximately 52% and GNB Financial shareholders will own approximately 48% of the combined company.

“This is a true partnership, leveraging the strengths of each institution to create a community bank that is extremely well positioned for the future,” said LINKBANCORP Chief Executive Officer Andrew Samuel, who founded LINKBANCORP in 2018 and will serve as CEO of the combined company.  “It’s a very attractive financial transaction that accelerates our growth plan and evidences our commitment to an entrepreneurial, values-driven community banking model that positively impacts all of our constituencies,” said Samuel.

The combined company’s board of directors will be evenly split between the two institutions, and will be chaired by Joseph C. Michetti, Jr., currently the Chairman of GNB Financial.

Wesley M. Weymers, Chief Executive Officer of GNB Financial, stated, “We have great respect for LINKBANK’s very experienced and talented team and what they have accomplished in a relatively short period.  This partnership is an exciting opportunity to combine two very complementary institutions and achieve the scale and talent needed to compete and thrive in a rapidly evolving environment.”

The companies anticipate that the combination, uniting the rich and successful legacy of The Gratz Bank, which was founded in 1934, with the growth-oriented commercial bank model of LINKBANK, will result in significant earnings growth.  Following the effective date of the combination, LINKBANCORP intends to pay a quarterly dividend consistent with the historical practice of GNB Financial, provided sufficient funds are legally available and that the surviving bank remains “well capitalized” in accordance with applicable regulatory guidelines.

Although the companies’ subsidiary banks, LINKBANK and The Gratz Bank, will merge immediately following the parent company merger, with The Gratz Bank as the surviving legal entity, both community-based institutions will continue operating under their established brands and their respective customers will receive the same high-level of services and products from the familiar faces at their existing locations.  No branch locations are anticipated to close as a result of the combination.

Simultaneous with the agreement, Mr. Weymers entered into a new employment agreement pursuant to which he will serve as Executive Chairman of The Gratz Bank at the effective time of the combination, joining current GNB executives Jeremy Dobbin, Aaron Klinger and Kevin Laudenslager who will each assume senior management positions at the combined bank, and the existing LINKBANK executives who will maintain their current roles, to form a highly experienced leadership team, led by Mr. Samuel as Chief Executive Officer.

The parties expect to complete the transaction in mid-2021, after satisfaction of customary closing conditions, including required regulatory and shareholder approvals.

Cedar Hill Advisors LLC acted as financial advisor to LINKBANCORP, Inc. and Boenning & Scattergood, Inc. acted as financial advisor to GNB Financial Services, Inc.  Hogan Lovells US LLP acted as legal counsel for LINKBANCORP, Inc. and Pillar + Aught acted as legal counsel for GNB Financial Services, Inc.

ABOUT LINKBANCORP, Inc.

LINKBANCORP, Inc. was formed in 2018 with a mission to positively impact lives through community banking. Its subsidiary bank, LINKBANK is a Pennsylvania state-chartered bank serving individuals, families, nonprofits and business clients throughout Central and Southeastern Pennsylvania.  As of September 30, 2020, LINKBANK had total assets of approximately $368.6 million.  LINKBANCORP, Inc. common stock is traded over the counter (OTC Pink) under the symbol “LNKB”.

ABOUT GNB FINANCIAL SERVICES, Inc

GNB Financial Services, Inc. is the parent company of The Gratz Bank and GNB Investment Corp.  Founded in 1934, The Gratz Bank is a full-service state chartered commercial bank, providing a variety of financial services to individual and commercial customers throughout Dauphin County, Pennsylvania, and other contiguous counties, through its main office located in Gratz, Pennsylvania, its branch offices in Valley View, Herndon, Pottsville, Minersville and Trevorton, Pennsylvania, and its loan production office in State College, Pennsylvania. As of September 30, 2020, GNB Financial services had total assets of approximately $437.1 million.   GNB Financial Services common stock is traded over the counter (OTC Pink) under the symbol “GNBF”.

