header image

[Sign Up Now] to Receive Our FREE Daily SCVTV-SCVNews Digest by E-Mail

Inside
Weather


 
Calendar
Today in
S.C.V. History
May 2
1884 - McCoy & Everette Pyle discover important Tataviam Indian artifacts in Bowers Cave (Val Verde) [story]
Bowers Cave artifacts


[California United Bank] – The Boards of Directors of San Fernando Valley headquartered California United Bank and Orange County based Premier Commercial Bancorp announced Friday that the companies entered into a merger agreement providing for California United Bank or a holding company to be formed for California United Bank (“CU Bancorp”), to acquire Premier Commercial Bancorp and its subsidiary Premier Commercial Bank.

The acquisition is valued at approximately $38.1 million, with the consideration being paid in the form of common stock of a bank holding company to be established, subject to regulatory and shareholder approval, for California United Bank. At September 30, 2011, California United Bank had total assets of $791.7 million, total deposits of $671.9 million, total loans of $465.1 million and eight offices; Premier Commercial Bancorp had assets of $450 million, total deposits of $386 million, net loans of $307 million and two offices. Upon completion of the transaction, California United Bank will have over $1.2 billion in assets, over $1 billion in deposits and over $772 million in loans. The transaction is expected to be immediately accretive to the combined entity’s earnings per share, excluding one-time transaction expenses. This is the second merger transaction by six year old California United Bank which acquired California Oaks State Bank in December 2010.

California United Bank intends to continue to operate both of Premier Commercial Bank’s branches in Anaheim and Newport Beach/Irvine as full-service branches. The California United Bank Orange County Loan Production Office will be combined with the Premier Commercial Bank Newport Beach/Irvine branch. At close, California United Bank will operate eight full-service branches; located in the San Fernando Valley, Santa Clarita Valley, Los Angeles, the South Bay, Conejo Valley, Simi Valley, Anaheim and Newport Beach/Irvine; and one commercial lending office located in Glendale/San Gabriel Valley.

The merger has been approved by the Boards of Directors of all parties. The transaction is subject to approval by bank regulatory authorities and the shareholders of California United Bank, CU Bancorp and Premier Commercial Bancorp, as well as other customary conditions. The bank holding company formation for CU Bancorp is also subject to approval by bank regulatory authorities and the shareholders of California United Bank. The transaction is expected to close in the second quarter of 2012.

“The combination of CUNB and PCBP will create a strong banking presence in the Southern California Market, allowing us to reach additional clients and provide additional products, including SBA lending,” said David Rainer, President and Chief Executive Officer of California United Bank. “We have always believed that Orange County presents significant opportunities for our middle-market focused business lending. We are pleased that PCBP Chairman and CEO Kenneth Cosgrove and Board member Robert Matranga will be joining our Board of Directors and assisting us as we partner with Premier Commercial Bank and its talented staff. We believe the strategic opportunities of this transaction are extremely attractive. The combination is expected to create one of the largest independent banks headquartered in Southern California and presents significant prospects for our communities, employees and shareholders. The merger with PCBP, which includes two full-service branches in Orange County, is a logical step in our strategy to achieve critical mass by expanding in local and adjacent markets with attractive demographics and to continue to build franchise value for our new and current shareholders.”

“Premier Commercial Bank has a history of strong credit quality and a tradition of relationship banking which will combine well with California United Bank’s commitment to these same values,” concluded Rainer.

“We believe this is a considerable opportunity for our customers and employees and offers our shareholders not only an excellent value but provides them with the ability to participate in the long-term growth opportunity of our combined franchise,” commented Kenneth Cosgrove, Chairman and Chief Executive Officer of Premier Commercial Bancorp and Premier Commercial Bank, N.A. “The capabilities of a larger institution will enable us to better penetrate our markets and expand our menu of services. California United Bank has built a strong franchise and we look forward to being a part of its future. I am pleased to be continuing on the Board of Directors of the combined company after the merger.”

The merger will be immediately preceded by the formation of CU Bancorp as a bank holding company for California United Bank. Premier Commercial Bank will be merged with and into California United Bank, with California United Bank and its California state banking charter surviving.

Premier Commercial Bancorp shareholders will receive 3,721,442 shares of CU Bancorp Stock which approximates a one for one exchange of shares. The value of California United Bank stock as of December 8, 2011 was $10.25 per share. Adjustment of the number of shares will occur upon certain changes in the market value of California United Bank stock. The receipt of CU Bancorp stock by shareholders of Premier Commercial Bancorp is expected to be structured as a tax-free exchange.

