BWCF Bwc Financial

Transaction Expands Bank's Presence in Affluent, Fast-Growing Communities; Significant Opportunity to Grow Business Banking and Private Banking SAN FRANCISCO, Oct. 16 /PRNewswire-FirstCall/ -- First Republic Bank (NYSE:FRC) today announced the completion of its merger with BWC Financial Corp. (NASDAQ:BWCF) and its wholly-owned subsidiary Bank of Walnut Creek. The merger significantly expands First Republic's presence into San Francisco's East Bay and enables First Republic to offer its full range of home mortgage, private banking, private business banking and wealth management services to Bank of Walnut Creek clients. The transaction also allows First Republic to better serve its existing clients by adding seven offices in the fast-growing communities of Walnut Creek, Orinda, Danville, San Ramon, Pleasanton, Livermore and San Jose. The transaction is presently expected to be modestly accretive to First Republic's earnings in 2007. "The acquisition of Bank of Walnut Creek is a terrific fit with First Republic," said Jim Herbert, President & CEO of First Republic. "Bank of Walnut Creek is well known for excellent service and brings First Republic additional client relationships, bankers and markets." James L. Ryan, Chairman and Chief Executive Officer of Bank of Walnut Creek, said, "The employees of Bank of Walnut Creek and First Republic Bank have been working closely together over the past four months to ensure that our clients will continue to receive the same level of exceptional service that they have always enjoyed. This merger represents a unique opportunity to create a better commercial bank that delivers more services to our clients and communities." As of September 30, 2006, Bank of Walnut Creek had $542 million in assets and 45% of its total deposits were in business and consumer checking accounts. There were no non-performing assets. Morgan Stanley acted as the advisor for First Republic Bank and Sandler O'Neill acted as the advisor for BWC Financial Corp. BWC Financial Corp. shareholders received the equivalent of 0.97 shares of First Republic Bank common stock for each share of BWC Financial Corp. stock. Total consideration was valued at approximately $165 million. In connection with this transaction, First Republic issued approximately 3,750,000 shares and paid total cash of $14.0 million. About First Republic Bank First Republic Bank is a NYSE-traded, private bank and wealth management firm. The Bank and its subsidiaries specialize in providing personalized, relationship-based services, including private banking, private business banking, investment management, trust, brokerage and real estate lending. As of June 30, 2006, the Bank and its subsidiaries had total Bank assets and other managed and serviced assets of $30.5 billion. First Republic Bank provides access to its services online and through preferred banking or trust offices in ten major metropolitan areas: San Francisco, Los Angeles, Santa Barbara, Newport Beach, San Diego, Las Vegas, Portland, Seattle, Boston and New York City. More information is available on the Bank's website at http://www.firstrepublic.com/. Forward-Looking Statements This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include, but are not limited to, statements about our plans, objectives, expectations and intentions and other statements contained in this document that are not historical facts. The words "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," or words of similar meaning, or future or conditional verbs, such as "will," "would," "should," "could," or "may," are generally intended to identify forward-looking statements. These forward- looking statements reflect our current views and assumptions and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. Actual results may differ materially from the results discussed in these forward- looking statements for the reasons, among others, discussed under the heading "Risk Factors" in the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K of First Republic Bank and BWC Financial Corp. and under the heading "Information Regarding Forward-Looking Statements." These factors include: credit, market, operational, liquidity, interest rate, inflation and other risks; changes in general business and economic conditions in the United States and in the local economies in which we operate; changes in government fiscal and monetary policies that may significantly affect our earnings, including interest rate policies; business and legal risks that may be uninsured or inadequately insured; the risk that volatility in our mortgage banking business could adversely affect our earnings; the geographic concentration of our loan portfolio that could adversely affect our financial condition; competition from other financial services companies in our markets that could adversely affect our ability to achieve our financial goals; changes in the regulation and supervision of financial institutions that could adversely affect our businesses; the risk of deposit attrition, customer loss and business disruption following the merger may be greater than expected; the risk that the businesses of First Republic Bank and BWC Financial Corp. will not be integrated successfully or such integration may be more difficult or time-consuming or costly than expected. Given these factors, you should not place undue reliance on the forward- looking statements. Forward-looking statements speak only as of the date they are made and may not be updated to reflect changes that may occur after the date they are made. DATASOURCE: First Republic Bank CONTACT: investors, Willis H. Newton, Jr., Executive Vice President of First Republic Bank, +1-415-392-1400; or media, Greg Berardi, +1-415-239-7826, or mobile, +1-415-672-2377, or , for First Republic Bank Web site: http://www.firstrepublic.com/

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