Mergers & Acquisitions

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Deal Overview

Buyer:
BBCN Bancorp, Inc.
Actual Acquirer:
BBCN Bancorp, Inc.
Target:
Foster Bankshares, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
4/15/2013
Announcement Date:
4/16/2013
Announced Deal Value ($ M):
4.58
Status:
Completed
Completion Date:
8/13/2013
Announced Deal Value Per Share ($ )
34.67

Consideration Breakout
Cash ($M) 2.2
Common Stock ($M) 2.6
Common Stock Issued 189,838

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 55.9 71.2
Price / Tangible Book (%) 55.9 71.2
Price / Earnings (x) NM NM
Price / Deposits (%) 1.28 1.43
Price / Assets (%) 1.11 1.25
Tangible Book Premium/ Deposits (%) (1.45) (0.81)
Deal Terms
Description of Consideration

BBCN Bancorp Inc. paid approximately $2.20 million in cash and issued 180,300 shares of its common stock to acquire all of the outstanding shares of Forster Bankshares Inc. The exchange ratio was 2.62771 for each share of Forster Bankshares Inc. Upon the acquisition of Foster Bankshares, the Company also assumed one grantor trust established by former Foster Bank which issued $15 million of trust preferred securities.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Partial Overlap
Goodwill Generated ($ 000) 15,525
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) NA
Maximum Termination Fee ($ 000) NA
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 2.627700
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 2,763
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Keefe Bruyette & Woods Inc.
Seller Yes FIG Partners LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Arnold & Porter Kaye Scholer
Seller Yes Barack Ferrazzano Kirschbaum
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