BBCN Bancorp, Inc. (NASDAQ:BBCN) (“BBCN”) and Wilshire Bancorp,
Inc. (NASDAQ:WIBC) (“Wilshire”) today jointly announced the receipt
of approvals from all regulatory agencies required for closing the
merger of equals between BBCN and Wilshire. The Federal
Reserve Bank of San Francisco approved the proposed merger of
Wilshire with and into BBCN. The Federal Deposit Insurance
Corporation and California Department of Business Oversight,
respectively, approved the proposed merger of Wilshire Bank, the
bank subsidiary of Wilshire, with and into BBCN Bank, the bank
subsidiary of BBCN.
The proposed mergers of BBCN and Wilshire, and BBCN Bank and
Wilshire Bank, remain subject to the votes of the BBCN and Wilshire
shareholders at their respective annual meetings of shareholders,
and the satisfaction of other customary closing conditions.
The respective Boards of Directors of BBCN and Wilshire have
previously approved the transaction. On an unaudited pro
forma basis as of March 31, 2016, the combined organization would
have total assets of $13.1 billion, total loans receivable of $10.1
billion and total deposits of $10.3 billion.
“We thank all three agencies for their regulatory approvals of
this transaction, and we look forward to our ongoing partnership
with them as we proactively prepare to cross the $10 billion
threshold,” said BBCN’s Chairman and Chief Executive Officer Kevin
S. Kim, who will continue as President and Chief Executive Officer
of the combined bank. “We anticipate completing and filing
the registration statement and joint proxy statement and prospectus
in the coming week, and now expect to complete the merger early in
the third quarter of this year.”
“We are very pleased to have received the requisite regulatory
approvals to close this transformational merger that will create
the only super regional Korean-American Bank in the nation,” said
Wilshire’s Chairman of the Board Steven S. Koh, who, as previously
announced, will continue as Chairman of the combined company.
“We believe the combination of BBCN and Wilshire will lead to
tremendous long-term benefits for all of our customers, employees,
communities and shareholders.”
As previously announced, Wilshire shareholders will receive
0.7034 shares of BBCN common stock in exchange for each share of
Wilshire common stock. The exchange ratio is fixed and the
transaction is intended to qualify as a tax-free reorganization for
Wilshire shareholders.
About BBCN Bancorp, Inc.
BBCN Bancorp, Inc. is the holding company of BBCN Bank, the
largest Korean-American bank in the nation with $8.1 billion in
assets as of March 31, 2016. Headquartered in Los Angeles and
serving a diverse mix of customers mirroring its communities, BBCN
operates 50 branches in California, New York, New Jersey, Illinois,
Washington and Virginia; eight loan production offices in Seattle,
Denver, Dallas, Atlanta, Northern California, Annandale, Virginia,
Portland, Oregon and Fremont, California; and a representative
office in Seoul, Korea. BBCN specializes in core business
banking products for small and medium-sized businesses, with an
emphasis in commercial real estate and business lending, SBA
lending and international trade financing. BBCN Bank is a
California-chartered bank and its deposits are insured by the FDIC
to the extent provided by law. BBCN is an Equal Opportunity
Lender.
About Wilshire Bancorp, Inc.
Headquartered in Los Angeles, Wilshire Bancorp is the parent
company of Wilshire Bank, which operates 35 branch offices in
California, Texas, Alabama, Georgia, New Jersey, and New York.
Wilshire Bancorp also operates six loan production offices of which
four are utilized primarily for the origination of loans under the
Small Business Administration lending program located in
California, Colorado, Georgia, and Washington, and two that are
utilized primarily for the origination of residential mortgage
loans located in California. Wilshire Bank is a community bank with
a focus on commercial real estate lending and general commercial
banking, with its primary market encompassing the multi-ethnic
populations of the Los Angeles Metropolitan area. For more
information, please go to www.wilshirebank.com.
Additional Information and Where to Find It
In connection with the proposed merger, BBCN Bancorp, Inc. has
filed with the Securities and Exchange Commission (“SEC”) a
registration statement on Form S-4 that includes a preliminary
joint proxy statement/prospectus of BBCN Bancorp, Inc. and Wilshire
Bancorp, Inc., as well as other relevant documents concerning the
proposed transaction. Shareholders are urged to read the
registration statement, the preliminary joint proxy
statement/prospectus regarding the merger, the definitive joint
proxy statement/prospectus when it becomes available and any other
relevant documents filed with the SEC, as well as any amendments or
supplements to those documents, because they will contain important
information. You will be able to obtain a free copy of the
preliminary joint proxy statement/prospectus, as well as other
filings containing information about BBCN Bancorp and Wilshire
Bancorp at the SEC’s Internet site (www.sec.gov). You will also be
able to obtain these documents, free of charge, from BBCN at
www.BBCNbank.com in the “Investor Relations” section under the
“About” tab, or from Wilshire Bancorp at www.wilshirebank.com in
the “Investor Relations” section under the “About Wilshire Bank”
tab.
