Mark M. Silber made a proposal to acquire remaining 90.18% stake in Sunnyside Bancorp, Inc. (OTCPK:SNNY) from OppCapital Associates LLC, Vecta Partners LLC and others for $13.2 million on April 20, 2021. The consideration is $18.50 per share in cash. Mark M. Silber entered into an agreement to acquire remaining 90.18% stake in Sunnyside Bancorp, Inc. from OppCapital Associates LLC and others for $13.4 million on June 16, 2021. As per the revised terms, Mark M. Silber will pay $18.75 per share to Sunnyside. As per the revised terms reported on August 26, 2021, Mark M. Silber will pay $20.25 per share in cash to Sunnyside. In case of termination by Sunnyside, a termination of $0.615 million will be paid to Mark M. Silber and in case of termination by Mark M. Silber a termination fee of $0.85 million will be paid to Sunnyside. Under the amendment, the amount of the termination fee to be paid by Mark M. Silber to Sunnyside Bancorp was increased to $1.5 million.

Under the Merger Agreement, all current directors of Sunnyside Bancorp will be invited to remain on the Boards of Directors of Sunnyside Bancorp. The transaction is subject to the approval by Sunnyside shareholders, regulatory approvals including approval of Board of Governors of the Federal Reserve System, antitrust approvals, third party approvals and other customary closing conditions. The transaction has been unanimously approved by board of directors of Sunnyside. Sunnyside Bancorp Board also unanimously recommends that shareholders vote for the transaction. The special meeting of stockholders of Sunnyside Bancorp will be held on November 10, 2021. As of November 10, 2021, Sunnyside Bancorp's shareholders approved the transaction. As of May 3, 2022, all regulatory approvals have been received relating to the acquisition. The transaction is expected to close during the fourth quarter of 2021 or in the first quarter of 2022. As of May 3, 2022, the transaction is expected to occur no later than May 31, 2022.

FinPro Capital Advisors, Inc. acted as financial advisor, Nir E. Gozal of Hinman, Howard & Kattell LLP, Venable LLP and Benjamin S. Thompson of Thompson LLP acted as legal advisors and MacKenzie Partners acted as advisor and information agent to Mark M. Silber. Keefe, Bruyette, & Woods, Inc. acted as financial advisor to Sunnyside and rendered a fairness opinion to the Sunnyside Board of Directors. Kip A. Weissman of Luse Gorman, PC acted as the legal advisor to Sunnyside. Laurel Hill Advisory Group, LLC acted as proxy solicitor to Sunnyside for a fee of $6,000 for its services, plus reimbursement for its expenses. Sunnyside Bancorp has agreed to pay Keefe, Bruyette, & Woods aggregate cash fees totaling $600,000, $275,000 of which became payable to KBW for opinions services relating to the merger and the initial merger agreement, $150,000 of which became payable to KBW with the rendering of KBW's opinion, dated August 26, 2021, and the balance of which is contingent upon the consummation of the merger.

Mark M. Silber completed the acquisition of remaining 90.18% stake in Sunnyside Bancorp, Inc. (OTCPK:SNNY) from OppCapital Associates LLC, Vecta Partners LLC and others on June 1, 2022. Pursuant to the Merger Agreement, upon the Effective Time, the following individuals became directors of the Company: Mark Silber, Robert Geyer, Joseph Mormak, John Leo, and Fredrick Schulman. Fredrick Schulman was appointed to serve as Chairman of the Board. Committee members will be appointed pursuant to the committee charters adopted by the Board of Directors. Vecta Partners used cash on hand to finance the Merger. With the transaction completed, Sunnyside Bancorp's newly installed Board of Directors and management team are focused on executing the business plan and working to enable the company to reach its full potential, which will in turn better position Sunnyside Bancorp to serve as a source of strength for Sunnyside Federal. Hinman, Howard & Kattell LLP acted as legal advisor to Vecta Partners.