LOS ANGELES--(BUSINESS WIRE)--
BBCN Bancorp, Inc. (NASDAQ: BBCN), based in Los Angeles, and Pacific
International Bancorp, Inc. (OTCBB: PIBW), based in Seattle, today
jointly announced the signing of a definitive agreement under which
Pacific International Bancorp will merge with BBCN.
Pacific International has total assets of approximately $200 million,
and its primary subsidiary, Pacific International Bank, a
state-chartered bank, has four bank locations in the Seattle
metropolitan area. Upon completion of the transaction, which is expected
to close during first quarter 2013, BBCN will have six branches in the
Seattle area.
Under the terms of the merger agreement, the stock-for-stock transaction
is valued at approximately $8.2 million, valuing each outstanding share
of Pacific International common stock at $1.75. As part of the
transaction, Pacific International’s $6.5 million in Series A Preferred
Stock issued under the U.S. Treasury’s TARP Capital Purchase Program
will be retired.
“This transaction will position BBCN as a major player in the Pacific
Northwest Korean American community,” said Alvin D. Kang, President and
Chief Executive Officer of BBCN Bancorp. “With this transaction, BBCN
will be the market leader in Southern California, Northern California,
New York and the Seattle metropolitan area. We expect to have a smooth
and seamless integration, which will quickly position us to achieve the
benefits of this merger for our customers, our employees and our
shareholders.”
“Given BBCN’s strong financial position, supported by a steady stream of
core earnings and deep leadership bench, BBCN was our top choice for a
partner,” said Paul G. Sabado, President and Chief Executive Officer of
Pacific International. “This transaction will enhance our resources,
operational scale and banking expertise, thereby increasing our ability
to serve our customers in what continues to be a challenging regulatory
and economic environment. Both of our organizations have served the
Seattle area for more than 10 years, and we look forward to providing
our expanded customer base with increased accessibility and continuing
our heritage of providing excellent customer service.”
The transaction is subject to regulatory approval, the approval of the
shareholders of Pacific International, and other customary closing
conditions.
BBCN was advised by the law firm of Mayer Brown LLP and was provided
with a fairness opinion by Raymond James. Pacific International was
advised by the investment banking firm of Keefe, Bruyette & Woods, Inc.
and the law firm of Graham & Dunn PC.
Additional Information and Where to Find It
In connection with the proposed merger, BBCN Bancorp, Inc. will file a
Registration Statement with the Securities and Exchange Commission
(“SEC”) on Form S-4 that will include a proxy statement/prospectus, as
well as other relevant documents concerning the proposed transaction.
Shareholders are urged to read the Registration Statement, including the
proxy statement/prospectus regarding the proposed transaction, when it
becomes available and any other relevant documents filed with the SEC,
as well as any amendments or supplements to those documents, because
they will contain important information. Shareholders may obtain a free
copy of the proxy statement/prospectus, as well as other filings
containing information about BBCN Bancorp at the SEC’s Internet site (www.sec.gov).
Shareholders may also obtain these documents, free of charge, by
directing a request to BBCN Bancorp, Attention: Investor Relations, 3731
Wilshire Blvd., Suite 1000, Los Angeles, Calif. 90020, or on the BBCN
website at www.bbcnbank.com
in the “Investor Relations” section under the heading “SEC Filings.”
About BBCN Bancorp, Inc.
BBCN Bancorp, Inc. is the parent company of BBCN Bank, the largest
Korean American bank in the nation with more than more than $5.3 billion
in assets as of September 30, 2012. The Company is a result of the
merger of equals of Nara Bancorp, Inc. and Center Financial Corporation
completed on November 30, 2011. Headquartered in Los Angeles and serving
a diverse mix of customers mirroring its communities, BBCN operates 40
branches in California, New York, New Jersey, Washington and Illinois,
along with five loan production offices in Seattle, Denver, Dallas,
Atlanta and Northern California. BBCN specializes in core business
banking products for small and medium-sized businesses, with an emphasis
in commercial real estate and business lending, SBA lending and
international trade financing. BBCN Bank is a California-chartered bank
and its deposits are insured by the FDIC to the extent provided by law.
