LOS ANGELES, April 30, 2012 /PRNewswire/ -- PacWest
Bancorp (Nasdaq: PACW) and San
Luis Obispo, California ... American
Perspective Bank (OTC BB: APBA) today announced that PacWest's
wholly owned subsidiary, Pacific Western Bank, had entered into a
definitive agreement and plan of merger to acquire all of the
outstanding common stock and restricted stock of American
Perspective Bank for $58.1 million in
cash, or $13.00 per share for each
share of common stock of American Perspective Bank. American
Perspective Bank had $264 million in
assets at March 31, 2012, two
operating branches and a loan production office. Pacific Western
Bank is a Los Angeles-based
commercial bank with $5.4 billion in
assets as of March 31, 2012 and 76
branches throughout California,
including 12 in the Central Coast region. Pacific Western
Bank entered the Central Coast through its acquisition of Affinity
Bank in August 2009, and increased
its presence with its acquisition of Los Padres Bank in
August 2010.
On April 10, 2012, American
Perspective Bank previously announced it had entered into a
definitive agreement to be acquired by Umpqua Bank, a wholly owned
subsidiary of Umpqua Holdings Corp., for $44.7 million in cash, or $10.00 per share of American Perspective Bank
common stock. Subsequent to that announcement, PacWest
Bancorp approached American Perspective Bank and its advisors with
a significantly higher price to acquire the company. Under
the terms of its definitive agreement with Umpqua Bank, the board
of directors of American Perspective Bank exercised its right to
enter into discussions with PacWest. Ultimately, the board
determined that the $58.1 million
offer from PacWest represented a significant premium to the offer
presented by Umpqua Holdings and pursuant to its fiduciary duties
and, as permitted under its agreement with Umpqua, entered into an
agreement with PacWest and terminated its agreement with
Umpqua.
Under the terms of its agreement with Umpqua, American
Perspective Bank will pay to Umpqua a termination fee of
$1.6 million, payable within 30 days
of April 30, 2012, the date it
terminated its agreement with Umpqua.
The board of directors of each company has approved this
transaction. The acquisition of American Perspective Bank by
Pacific Western Bank is subject to customary conditions, including
the approval of American Perspective Bank's shareholders and bank
regulatory authorities, and is expected to close in the third
quarter of 2012. Immediately following the completion of the
acquisition, it is anticipated that American Perspective Bank will
be merged with and into Pacific Western Bank.
Matt Wagner, CEO of PacWest
Bancorp and Chairman and CEO of Pacific Western Bank, commented,
"American Perspective is a great geographic and strategic fit in
our Central Coast region. The addition of American
Perspective's San Luis Obispo and
Santa Maria offices strengthens
our presence in this important market, and its Paso Robles loan production office provides
opportunity for expansion and additional organic growth in that
region. We look forward to welcoming the American Perspective
customers to the PacWest family, and continuing the tradition of
high quality banking and customer service to which they are
accustomed. We will work closely with American Perspective
management to integrate the operation over the next several months
in the manner least disruptive to the customers and the
community."
Vic Santoro, PacWest's CFO,
commented, "American Perspective is a solid performing and
well-managed organization. For the first quarter of 2012 it
earned $462 thousand, had a net
interest margin of 4.16% and an efficiency ratio of 60.7%.
Its $185 million average loan
portfolio yielded 6.13% and its interest bearing deposit cost was
0.92%, with total cost of deposits at 0.76%. Our purchase
price represents a multiple of 1.32 times American Perspective
Bank's tangible book value at March
31, 2012. It is expected to be nicely accretive to our
net earnings in 2013 and beyond. American Perspective Bank's
solid credit quality and similar strategic focus will complement
our franchise value."
Mark Crawford, President, CEO and
Chief Credit Officer of American Perspective Bank, said, "Pacific
Western Bank is a strong, stable California bank with a meaningful presence in
the Central Coast, including San Luis Obispo County. They are
a true relationship bank that knows the value of high quality
customer service and community orientation. Our customers and
employees will benefit greatly from the merger of our two
organizations."
Tom Madden, Chairman of the
American Perspective Bank Board of Directors commented, "In
entering into this agreement with PacWest, the Board of American
Perspective Bank has both obtained the highest value for our
shareholders and also found an excellent partner for our customers
and employees going forward. PacWest's existing presence in
the Central Coast and their commitment to customers, employees and
community, will continue the model we have established and present
all of our constituents with greater choices going forward.
