Umpqua Holdings Corporation Announces April 26 as Scheduled Closing Date for North Bay Bancorp Merger
20 April 2007 - 10:07PM
Business Wire
Umpqua Holdings Corporation (Nasdaq:UMPQ), parent company of Umpqua
Bank and Strand, Atkinson, Williams & York, Inc., and
California-based North Bay Bancorp (NASDAQ:NBAN), today announced
that the closing of the pending merger of North Bay with and into
Umpqua is scheduled for April 26, 2007, subject to approval of
North Bay shareholders on April 25, 2007. Based on the scheduled
April 26 closing, North Bay shareholders will receive 1.2280 shares
of Umpqua common stock for each share of North Bay common stock.
Umpqua also announced that system conversion of North Bay is
scheduled for May 5, 2007. About Umpqua Holdings Corporation Umpqua
Bank, headquartered in Roseburg, Ore., is a subsidiary of Umpqua
Holdings Corporation (NASDAQ: UMPQ) and has 134 locations between
Sacramento, Calif. and Bellevue, Wash., along the Oregon and
Northern California Coast and in Central Oregon. Umpqua Bank has
been recognized for its innovative customer experience and creative
strategy by leading national publications including the Wall Street
Journal, New York Times, BusinessWeek, Fast Company and CNBC.
Umpqua Holdings also owns retail brokerage subsidiary Strand,
Atkinson, Williams & York, Inc., which has locations in Umpqua
Bank stores and in dedicated offices throughout Oregon and
Southwest Washington. Umpqua Bank's Private Client Services
Division provides tailored financial services and products to
individual customers. Umpqua Holdings Corporation is headquartered
in Portland, Ore. For more information, visit www.umpquabank.com.
About North Bay Bancorp North Bay Bancorp is the holding company
for The Vintage Bank in Napa County and Solano Bank, a Division of
The Vintage Bank, in Solano County. This full-service commercial
bank offers a wide selection of deposit, loan and investment
services to local consumers and small business customers. The
Vintage Bank opened in 1985 and now operates six banking offices in
Napa County, Northern California's number one tourist destination
and the nation's premier wine producing region. The main office and
two branch offices are located in the City of Napa. Vintage also
has branches in the city of St. Helena, American Canyon and the
Southern industrial area of Napa County. Solano Bank, a Division of
The Vintage Bank, launched in July 2000, has offices in the primary
cities along the I-80 corridor of Solano County, including
Vacaville, Fairfield, Vallejo and Benicia and an off-site ATM
facility in downtown Fairfield. Solano County is projected to be
the fastest growing county in Northern California through year
2030, and is attracting businesses and residents with a quality
lifestyle, affordable housing and business-friendly attitudes. This
press release includes forward-looking statements regarding the
merger of Umpqua Holdings Corporation and North Bay Bancorp within
the meaning of the "Safe-Harbor" provisions of the Private
Securities Litigation Reform Act of 1995, which management believes
are a benefit to shareholders. These statements are necessarily
subject to risk and uncertainty and actual results could differ
materially due to certain risk factors, including those set forth
from time to time in the company's filings with the SEC. You should
not place undue reliance on forward-looking statements and we
undertake no obligation to update any such statements. Specific
risks in this press release relate to the success and timing of the
conversion of North Bay�s systems, the timing of the merger
closing, whether all closing conditions to the merger are satisfied
and North Bay shareholder approval at a meeting to be held on April
25, 2007. The foregoing may be deemed to be offering materials of
Umpqua Holdings Corporation and solicitation of materials of North
Bay Bancorp in connection with the proposed merger of North Bay
with and into Umpqua. North Bay shareholders are urged to read the
proxy statement/prospectus included in the registration statement
on Form S-4, which Umpqua filed with the SEC in connection with the
proposed acquisition, because it contains important information
about Umpqua, North Bay, the acquisition and related matters. The
directors and executive officers of North Bay may be deemed to be
participants in the solicitation of proxies from North Bay
shareholders. Information regarding the participants and their
security holdings can be found in North Bay�s most recent proxy
statements filed and the proxy statement/prospectus filed with the
SEC. All documents filed with the SEC are available for free, both
on the SEC web site (http://www.sec.gov) and from Umpqua by
directing a request to Umpqua Holdings Corporation, Attention:
Investor Relations, One SW Columbia Street, Suite 1200, Portland,
OR 97258, and from North Bay by directing a request to North Bay
Bancorp, Investor Relations, P.O. Box 2200, 1190 Airport Road,
Napa, CA 94558.
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