Greater Atlantic Financial Corp., MidAtlantic Bancorp, Inc., and GAF Merger Corp. Announce Extension of Offer to Purchase to 5:0

Greater Atlantic Financial Corp. Announces Completion of Consent Solicitation


RESTON, Va., Nov. 9  /PRNewswire-FirstCall/ -- Greater Atlantic Financial Corp. (Pink Sheets: GAFC) ("Greater Atlantic"), MidAtlantic Bancorp, Inc. ("MidAtlantic") and GAF Merger Corp. today announced the extension of the expiration date for the offer to purchase for cash not less than 505,040 and up to 649,151 Greater Atlantic Capital Trust I 6.50% Cumulative Convertible Trust Preferred Securities (the "Securities") to 5:00 p.m., Eastern Time, on November 16, 2009.

As of November 6, 2009, holders of Securities had tendered an aggregate of 638,780 Securities, which exceeds the 505,040 minimum Securities required to be tendered.  The tender offer remains subject to a number of additional conditions, including that all regulatory approvals are received and that MidAtlantic provide the necessary funding to finance the payment for the Securities.  Greater Atlantic will provide further public notice of the satisfaction of these conditions when available.

Greater Atlantic also announced the successful completion of its previously announced consent solicitation to obtain the consent of the holders of the Securities to a supplemental indenture to permit the completion of the tender offer.  The holders of Securities approved the supplemental indenture by a vote of (i) a majority in aggregate liquidation amount of Securities, and (ii) a majority in aggregate liquidation amount of all outstanding Securities, excluding for this purpose certain Securities owned by Greater Atlantic, any trustee and their affiliates.

Holders of the Securities who participate in the tender offer will receive $1.05 in cash for each Security validly tendered.  Holders who have previously tendered their Securities continue to have the right to revoke such tenders at any time prior to the new expiration date by complying with the revocation procedures set forth in the Offer to Purchase relating to the tender offer.

Holders of the Securities are urged to read the Offer to Purchase which has been filed with the SEC and contains important information regarding the tender offer.  Requests for copies of the Offer to Purchase and related documents may be directed to Laurel Hill Advisory Group, LLC, the information agent for the tender offer, at [phone].  The Offer to Purchase and other information regarding the tender offer may also be obtained through the SEC's Web site at http://www.sec.gov/.

This press release does not constitute an offer to purchase or a solicitation of acceptance of the offer, which may be made only pursuant to the terms of the Offer to Purchase and the related materials.

This press release may contain forward-looking statements within the meaning of the federal securities laws.  These forward-looking statements are based on current expectations, estimates and projections, and are not guarantees of future performance, events or results.  Actual results and developments could differ materially from those expressed in or contemplated by the forward-looking statements due to a number of factors.  These forward-looking statements speak only as of the date on which they are made and, except as required by law, Greater Atlantic does not intend to update such statements to reflect events or circumstances arising after such date. 

DATASOURCE: Greater Atlantic Financial Corp.



CONTACT:  Carroll E. Amos, President and Chief Executive Officer, Greater

Atlantic Financial Corp., [phone]

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