to First Community's Subsidiary Pacific Western National Bank -
RANCHO SANTA FE, Calif., Oct. 10 - First Community Bancorp (Nasdaq: FCBP) today announced that, on Friday, October 7, 2005, it completed its previously announced acquisition of Pacific Liberty Bank, a two branch bank headquartered in Huntington Beach, California with $151.0 million in assets at June 30, 2005. With the completion of this acquisition, Pacific Liberty merged into Pacific Western National Bank, a wholly-owned subsidiary of First Community Bancorp, adding its two branches to the Pacific Western branch network. The integration of Pacific Liberty's systems and the conversion of its branches to Pacific Western's operating platform is scheduled to be completed in early November 2005.
In the merger, each share of Pacific Liberty common stock was converted into the right to receive 0.812 shares of First Community common stock. First Community will pay an aggregate of approximately 783,871 shares of First Community common stock to Pacific Liberty shareholders. Approximately $5.0 million in cash was delivered to holders of outstanding and unexercised Pacific Liberty options.
On August 12, 2005, First Community announced the completion of its acquisition of First American Bank, a four branch bank based in Rosemead, California with $238.6 million in assets at June 30, 2005. On a pro forma consolidated basis with First American and Pacific Liberty, at June 30, 2005, First Community had assets of approximately $3.2 billion, and Pacific Western had assets of approximately $2.0 billion, total deposits of over $1.6 billion and 28 branches across Los Angeles, Orange, Riverside and San Bernardino Counties.
On September 13, 2005, First Community announced that it had entered into a definitive agreement to acquire all of the outstanding common stock and options of Cedars Bank for $120 million in cash. Cedars Bank, which is headquartered in Los Angeles, California, had $485.7 million in assets at June 30, 2005 and six operating branches, including one in San Francisco, and a seventh branch currently scheduled to open in Pasadena, California in November 2005. The proposed acquisition of Cedars Bank is subject to regulatory approvals and the approval of Cedars Bank's shareholders. Upon completion of the acquisition, Cedars Bank will be merged into Pacific Western Bank.
ABOUT FIRST COMMUNITY BANCORP
First Community Bancorp is a bank holding company with $2.8 billion in assets at June 30, 2005, with two wholly-owned banking subsidiaries, Pacific Western National Bank and First National Bank. Through the banks' 41 full-service community banking branches (which includes branches acquired through the acquisitions of First American Bank and Pacific Liberty Bank), First Community provides commercial banking services, including real estate, construction and commercial loans, to small and medium-sized businesses. Pacific Western has 28 branches throughout Los Angeles, Orange, Riverside and San Bernardino Counties and First National Bank has 13 branches across San Diego County. Through its subsidiary First Community Financial, First National provides working capital financing to growing companies located throughout the Southwest, primarily in the states of Arizona, California and Texas. Additional information regarding First Community Bancorp is available on the Internet at http://www.firstcommunitybancorp.com. Information regarding Pacific Western National Bank and First National Bank is also available on the Internet at http://www.pacificwesternbank.com and http://www.banksandiego.com, respectively.
FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking information about First Community 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 First Community. First Community cautions 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.
This press release does not constitute an offer to sell securities or a solicitation of an offer to buy and does not constitute solicitation material in respect of the proposed acquisition of Cedars Bank. Cedars Bank intends to file a proxy statement and other documents regarding the proposed acquisition with the California Department of Financial Institutions. Before making any voting or investment decision, investors and security holders of Cedars Bank are urged to carefully read the entire proxy statement, when it becomes available, as well as any amendments or supplements to the proxy statement, because it will contain important information about the proposed acquisition. A definitive proxy statement will be sent to the shareholders of Cedars Bank seeking their approval of the proposed acquisition.
