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-- Acquisition adds 6 branches after consolidation and approximately $1.7 billion in assets --
-- Two First California Financial Group Directors Join the PacWest Board of Directors –-- First California Bank merged into Pacific Western Bank –-- Integration and systems conversion scheduled for June 14, 2013 --
LOS ANGELES, May 31, 2013 (GLOBE NEWSWIRE) -- PacWest Bancorp (Nasdaq:PACW) ("PacWest") announced that today it completed its previously announced acquisition of First California Financial Group, Inc. (Nasdaq:FCAL) ("First California"). As part of the acquisition, First California Bank, a wholly-owned subsidiary of First California, merged with and into PacWest's wholly-owned banking subsidiary, Pacific Western Bank ("PWB").
The acquisition, which was first announced on November 6, 2012, was concluded following receipt of shareholder approval from both institutions and all required regulatory approvals. First California had $1.7 billion in assets as of March 31, 2013. As of March 31, 2013, on a pro forma consolidated basis with First California, PacWest would have had approximately $7.0 billion in assets.
In the merger with First California, each share of First California common stock was converted into the right to receive 0.2966 of a share of PacWest common stock. The exchange ratio was 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. PacWest is issuing an aggregate of approximately 8.3 million shares of PacWest common stock to First California stockholders (which include PacWest common shares issuable in exchange for First California's Series A Preferred Stock). Approximately $231,000 in cash is being 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 have been cancelled in the merger. Based on the closing price of PacWest's common stock on May 31, 2013 of $28.83 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 $243 million.