UNSOLICITED NON-BINDING PROPOSAL BY NEW MILLENNIUM BANK TO ACQUIRE NOAH BANK

FORT LEE, N.J., April 21, 2022 /PRNewswire/ -- Noah Bank announced that its Board of Directors had received a non-binding acquisition proposal from New Millennium Bank ("NMB"). The proposed acquisition would be consummated by merging Noah Bank with and into NMB, with NMB surviving, and all of the issued and outstanding shares of common stock of Noah Bank would be canceled in exchange for the right to receive cash merger consideration. The proposed NMB maximum per share merger consideration is $6.95, subject to a number of potential purchase price adjustments. The various potential purchase price adjustments make it impossible for the Noah Bank Board of Directors to determine at this time the final proposed purchase price. The NMB proposal is not binding and is subject to several conditions, including the closing of a funding of capital by the U.S. Department of Treasury into NMB, a due diligence investigation of Noah Bank by NMB, the negotiation and execution of a definitive acquisition agreement, the receipt of all requisite regulatory approvals and the approval of Noah Bank's shareholders. There can be no assurance that, even if a definitive agreement is entered into between Noah Bank and NMB, any such proposed acquisition would be consummated.

On April 15, 2021, after careful consideration of the best interests of Noah Bank and its stakeholders, Noah Bank entered into a stock purchase agreement with an investor group with respect to the issuance to the investor group of an aggregate of 6,666,666.667 shares of authorized but unissued Noah Bank common stock for total consideration of $10.0 million (the "Capital Infusion"). The Capital Infusion is subject to a number of conditions, including the receipt of all requisite regulatory approvals. There can be no assurance that the necessary conditions will be satisfied such that the Capital Infusion will be consummated. 

Noah Bank intends to entertain discussions with NMB regarding questions it has with respect to the NMB proposal as well as to offer NMB the opportunity to conduct due diligence on Noah Bank and Noah Bank to similarly conduct due diligence on NMB and its proposal. There can be no assurance that such discussions or diligence, to the extent they occur, will result in any definitive transaction between NMB and Noah Bank.

With its legal headquarters in Elkins Park, PA, Noah Bank is a Pennsylvania-chartered bank that was launched in 2004. At that time, Noah was named "Royal Asian Bank, a Noah Bank", and changed its name to "Noah Bank" in 2011. Operational headquarters are in Fort Lee, New Jersey. Noah Bank provides banking products and services to businesses and consumers primarily in the Asian-American communities of Southeastern Pennsylvania, Northern New Jersey, Manhattan, New York and Flushing, New York. More information is available at www.noahbank.com.

SOURCE Noah Bank