[CUB] – California United Bank (which operates a branch in Santa Clarita) announced Tuesday that its shareholders have approved a reorganization creating a bank holding company for California United Bank (CU Bancorp) and the principal terms of an Agreement and Plan of Merger dated December 8, 2011, as amended (the “Merger Agreement”) which provides for the merger of Premier Commercial Bancorp into CU Bancorp and the merger of Premier Commercial Bank, N.A. into California United Bank.
California United Bank shareholders convened on July 23, 2012, to consider and vote upon the bank holding company reorganization and the principal terms of the Merger Agreement. Over 99.5% of the total votes cast in connection with the special meeting voted in favor of the transactions. Premier Commercial Bancorp shareholders also approved the Merger Agreement during an annual meeting held on July 19, 2012.
“This is a winning combination for both banks and all of our constituents,” said David I. Rainer, President and Chief Executive Officer of California United Bank. “We are delighted to welcome Premier Commercial Bank’s customers to a broader branch network and a more robust offering of combined technologies and services. We are also looking forward to working with the Premier Commercial Bank team to continue their legacy of providing premier customer service to Orange County since 2001.”
Regulatory approvals for a reorganization creating a bank holding company for California United Bank (CU Bancorp), the merger of Premier Commercial Bancorp into CU Bancorp, and the merger of Premier Commercial Bank, N.A. into California United Bank were received in June 2012 from the Federal Deposit Insurance Corporation (“FDIC”), the California Department of Financial Institutions (“CDFI”) and the Federal Reserve Board (“FRB”). Subject to customary conditions, the transactions are expected to close on or about July 31, 2012.
The transaction is valued at approximately $38.2 million. CU Bancorp will issue 3,721,442 shares of common stock to Premier Commercial Bancorp shareholders. All Premier Commercial Bancorp shareholders will receive CU Bancorp common stock in exchange for their shares of Premier Commercial Bancorp common stock in an exchange ratio determined in accordance with the Merger Agreement which is presently estimated at 0.9923 shares of CU Bancorp common stock for each share of Premier Commercial Bancorp common stock and cash in lieu of fractional shares. The receipt of CU Bancorp common stock by shareholders of Premier Commercial Bancorp is expected to be structured as a tax-free exchange.
Following the closing of proposed merger, the combined bank franchise will offer eight full service offices in Simi Valley, Thousand Oaks, Encino, Santa Clarita, Los Angeles, the South Bay, Anaheim and Irvine/Newport Beach.
About California United Bank
California United Bank, which recently celebrated the seventh anniversary of its opening, provides a full range of financial services, including credit and deposit products, cash management, and internet banking for businesses, non-profits, entrepreneurs, professionals and high net worth individuals throughout Southern California from offices in the San Fernando Valley, the Santa Clarita Valley, the Conejo Valley, Simi Valley, Los Angeles, South Bay, Glendale/San Gabriel Valley and Orange County. To view California United Bank’s most recent financial information, please visit the Investor Relations section of the Bank’s website. Information on products and services may be obtained by calling (818) 257-7700 or visiting the Bank’s website at www.cunb.com.
About Premier Commercial Bancorp
Premier Commercial Bancorp is the parent and bank holding company for Premier Commercial Bank, N.A. Premier Commercial Bank with $564 million in assets (as of March 31, 2012) is located in Orange County with offices in Anaheim and Newport Beach/Irvine. Premier Commercial Bank was founded in 2001 as a locally owned community business bank. The bank provides a full range of products and services including commercial, real estate and SBA loans as well as cash management products and deposit services to businesses, entrepreneurs, professionals and the hospitality industry. Its unique capability in diversified lending, in addition to its customary community bank credit products, helps its customers meet their cash management goals. Further information may be obtained at www.pcboc.com.