WALNUT CREEK, CA, AND IRVINE, CA, September 13, 2016 – Mechanics Bank (“Mechanics”) and California Republic Bancorp (“CRB”) (OTCBB: CRPB), a bank holding company for California Republic Bank, today announced that they have received regulatory approval from the FDIC and the California Department of Business Oversight for their pending merger. No further regulatory approvals are required for Mechanics and CRB to consummate the merger and the other transactions contemplated by the April 28, 2016 merger agreement by and among Mechanics, CRB and Coast Acquisition Corporation, a wholly owned subsidiary of Mechanics. The merger is expected to close on or about October 1, 2016, subject to the satisfaction of the remaining conditions set forth in the merger agreement.
Upon completion of the merger, CRB shareholders will receive cash consideration of $37.19 per share.
Mechanics also announced today that it commenced a rights offering to its current shareholders. Pursuant to the rights offering, current shareholders will receive 0.42146 subscription rights for each share ofcommon stock owned as of 5:00 p.m., Pacific Time, on September 13, 2016, the record date of the rights offering. Each subscription right will entitle current shareholders to purchase one share of Mechanics common stock at the subscription price of $26,323 per share. Shareholders are not entitled to any oversubscription privilege. Funds received from subscribers in the rights offering will be held by the subscription agent until the rights offering is completed or canceled. The subscription rights will expire if they are not exercised by 5:00 p.m., Pacific Time, on September 29, 2016. Mechanics reserves the right to extend the expiration date of the rights offering one or more times. The closing of any purchase of common stock pursuant to the subscription rights will occur on September 30, 2016 unless the expiration date is extended, in which case the closing date will be the first business day after the expiration date. All subscriptions received by Mechanics in the rights offering are irrevocable. Mechanics has entered into a standby agreement with EB Acquisition Company LLC, a wholly owned subsidiary of Ford Financial Fund II, L.P. Pursuant to the standby agreement, EB Acquisition Company LLC has agreed, subject to certain conditions, to acquire any shares that remain unsubscribed at the conclusion of the rights offering at the subscription price of $26,323 per share. Mechanics may cancel the rights offering at any time, and the rights offering is conditioned on the continued satisfaction or waiver of the closing conditions set forth in the merger agreement (other than the condition related to the completion of the rights offering).
About Mechanics Bank
Mechanics Bank, established in 1905, is an independent, full service community bank. With more than $3 billion in assets, it is the largest bank headquartered in the Bay Area's East Bay region. Its 30 branch offices throughout Northern California provide a highly personalized relationship banking experience that includes consumer and business banking services, commercial lending, cash management services, and comprehensive trust and wealth management services. Member FDIC and Equal Housing Lender. For more information go to www.mechanicsbank.com.
About California Republic Bancorp
California Republic Bancorp is a $1.8 billion financial services company that operates as the holding company for California Republic Bank. California Republic Bank is a full-service commercial bank providing loans, deposit and cash management services to individuals, businesses, investors, and family offices. The Bank offers its clients direct access to decision makers, unparalleled responsiveness, seasoned Relationship Managers and state-of-the-art technology. The bank has five branch offices serving Southern California, located in Newport Beach, Beverly Hills, Irvine, Westlake Village and San Diego. The bank also operates CRB Auto, a division of the bank, which is a relationship based, indirect auto lender, which purchases auto contracts from both franchised and select independent automobile dealerships throughout 14 States—Arizona, California, Colorado, Idaho, Illinois, Iowa, Kansas, Missouri, Nevada, Oklahoma, Oregon, Texas, Utah, and Washington.
The information presented herein contains forward looking statements giving Mechanics’ and CRB’s expectations or predictions of future financial or business performance or conditions. These forwardlooking statements are subject to numerous assumptions, risks and uncertainties which change over time. Forward-looking statements speak only as of the date they are made and neither Mechanics nor CRB assumes any duty to update forward-looking statements. Certain risks and uncertainties that could cause actual results to differ materially from forward-looking statements and historical performance include, but are not limited to, the following: ability to meet closing conditions to the merger on the expected terms and schedule; delay in closing the merger; difficulties and delays in integrating the Mechanics and CRB businesses or fully realizing cost savings and other benefits; business disruption following the proposed transaction; changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; customer intermediation; the introduction, withdrawal, success and timing of business initiatives; competitive conditions; Mechanics’ and CRB’s businesses experiencing disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; economic and capital market conditions; and the impact, extent and timing of technological changes, capital management activities, and other actions of regulatory agencies.