By Market Wire, September 24, 2013, 06:00:00 AM EDT
NEWPORT BEACH, CA -- (Marketwired) -- 09/24/13 --
Commerce National Bank (OTCQB:CNBF) ("CNB") announced today that all regulatory approvals have been received for its merger with and into Sterling Savings Bank, the principal operating subsidiary of Sterling Financial Corporation (NASDAQ:STSA) ("Sterling").
Subject to the closing conditions contained in the merger agreement, at the closing of the merger Sterling shall acquire CNB for cash consideration of $15.10 per common share. Including the planned redemption of outstanding CNB stock options and warrants for cash, the aggregate transaction value is approximately $42.9 million.
The transaction was approved by the shareholders of CNB at its meeting on July 19, 2013, and all regulatory approvals have now been received. It is anticipated that the merger will be effective as of October 1, 2013. After completion of the merger, CNB will continue to operate under its current name until November 4, 2013, after which it will adopt the Argent Bank brand. CNB clients should continue to conduct their banking business as usual, i.e., using CNB's existing offices, checks, account numbers, online banking for both corporate and small businesses, remote deposit capture, wire and ACH origination, positive pay and mobile banking, until receiving direct notice from Sterling.
Mark Simmons, president and chief executive officer of CNB, said, "We are pleased that Sterling has received all necessary regulatory approvals and that the transaction will be closing on October 1."
Certain statements in this press release, including, without limitation, statements as to the impact of the acquisition transaction, statements as to CNB management's beliefs, expectations or opinions, and all other statements in this press release, other than historical facts, are "forward-looking statements" and are intended to be covered by the safe harbor provided by the Private Securities Litigation Reform Act of 1995. When used in this release, the words "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions are generally intended to identify forward-looking statements. Actual results may differ materially from the results discussed in these forward-looking statements because such statements are inherently subject to significant assumptions, risks and uncertainties, many of which are difficult to predict and are generally beyond CNB's control. These risks and uncertainties include, but are not limited to, the ability of CNB and Sterling to satisfy the customary closing conditions for completion of the merger within the timeframe described above and on the terms summarized above or other acceptable terms, or at all.
About Commerce National Bank
Commerce National Bank (CNB) of Newport Beach, Calif., is a nationally chartered and federally insured commercial bank that specializes in business banking, including SBA and equipment leasing. As of June 30, 2013, CNB had assets of $235.6 million. Visit its website at www.commercenatbank.com.
Source: Commerce National Bank