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Community Heritage Financial, Inc.

Community Heritage Financial, Inc. Completes $15.0 Million Subordinated Debt Offering

Company Release - 10/18/2019 8:00 AM ET

MIDDLETOWN, Md., Oct. 18, 2019 /PRNewswire/ -- Community Heritage Financial, Inc. (the "Company") (OTCPink: CMHF), the parent company of Middletown Valley Bank and Millennium Financial Group, Inc. ("Mlend"), today announced the completion of an offering of $15.0 million in aggregate principal amount of its 5.75% Fixed-to-Floating Rate Subordinated Notes due 2029 (the "Notes"). The Company intends to utilize the net proceeds of the offering for general corporate purposes.

(PRNewsfoto/Community Heritage Financial)

"We are pleased to announce the successful completion of our subordinated debt offering under favorable terms. The additional capital will provide Community Heritage Financial, Inc. with the ability to continue to grow and better serve our customers with the Absolutely Exceptional Experience," said Robert "BJ" Goetz, Jr., President and Chief Executive Officer of the Company.   

The Notes have been structured to qualify as Tier 2 capital for the Company for regulatory capital purposes. The Notes will initially bear interest at a rate of 5.75% per annum from and including October 17, 2019, to but excluding October 30, 2024, with interest during this period payable semi-annually in arrears. From and including October 30, 2024, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to an annual floating rate equal to the three-month LIBOR, or an alternative rate determined in accordance with the terms of the Notes if three-month LIBOR has been discontinued or otherwise cannot be determined, plus 439.5 basis points, with interest during this period payable quarterly in arrears. The Notes are redeemable by the Company at its option, in whole or in part, on any interest payment date on or after October 30, 2024.

Boenning & Scattergood, Inc. served as the sole placement agent for the offering. Baker, Donelson, Bearman, Caldwell & Berkowitz, a professional corporation, served as legal counsel to the Company and Goodwin Procter LLP served as legal counsel to the placement agent.

The offer and sale of the Notes has not been registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release is for informational purposes only and shall not constitute an offer to sell, or the solicitation of an offer to buy, any security, nor shall there be any sale in any jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The indebtedness evidenced by the Notes is not a deposit and is not insured by the Federal Deposit Insurance Corporation or any other government agency or fund.

About Community Heritage Financial, Inc.

With $476 million in assets, Community Heritage Financial, Inc. is the parent company for its wholly-owned subsidiaries, Middletown Valley Bank and Millennium Financial Group, Inc.Middletown Valley Bank is a full-service commercial and retail bank with seven locations in Frederick County and Washington County, Maryland. For more information, visit http://www.communityheritageinc.com/. Mlend is a full-service mortgage lender headquartered in Middletown, MD with locations in Crofton and Oakland. For more information visit http://mlend.com/.

Brian M. Ropp
EVP, Chief Financial Officer
(301) 371-3029

bropp@mvbbank.com

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SOURCE Community Heritage Financial, Inc.

Community Heritage Financial, Inc.

24 West Main Street
Middletown, MD 21769
(844) 533-9211

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