PFF Bancorp to Move Trading of Its Shares to the Over the Counter Market
July 15 2008 - 5:31PM
PR Newswire (US)
RANCHO CUCAMONGA, Calif., July 15 /PRNewswire-FirstCall/ -- PFF
Bancorp, Inc. (NYSE:PFB) ("PFF Bancorp" or the "Company"), the
holding company of PFF Bank & Trust (the "Bank"), Glencrest
Investment Advisors, Inc., and Diversified Builder Services, Inc.,
today announced that the Company's Board of Directors has
determined to move the trading of its common stock from the New
York Stock Exchange ("NYSE") to the OTC Bulletin Board ("OTCBB").
The Company will announce the effective date of the transfer and
the new ticker symbol when advised by the OTCBB. The Company's
stock will continue to trade on the NYSE until the transition is
complete. The change was made in anticipation of the likelihood
that, as a result of recent declines in the price of the stock, the
Company will not meet, in the near-term, the NYSE's listing
standards regarding the total market value of the common stock. The
transition to the over-the-counter market will have no effect on
PFF Bancorp's previously announced agreement to be acquired by FBOP
Corporation. Also, the Company's stock price will have no effect on
the $1.35 in cash that its stockholders will receive when the
merger is completed. The appropriate bank regulatory applications
have been filed for the merger and regulatory approval for the
transaction is expected later this quarter. The Company has also
filed its preliminary proxy materials for the merger with the
Securities and Exchange Commission ("SEC"). President and Chief
Executive Officer Kevin McCarthy commented, "Our Board of Directors
believes that the recent decline in our stock price is reflective
of overall conditions in the stock market, particularly for
financial companies. The Company expects that its stock will be
actively traded on the OTCBB and that there will be minimal impact
on stockholders' ability to trade shares of stock from this
transfer." The OTCBB is an electronic, regulated quotation service
that displays real-time quotes, last-sale prices, and volume
information for over-the-counter equity securities issued by
companies that are subject to periodic filing requirements with the
SEC or other regulatory authority. Important Additional Information
About the Merger This communication is being made, in part, in
respect of the proposed business combination involving PFF Bancorp,
Inc. and FBOP Corporation. In connection with the proposed
transactions, PFF Bancorp, Inc. has filed with the SEC a
preliminary proxy statement and other documents regarding the
proposed transactions, and plans to file with the SEC a definitive
proxy statement as well as other documents regarding the proposed
transactions. The definitive proxy statement will be mailed to
stockholders of PFF Bancorp, Inc. SECURITY HOLDERS OF PFF BANCORP,
INC. ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS
FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION. Security holders may obtain free copies of
the preliminary proxy statement and other documents filed with the
SEC by PFF Bancorp, Inc., and will be able to obtain free copies of
the definitive proxy statement (when available) and other relevant
documents to be filed with the SEC through the website maintained
by the SEC at http://www.sec.gov/. Free copies of the preliminary
proxy statement (and the definitive proxy statement when available)
and other documents filed with the SEC are also available on the
investor relations portion of PFF Bancorp's website at
http://www.pffbancorp.com/. The Company and its directors and
executive officers and other persons may be deemed to be
participants in the solicitation of proxies in respect of the
proposed transaction. Information regarding the Company's directors
and executive officers is available in its Annual Report on Form
10-K for the year ended March 31, 2008, which was filed with the
SEC on June 19, 2008. Other information regarding the participants
in the proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, are
contained in the preliminary proxy statement and will be contained
in other relevant materials to be filed with the SEC (and will be
contained in the definitive proxy statement and other relevant
materials to be filed with the SEC when they become available).
Forward-Looking Statements Certain matters discussed in this news
release may constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements may relate to, among other things,
expectations of the business environment in which the Company
operates, projections of future performance, perceived
opportunities in the market and statements regarding the Company's
strategic objectives. These forward-looking statements are based
upon current management expectations and may therefore involve
risks and uncertainties. The Company's actual results or
performance may differ materially from those suggested, expressed,
or implied by forward-looking statements due to a wide range of
factors including, but not limited to, the general business
environment, the California real estate market, competitive
conditions in the business and geographic areas in which the
Company conducts its business, regulatory actions or changes,
actions by lenders and customers, the risk that the merger is not
consummated due to failure to receive regulatory approval,
stockholder approval or due to other events, and other risks
detailed in the Company's reports filed with the Securities and
Exchange Commission, including the Annual Report on Form 10-K for
the fiscal year ended March 31, 2008. The Company disclaims any
obligation to subsequently revise or update any forward- looking
statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or
unanticipated events. Contact PFF Bancorp Kevin McCarthy, President
and CEO, or Gregory C. Talbott, Senior Executive Vice President,
COO/CFO 1-909-941-5400 DATASOURCE: PFF Bancorp, Inc. CONTACT: Kevin
McCarthy, President and CEO, or Gregory C. Talbott, Senior
Executive Vice President, COO/CFO, +1-909-941-5400, both of PFF
Bancorp Web site: http://www.pffbancorp.com/
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