Both banks have been active in their communities with philanthropic activities. Among the charities they support are: The Boys and Girls Club of the West Valley, Casa Pacifica, Carousel Ranch, St. Joseph Hospital Foundation, Semper Fi Fund, Boys and Girls Club of Stanton and the Cystic Fibrosis Foundation. Both banks have received the coveted “Outstanding” rating from their bank regulators for performance under the Community Reinvestment Act (CRA).

Hovde Financial, Inc. acted as financial advisor to California United Bank and rendered a fairness opinion to the California United Bank Board of Directors. The Findley Group acted as financial advisor to Premier Commercial Bancorp and Vining Sparks rendered a fairness opinion to the Board of Directors of Premier Commercial Bancorp in conjunction with this transaction. Horgan, Rosen, Beckham & Coren acted as outside legal counsel to California United Bank and Gary Steven Findley and Associates acted as counsel for Premier Commercial Bancorp.

 

About California United Bank

California United Bank, which recently celebrated the sixth anniversary of its opening, provides a full range of financial services, including credit and deposit products, cash management, and internet banking for business, 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 Web site. Information on products and services may be obtained by calling (818) 257-7700 or visiting the Bank’s Web site 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 $450 million in assets 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.

 

Additional Information About the Transaction for Stockholders

In connection with the bank holding company formation and the proposed merger with Premier Commercial Bancorp, CU Bancorp will file with the Securities and Exchange Commission (the “SEC”) a Registration Statement that will include a joint proxy statement of CU Bancorp, California United Bank and Premier Commercial Bancorp that also constitutes a prospectus of CU Bancorp. California United Bank, CU Bancorp and Premier Commercial Bancorp will each mail the proxy statement/prospectus to their respective stockholders. Investors and security holders are urged to read the proxy statement/prospectus regarding the proposed merger when it becomes available, as well as any amendments or supplements to those documents, because it will contain important information. You may obtain a free copy of the proxy statement/prospectus (when available) and other related documents filed by CU Bancorp or California United Bank by writing to California United Bank, 15821 Ventura Boulevard, Suite 100, Encino, CA 91436, Attention: Corporate Secretary. The proxy statement/prospectus (when it is available) and the other documents may also be obtained for free by accessing California United Bank’s website at www.cunb.com under the tab “Investor Relations” and then under the heading “Filings”.

CU Bancorp, California United Bank, Premier Commercial Bancorp and Premier Commercial Bank, N.A. and their directors, and executive officers may be deemed to be participants in the solicitation of proxies from their shareholders in connection with the proposed merger. Information about the directors and executive officers of CU Bancorp, California United Bank and Premier Commercial Bancorp will be set forth in the proxy statement /prospectus relating to the merger when it becomes available. Information about California United Bank’s directors and executive officers is available in its Annual Report on Form 10-K and Form 10-KA for the year ended December 31, 2010, which were filed with the Federal Deposit insurance Corporation on March 14, 2011 and April 29, 2011, respectively, and its notice of annual meeting and proxy statement for its most recent annual meeting, which was filed with the FDIC on September 9, 2011. These documents are available at www.cunb.com under the Investor Relations tab.

Comment On This Story
COMMENT POLICY: We welcome comments from individuals and businesses. All comments are moderated. Comments are subject to rejection if they are vulgar, combative, or in poor taste.
REAL NAMES ONLY: All posters must use their real individual or business name. This applies equally to Twitter account holders who use a nickname.

0 Comments

You can be the first one to leave a comment.

