The merger is subject to customary closing conditions, including the receipt of all regulatory approvals and the approval of the shareholders of CALW and BCAL.
According to the terms of the agreement, BCAL’s all-cash offer of 0.43 cents per CALW share values the transaction at approximately $32 million. The merger is expected to close in the first quarter of 2020.
The merger combines two Southern California franchises with similar core operating philosophies and cultures. Headquartered in San Diego, CA, Bank of Southern California currently operates eleven branch locations and one production office in San Diego County, the Coachella Valley in Riverside County, Orange County, and Los Angeles County.
CalWest Bank is headquartered in Rancho Santa Margarita, CA, with three branches located in Orange County and one office located in Redlands. The proposed merger with CalWest Bank follows Bank of Southern California’s acquisition of four-branch Glendale, CA based Americas United Bank in July 2018, providing Bank of Southern California with its first expansion opportunity into the desirable Los Angeles market.
CalWest Bank offers an attractive footprint in the Orange County market, providing Bank of Southern California with the opportunity to continue its strategic expansion in Southern California. Bank of Southern California currently operates one regional branch location in Orange County. Upon completion of the transaction, the combined organization will have pro forma assets of approximately $1.1 billion and combined capital of approximately $120 million.
Nathan Rogge, president and CEO of Bank of Southern California, commented, “The combined bank offers a highly attractive franchise for us in the dynamic Orange County market and furthers Bank of Southern California’s vision of expanding our market share in Southern California. CalWest Bank is a well-managed community business bank with a strong relationship banking culture, making it a great fit for us. Bank of Southern California recently expanded into Los Angeles in July 2018, and in Orange County in December 2017, so this opportunity allows us to continue to execute the next natural extension of our planned growth.”
Glenn E. Gray, president and CEO of CalWest Bank, added, “We are pleased to partner with an organization that shares our approach to community banking. Our clients and employees will benefit by joining a bank with a commitment to exceptional customer service and strong employee culture.”
Nathan Rogge will continue as President and CEO, and the existing Bank of Southern California executive management team will continue in their current roles at the combined bank.
MJC Partners is serving as financial advisor and Duane Morris as legal counsel to Bank of Southern California on the transaction. Janney Montgomery Scott is serving as financial advisor and Stuart Moore Staub as legal counsel to CalWest Bancorp.