Press Release

California Bank of Commerce Completes Acquisition of Pan Pacific Bank

Company Release - 1/4/2016 9:00 AM ET

LAFAYETTE, Calif.--(BUSINESS WIRE)-- California Bank of Commerce (OTCQX:CABC) today announced that on December 31, 2015, it completed its previously announced acquisition of Pan Pacific Bank (OTCPINK:PPFC). The acquisition, which was first announced on September 18, 2015, was concluded following receipt of approval for the transaction from the shareholders of California Bank of Commerce and Pan Pacific Bank, and all required regulatory approvals. The combined bank has over $650 million in assets with offices in San Jose, Fremont, Oakland, and Lafayette, California.

“The new locations will complement California Bank of Commerce’s already growing commercial banking presence in the South Bay, accelerating our stated expansion strategy,” said Stephen A. Cortese, Chairman of the Board of California Bank of Commerce. Wayne Doiguchi, previously Chairman and CEO of Pan Pacific Bank, will join the board of California Bank of Commerce. “Wayne brings a wealth of banking experience to our Board and South Bay relationships to our Bank. He is a terrific addition to our team,” said Cortese.

California Bank of Commerce currently has a commercial banking team and an Asset Based Lending team in San Jose. The bank’s commercial team will combine with the Pan Pacific office on Park Avenue in San Jose. “We are excited to continue our South Bay expansion with the addition of Pan Pacific’s locations, clients, and business bankers. We are confident the combined Bank will spur further growth for the Bank in the South Bay,” said Terry A. Peterson, President and CEO of California Bank of Commerce.

The merger had an aggregate deal value of approximately $24.8 million. California Bank of Commerce is issuing approximately 1,133,609 shares and $8,088,383 in cash to Pan Pacific Bank shareholders to complete the transaction.

Hovde Group acted as financial advisor to California Bank of Commerce and delivered a fairness opinion to its Board of Directors. Ernie Panasci and Ryan Behrman with Stinson Leonard Street LLP served as legal counsel for California Bank of Commerce. Keefe, Bruyette & Woods, Inc. acted as financial advisor to Pan Pacific Bank and delivered a fairness opinion to its Board of Directors. Manatt Phelps & Phillips LLP served as legal counsel for Pan Pacific Bank.

About California Bank of Commerce

California Bank of Commerce was designed and built to provide a unique banking experience for its clients, providing a broad range of commercial banking services to closely held businesses and professionals throughout the San Francisco Bay Area. For more information on California Bank of Commerce and our unique banking experience, call us at (925) 283-2265, or visit us at www.californiabankofcommerce.com.

Forward-Looking Statements

This news release includes forward-looking statements, which describe management's expectations regarding future events and developments such as the benefits of the business combination transaction involving California Bank of Commerce and Pan Pacific Bank, continued success of the California Bank of Commerce’s style of banking and the strength of the economies in which it operates. Future events are difficult to predict, and the expectations described above are necessarily subject to risk and uncertainty that may cause actual results to differ materially and adversely. In addition to discussions about risks and uncertainties set forth from time to time in the California Bank of Commerce’s public filings, factors that may cause actual results to differ materially from those contemplated by such forward looking statements include, among others, the following possibilities: (1) the failure to receive timely regulatory approval for the merger or if any of the other required conditions set forth in the Merger Agreement should otherwise fail to be satisfied; (2) local, national and international economic conditions are less favorable than expected or have a more direct and pronounced effect on California Bank of Commerce than expected and adversely affect California Bank of Commerce’s ability to continue its internal growth at historical rates and maintain the quality of its earning assets; (3) projected business increases following strategic expansion or opening or acquiring new banks and/or branches are lower than expected; (4) costs or difficulties related to the integration of acquisitions are greater than expected; or (5) legislation or regulatory requirements or changes adversely affect the businesses in which California Bank of Commerce is engaged.

California Bank of Commerce
Terry A. Peterson, 510-457-3615
President and CEO
tpeterson@bankcbc.com
or
Mark DeVincenzi, 510-457-3770
EVP Shareholder Relations & CMO
mdevincenzi@bankcbc.com

Source: California Bank of Commerce