We are thrilled to join this institution."
ABOUT PACWEST BANCORP
PacWest Bancorp ("PacWest") is a bank holding company with
$5.4 billion in assets as of
March 31, 2012, with one wholly-owned
banking subsidiary, Pacific Western Bank ("Pacific Western").
Through 76 full-service community banking branches, Pacific Western
provides commercial banking services, including real estate,
construction and commercial loans, to small and medium-sized
businesses. Pacific Western's branches are located throughout
California in Los Angeles, Orange, Riverside, San
Bernardino, Santa Barbara,
San Diego, San Francisco, San
Luis Obispo, San Mateo and
Ventura Counties. Through its subsidiaries, BFI Business
Finance and Celtic Capital Corporation, and its divisions, First
Community Financial and Pacific Western Equipment Finance, Pacific
Western also provides working capital financing and equipment
leasing to growing companies located throughout the United States, with a focus on the
Southwestern U.S., primarily in Arizona, California, Utah and Texas. Additional information regarding
PacWest Bancorp is available on the Internet at
www.pacwestbancorp.com. Information regarding Pacific Western
Bank is also available on the Internet at
www.pacificwesternbank.com.
ABOUT AMERICAN PERSPECTIVE BANK
American Perspective Bank serves small-to-medium sized
businesses and professionals through locations in San Luis Obispo, Santa Maria and Paso
Robles. As of March 31, 2012,
American Perspective Bank had approximately $264 million in assets. Additional information
regarding American Perspective Bank is available on the Internet at
www.americanperspectivebank.com.
FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking
information about PacWest that is intended to be covered by the
safe harbor for "forward-looking statements" provided by the
Private Securities Litigation Reform Act of 1995. All statements
other than statements of historical fact are forward-looking
statements. Such statements involve inherent risks and
uncertainties, many of which are difficult to predict and are
generally beyond the control of the Company. We caution readers
that a number of important factors could cause actual results to
differ materially from those expressed in, implied or projected by,
such forward-looking statements. Risks and uncertainties include,
but are not limited to: lower than expected revenues; credit
quality deterioration or a reduction in real estate values could
cause an increase in the allowance for credit losses and a
reduction in net earnings; increased competitive pressure among
depository institutions; the Company's ability to complete future
acquisitions, successfully integrate such acquired entities, or
achieve expected beneficial synergies and/or operating efficiencies
within expected time-frames or at all; settlements with the FDIC
related to our loss-sharing arrangements from the Los Padres Bank
and Affinity Bank acquisitions; the possibility that personnel
changes will not proceed as planned; the cost of additional capital
is more than expected; a change in the interest rate environment
reduces net interest margins; asset/liability repricing risks and
liquidity risks; pending legal matters may take longer or cost more
to resolve or may be resolved adversely to the Company; general
economic conditions, either nationally or in the market areas in
which the Company does or anticipates doing business, are less
favorable than expected; environmental conditions, including
natural disasters, may disrupt our business, impede our operations,
negatively impact the values of collateral securing the Company's
loans.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
For a more complete discussion of risks and uncertainties,
investors and security holders are urged to read PacWest Bancorp's
annual report on Form 10-K, quarterly reports on
Form 10-Q and other reports filed by PacWest with the
SEC. The documents filed by PacWest with the SEC may be
obtained at PacWest Bancorp's website at www.pacwestbancorp.com or
at the SEC's website at www.sec.gov. These documents may also
be obtained free of charge from PacWest by directing a request to:
PacWest Bancorp c/o Pacific Western Bank, 275 North Brea Boulevard,
Brea, CA 92821. Attention:
Investor Relations. Telephone 714-671-6800.
American Perspective Bank and certain of its directors,
executive officers and other members of management and employees
may be participants in the solicitation of proxies in respect of
the proposed transaction. Information regarding American
Perspective Bank's directors and executive officers will be
available in the proxy statement mailed to shareholders in
connection with the transaction. Other information regarding
the participants in the proxy solicitation and a description of
their direct and indirect interests, by security holdings or
otherwise, will be contained in the proxy statement and other
relevant materials to be mailed to shareholders in connection with
the transaction.
SOURCE American Perspective Bank