BBCN is an Equal Opportunity Lender.
About Pacific International Bancorp, Inc.
Pacific International Bancorp, Inc. is the holding company of Pacific
International Bank which is the oldest and largest Korean American Bank
headquartered in the Pacific Northwest. Pacific International Bank
opened in November 2001. It is a business bank and has been a
significant supporter of small businesses within the Korean American and
other minority communities. Small Business Administration (SBA) lending
has been a top priority Pacific International Bank, which has sponsored
and held several small business financing workshops for the local small
business community. Pacific International Bank has branches in Seattle,
Tacoma, Lynnwood and Federal Way and employs 51 people. The bank is a
preferred (PLP) Lender for SBA loans and its deposits are insured by
FDIC to the fullest extent possible. Pacific International Bank is an
Equal Opportunity Lender.
Forward-Looking Statements
This press release contains statements regarding the proposed
transaction between BBCN Bancorp and Pacific International, future
financial and operating results, benefits and synergies of the proposed
transaction and other statements about the future expectations, beliefs,
goals, plans or prospects of the management of each of BBCN Bancorp and
Pacific International. These statements are based on current
expectations, estimates, forecasts and projections and management
assumptions about the future performance of each of BBCN Bancorp and
Pacific International and the combined company, as well as the
businesses and markets in which they operate. These statements
constitute forward-looking statements within the meaning of the U.S.
Private Securities Litigation Reform Act of 1995. Words such as
“expects,” “believes,” “estimates,” “anticipates,” “targets,” “goals,”
“projects,” “intends,” “plans, “seeks,” and variations of such words and
similar expressions are intended to identify such forward-looking
statements, which are not statements of historical fact. These
forward-looking statements are not guarantees of future performance and
involve risks, uncertainties and assumptions that are difficult to
assess. Actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements. The closing
of the proposed transaction is subject to regulatory approval, the
approval of the shareholders of Pacific International, and other
customary closing conditions.There is no assurance that such
conditions will be met or that the proposed transaction will be
consummated within the expected time frame, or at all.If the
transaction is consummated, factors that may cause actual outcomes to
differ from what is expressed or forecasted in these forward-looking
statements include, among things: difficulties and delays in integrating
BBCN Bancorp and Pacific International and achieving anticipated
synergies, cost savings and other benefits from the transaction; higher
than anticipated transaction costs; deposit attrition, operating costs,
customer loss and business disruption following the merger, including
difficulties in maintaining relationships with employees, may be greater
than expected; required governmental approvals of the merger may not be
obtained on its proposed terms and schedule, or without regulatory
constraints that may limit growth; competitive pressures among
depository and other financial institutions may increase significantly
and have an effect on revenues; the strength of the United States
economy in general, and of the local economies in which the combined
company will operate, may be different than expected, which could result
in, among other things, a deterioration in credit quality or a reduced
demand for credit and have a negative effect on the combined company’s
loan portfolio and allowance for loan losses; changes in the U.S. legal
and regulatory framework; and adverse conditions in the stock market,
the public debt market and other capital markets (including changes in
interest rate conditions) which would negatively affect the combined
company’s business and operating results.
For a more complete list and description of such risks and
uncertainties, refer to BBCN Bancorp’s Form 10-K for the year ended
December 31, 2011, as well as other filings made by BBCN Bancorp with
the SEC. Except as required under the U.S. federal securities laws and
the rules and regulations of the SEC, BBCN Bancorp and Pacific
International disclaim any intention or obligation to update any
forward-looking statements after the distribution of this press release,
whether as a result of new information, future events, developments,
changes in assumptions or otherwise.
For BBCN:
Angie Yang
SVP, Investor Relations
213-251-2219
angie.yang@BBCNbank.com
or
For
Pacific International:
Paul Sabado
President & CEO
206-306-0678
paul.sabado@pibank.com
Source: BBCN Bancorp, Inc.