Patriot National Bancorp, Inc. (NASDAQ: PNBK) (the “Company”) today announced that it has completed its previously announced recapitalization transaction with PNBK Holdings LLC (“PNBK Holdings”), an entity controlled by operating financier, Michael Carrazza. Patriot National Bank (“Patriot”), the Company’s principal operating subsidiary, is a commercial bank headquartered in Stamford, Connecticut with assets of $817 million as of June 30, 2010 and a total of 19 branch locations throughout southern Connecticut, Westchester and New York.
PNBK Holdings acquired 33.6 million newly issued shares of common stock of the Company, representing approximately 88% of the Company’s outstanding common stock on a fully diluted basis.
“With the bank’s return to “well-capitalized” status, Patriot is positioned to return to profitability and to restore focus on its long-term growth strategy,” said Mr. Carrazza, who was named Chairman of the Company and Patriot. “Our objective is to strengthen Patriot’s banking franchise and ensure that Patriot delivers optimum service to its customers, while increasing shareholder value.”
In connection with the transaction, Christopher Maher, a local community banking veteran with more than 20 years of experience, was appointed to the Company’s and Patriot’s Board of Directors and to serve as the Company’s and Patriot’s new President and Chief Executive Officer.
“I am thrilled to be joining the Patriot team,” said Mr. Maher. “Patriot is a great franchise with terrific employees, and I look forward to deploying the bank’s new capital to further serve its customers and communities.”
In connection with the closing, the Company and Patriot appointed a team of accomplished industry executives to serve as new members of their respective boards of directors, harnessing a wealth of community banking, commercial real estate, internal controls and audit experience. Newly appointed directors include:
- Edward N. Constantino, a former Audit Partner of KPMG LLP, with over 40 years of audit, advisory and tax experience.
- Kenneth T. Nielson, former Chairman, Chief Executive Officer and President of Hudson United Bank and Hudson United Bancorp, serving Hudson for 23 years.
- Emile Van den Bol, former Managing Director of the Commercial Real Estate Group of Deutsche Bank Securities, Inc.
- Michael J. Weinbaum, Vice President of Real Estate Operations for United Capital Corp. (NYSE Amex: AFP) for more than 20 years.
Advisors to PNBK Holdings on the transaction included Skadden, Arps, Slate, Meagher & Flom LLP, Robinson & Cole LLP, and KPMG LLP.