Forward-Looking Statements

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements about LINKBANCORP (together with its bank subsidiary unless the context otherwise requires, “LINK”) involve substantial risks and uncertainties. Statements other than statements of current or historical fact, including statements regarding LINK’s future financial condition, results of operations, business plans, liquidity, cash flows, projected costs, and the impact of any laws or regulations applicable to LINK, are forward-looking statements. Words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “intends,” “plans,” “projects,” “may,” “will,” “should,” and other similar expressions are intended to identify these forward-looking statements. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. Among the risks and uncertainties that could cause actual results to differ from those described in the forward-looking statements include, but are not limited to the following: (1) the businesses of LINK and GNB Financial Services, Inc. (“GNB Financial”) may not be combined successfully, or such combination may take longer to accomplish than expected; (2) the cost savings from the merger may not be fully realized or may take longer to realize than expected; (3) operating costs, customer loss and business disruption following the merger, including adverse effects on relationships with employees, may be greater than expected; (4) governmental approvals of the merger may not be obtained, or adverse regulatory conditions may be imposed in connection with governmental approvals of the merger; (5) the stockholders of LINK or GNB Financial may fail to approve the merger; (6) changes to interest rates; (7) the ability to control costs and expenses; (8) general economic conditions; (9) adverse developments in borrower industries and, in particular, declines in real estate values; (10) LINK’s ability to maintain compliance with federal and state laws that regulate its business and capital levels; (11) LINK’s ability to raise capital as needed by its business; (12) the duration and scope of the coronavirus disease 2019 (“COVID-19”) pandemic and its impact on levels of consumer confidence; (13) actions governments, businesses and individuals take in response to the COVID-19 pandemic; (14) the impact of the COVID-19 pandemic and actions taken in response to the pandemic on global and regional economies and economic activity, and (15) the pace of recovery when the COVID-19 pandemic subsides. LINK does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. You are cautioned not to place undue reliance on these forward-looking statements.

Additional Information and Where to Find it

In connection with the proposed transaction, LINK expects to file with the Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 that will include a joint proxy statement of LINK and GNB Financial that also constitutes a prospectus of LINK. INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. You may obtain a free copy of the joint proxy statement/prospectus (if and when it becomes available) at the SEC’s website at www.sec.gov. Copies of the documents filed by LINK with the SEC will be available free of charge on LINK’s website at ir.linkbancorp.com or by directing a request to LINKBANCORP, Inc., 3045 Market Street, Camp Hill, PA 17011, attention: Secretary.

Participants in Solicitation

LINK and GNB Financial and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about the directors and officers of LINK and GNB Financial and their ownership of LINK and GNB Financial common stock, and the interests of such potential participants will be included in the joint proxy statement/prospectus if and when it becomes available.

Pillar+Aught advised PNC FIG Advisory in its role as joint-placement agent for FineMark Holdings, Inc., the holding company for FineMark National Bank & Trust, in connection with the successful completion of a $21.3 million private placement of fixed-to-floating subordinated notes to certain qualified institutional buyers and institutional accredited investors.  Co-founder Ken Rollins led the Pillar+Aught team.

More information on the transaction is available in the Press Release below.

https://apnews.com/press-release/accesswire/business-health-coronavirus-pandemic-debt-and-bond-markets-financial-markets-99cf77b6b6c52fa760ec7868c01550ce

Pillar+Aught advised Asian Financial Corporation, the holding company for the Asian Bank, Philadelphia, PA, in connection with the successful completion of a $10 million private placement of 5.5% fixed-to-floating subordinated notes on November 2, 2020.  Co-founder Ken Rollins led the Pillar+Aught team.  The official press release can be found here:

https://news.yahoo.com/asian-financial-corporation-announces-pricing-140000632.html

Pillar+Aught advised PNC FIG Advisory, part of PNC Capital Markets LLC, in its role as sole placement agent for UFS Bancorp, a Massachusetts mutual holding company, in connection with the successful completion of a $10 million private placement of 4.5% fixed rate, non-callable, senior notes on September 30, 2020.  Co-founder Ken Rollins led the Pillar+Aught team.