Leave a Comment


Latest Additions to SCVNews.com
With spring in full effect, now is the best time to hit the trails and enjoy the natural scenery of Santa Clarita.
Ken Striplin | Hit the Trails During Santa Clarita Bike Challenge
The Biden administration announced Thursday that President Biden will use his authority under the Antiquities Act to expand the San Gabriel Mountains National Monument near Los Angeles.
Biden Adds Local Acreage to Mountains Monument
1884 - McCoy & Everette Pyle discover important Tataviam Indian artifacts in Bowers Cave (Val Verde) [story]
Bowers Cave artifacts
The Los Angeles County, Department of Public Social Services, and the Department of Public Health’s  CalFresh Healthy Living Program have launched the annual CalFresh Awareness Month campaign to remove barriers associated with applying for food assistance.
May is CalFresh Awareness Month
Ekklesia Meta Church, a non-denominational institution founded by Pastor Carthel Towns, is proud to announce the grand opening of its Community Closet in Santa Clarita. 
May 4: Ekklesia Meta Church to Launch Community Closet in Santa Clarita
College of the Canyons captured a 13th straight Western State Conference Championship on Monday, April 29 at Knollwood Country Club, after a 36-hole tourney that saw all six players finish in the top-10 of the field's individual standings and send the Cougars to another 3C2A Southern California Regional Championship event.
Canyons Wins 13th Consecutive WSC Title
The Los Angeles County Department of Public Health cautions residents who are planning to visit the below Los Angeles County beaches to avoid swimming, surfing, and playing in ocean waters:
Ocean Water Warning For May 1
The cheers will be heard blocks away later this month as more than 11,000 graduating students cross the stage in front of California State University, Northridge’s iconic University Library as CSUN celebrates its 2024 commencement.
CSUN to Celebrate the Class of 2024 with Series of Ceremonies
Thanks to the community's support, E.C. Loomis Insurance Associates has officially awarded a $10,000 donation to The American Cancer Society, a nonprofit organization dedicated to saving lives, celebrating lives, and leading the fight for a world without cancer.
The American Cancer Society Awarded $10,000
Imagine a day where barriers dissolve and possibilities unfold, a day dedicated to celebrating diversity and fostering inclusivity.
Cameron Smyth:  Free To Be Me at West Creek Park
The final Business Property Statement deadline is approaching fast, with payments need by May 7 to avoid penalties. 
May 7: Assessor Reminds Businesses as Last BPP Deadline Nears
The Santa Clarita Valley Economic Development Corporation teamed up with the city of Santa Clarita, College of the Canyons, L.A. County's America's Job Center of California and the Chamber of Commerce to host the fourth Santa Clarita Valley job fair.
Fourth SCV Job Fair Draws Biggest Crowd Yet
The Santa Clarita Public Library is excited to announce its upcoming celebration in honor of Día de los Niños/Día de los Libros on Saturday, May 4, from 10 a.m. to noon at the Canyon Country Jo Anne Darcy Library Branch.
May 4: Celebrate Día de los Niños/Día de los Libros at the Santa Clarita Public Library
1927: First major competition, second annual rodeo, at new Baker Ranch arena (later Saugus Speedway). Overflow crowd more than fills 18,000-seat arena. Entire SCV population was ~3,000 [story]
1927 Baker Ranch Rodeo
California State Assemblywoman Pilar Schiavo has announced the introduction of AB 2863, a bill aimed at protecting consumers and putting more money back in people’s pockets by simplifying the cancellation process for subscription services.
Schiavo Introduces Click to Cancel Bill to Protect Consumers
City of Santa Clarita residents can get low-cost spay/neuter services for your pets every Monday at the mobile clinic located in the parking lot of the Newhall Community Center.
Low Cost Spay/Neuter Mobile Clinic at Newhall Community Center
The Vasquez Rocks Natural Area invites you to an evening around the campfire at the Vasquez Rocks Interpretive Center. Live music, sing-alongs, animal meet and greets, storytelling, crafts, activities, show + tell tables, s'mores and more.
May-October Fireside Nights at Vasquez Rocks
It's time to kick up your heels and head on over to Gilchrist Farm for the Hoedown for Hope event Saturday, June 22, 6-10 p.m.
June 22: Howdown for Hope at Gilchrist Farm
A relic of Saint Jude has left Italy for the first time on an extended tour of the United States. Treasures of the Church, an evangelization ministry of the Catholic church, will present the Tour of the Relic of St. Jude the Apostle. The relic of St. Jude will be hosted Monday, May 6 at Saint Kateri Tekakwitha Catholic Church.
May 6: Catholic Relic of St. Jude Makes Stop at St. Kateri
College of the Canyons film instructor Bavand Karim will attend Marche du Film, one of the largest film markets in the world, at the Cannes Film Festival in May to promote the launch of a new film slate by CINE & Lost Winds Entertainment.
COC Film Instructor to Attend Marche du Film at Cannes Film Festival
Santa Clarita’s opera company, Mission Opera has been selected to present ‘The Merry Widow: Madonna’ as part of the OPERA America National Conference and World Opera Forum, being held in Los Angeles in early June.
June 6-8: Mission Opera Performances of ‘The Merry Widow: Madonna’
Given the ongoing uncertain situation in the Red Sea and surrounding area and following extensive consultation with global security experts and government authorities, Princess Cruises, which is headquartered in Valencia, is revising the itineraries for its two 2025 World Cruises, which will no longer visit the Middle East or Asia, and now instead, will offer new port stops in Africa and Europe.
Princess Cruises Reroutes Global Voyages Due to Middle East Uncertainty
California State Assemblywoman Pilar Schiavo will host an upcoming Youth and Family Festival, a day packed with fun, learning and community engagement. This event is free to all and will bel held on Saturday, May 4 from noon to 4 p.m. at the College of the Canyons
May 4: Schiavo to Host Youth, Family Festival
1973 - Watergate figure H.R. "Bob" Haldeman, a former CalArts board member, resigns from Nixon White House [link]
Haldeman
SCVNews.com