Participants in Solicitation
BBCN Bancorp, Wilshire Bancorp and their respective directors,
executive officers, management and employees may be deemed to be
participants in the solicitation of proxies in respect of the
merger. Information concerning BBCN Bancorp’s participants is set
forth in the proxy statement, dated May 1, 2015, and supplemental
proxy materials, dated May 20, 2015, for BBCN Bancorp’s 2015 annual
meeting of stockholders, as filed with the SEC on Schedules 14A.
Information concerning Wilshire Bancorp’s participants is set forth
in the proxy statement, dated April 9, 2015, for Wilshire Bancorp’s
2015 annual meeting of stockholders as filed with the SEC on
Schedule 14A. Additional information regarding the interests of
participants of BBCN Bancorp and Wilshire Bancorp in the
solicitation of proxies in respect of the merger are included in
the registration statement and preliminary joint proxy
statement/prospectus filed with the SEC.
Forward-Looking Statements
This press release contains statements regarding the proposed
transaction between BBCN Bancorp and Wilshire Bancorp, the expected
timetable for completing the transaction, future financial and
operating results, benefits and synergies of the proposed
transaction and other statements about the future expectations,
beliefs, goals, plans or prospects of the management of each of
BBCN Bancorp and Wilshire Bancorp. These statements are based on
current expectations, estimates, forecasts and projections and
management assumptions about the future performance of each of BBCN
Bancorp, Wilshire Bancorp and the combined company, as well as the
businesses and markets in which they do and are expected to
operate. These statements constitute forward-looking statements
within the meaning of the U.S. Private Securities Litigation Reform
Act of 1995. Words such as “expects,” “believes,” “estimates,”
“anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,
“seeks,” and variations of such words and similar expressions are
intended to identify such forward-looking statements which are not
statements of historical fact. These forward-looking statements are
not guarantees of future performance and involve certain risks,
uncertainties and assumptions that are difficult to assess. Actual
outcomes and results may differ materially from what is expressed
or forecasted in such forward-looking statements. The closing of
the proposed transaction is subject to regulatory approvals, the
approval of the shareholders of both BBCN Bancorp and Wilshire
Bancorp, and other customary closing conditions. There is no
assurance that such conditions will be met or that the proposed
transaction will be consummated within the expected time frame, or
at all. Until the proposed merger becomes effective, the FDIC
has the right to alter, suspend or withdraw its approval should any
interim development be deemed to warrant such action. If the
transaction is consummated, factors that may cause actual outcomes
to differ from what is expressed or forecasted in these
forward-looking statements include, among things: difficulties and
delays in integrating BBCN Bancorp and Wilshire Bancorp and
achieving anticipated synergies, cost savings and other benefits
from the transaction; higher than anticipated transaction costs;
deposit attrition, operating costs, customer loss and business
disruption following the merger, including difficulties in
maintaining relationships with employees, may be greater than
expected; required governmental approvals of the merger may not be
obtained on its proposed terms and schedule, or without regulatory
constraints that may limit growth; competitive pressures among
depository and other financial institutions may increase
significantly and have an effect on revenues; the strength of the
United States economy in general, and of the local economies in
which the combined company will operate, may be different than
expected, which could result in, among other things, a
deterioration in credit quality or a reduced demand for credit and
have a negative effect on the combined company’s loan portfolio and
allowance for loan losses; changes in the U.S. legal and regulatory
framework; and adverse conditions in the stock market, the public
debt market and other capital markets (including changes in
interest rate conditions) which would negatively affect the
combined company’s business and operating results.
For a more complete list and description of such risks and
uncertainties, refer to BBCN Bancorp’s Form 10-K for the year ended
December 31, 2015, as amended, and Wilshire Bancorp’s Form 10-K for
the year ended December 31, 2015, as amended, as well as other
filings made by BBCN Bancorp and Wilshire Bancorp with the SEC.
Except as required under the U.S. federal securities laws and the
rules and regulations of the SEC, BBCN Bancorp and Wilshire Bancorp
disclaim any intention or obligation to update any forward-looking
statements after the distribution of this press release, whether as
a result of new information, future events, developments, changes
in assumptions or otherwise.
Contacts:
For BBCN Bancorp:
Angie Yang
SVP, Director of IR & Corporate Communications
213-251-2219
angie.yang@BBCNbank.com
For Wilshire Bancorp:
Alex Ko
EVP & Chief Financial Officer
213-427-6560
alexko@wilshirebank.com
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