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—Exchange Ratio Set at 0.2966 per Share of PacWest Common Stock for Each Share of First California Common Stock — — Acquisition to Close at Close of Business on May 31, 2013 — — Systems Conversion Expected to Occur on June 14, 2013 —
LOS ANGELES and WESTLAKE VILLAGE, Calif., May 14, 2013 (GLOBE NEWSWIRE) -- PacWest Bancorp (Nasdaq:PACW) and First California Financial Group, Inc. (Nasdaq:FCAL) today announced the receipt of all necessary regulatory approvals in connection with the previously announced pending merger of First California Financial Group, Inc. ("First California") with and into PacWest Bancorp ("PacWest"). The final regulatory approval was received on May 10, 2013.
Pursuant to the terms of the merger agreement, PacWest will acquire First California for $8.00 per First California common share. The exchange ratio is calculated based on the volume-weighted average share price of PacWest common stock for the 20 consecutive trading days ending on the second full trading day prior to the receipt of the last of the regulatory approvals required under the merger agreement.
As a result, each share of First California common stock shall be converted into the right to receive 0.2966 of a share of PacWest common stock. PacWest will issue an aggregate of approximately 8.4 million shares of PacWest common stock to First California stockholders (which includes PacWest common shares issuable in exchange for First California's Series A Preferred Stock). Approximately $537,000 in cash will be delivered to holders of outstanding and unexercised First California options. In addition, approximately one million shares of First California common stock currently owned by PacWest will be cancelled in the merger. Based on the closing price of PacWest's common stock on May 13, 2013 of $27.61 per share, the aggregate consideration to be paid to First California common stockholders and holders of options to acquire First California common stock plus the cost of the First California shares of common stock cancelled in the merger is approximately $237.1 million.