East West Bancorp Enters Into Definitive Agreement for the Acquisition of Desert Community Bank
April 24 2007 - 7:05PM
PR Newswire (US)
PASADENA, Calif., April 24 /PRNewswire-FirstCall/ -- East West
Bancorp, Inc. (NASDAQ:EWBC), parent company of East West Bank, one
of the nation's premier community banks, and Desert Community Bank
("DCB") (NASDAQ:DCBK) announced today that they have signed a
definitive agreement for the merger of DCB with East West Bank. DCB
is a commercial bank headquartered in Victorville, California that
operates nine branches in the High Desert area of San Bernardino
County. "We believe that the merger will generate long-term value
and earnings per share growth for our shareholders," stated Dominic
Ng, Chairman, President and CEO of East West Bank. "Desert
Community Bank is the only bank headquartered in the High Desert
and has the largest market share in this region. The High Desert is
a high growth area of Southern California with an increasing focus
on international trade. This attractive market is thriving with
small to middle market businesses -- the same types of businesses
that are a focus for East West. Additionally, Desert Community Bank
is an institution that shares the same fundamental values as East
West -- a strong commitment to our customers, employees,
shareholders and the community." Ronald L. Wilson, Chairman,
President and CEO of Desert Community Bank, commented, "We are
excited to partner with East West and believe that our customers
and community will benefit from the resources of East West. The
combined companies will allow High Desert residents and businesses
to benefit from an expanded array of deposit and loan products and
services." "Ron Wilson has done an outstanding job serving the High
Desert community and businesses," added Ng. "The Desert Community
Bank name will be maintained and Ron Wilson will continue to lead
the DCB branches, which will operate as a division of East West."
Under the terms of the definitive agreement, East West will acquire
the outstanding shares of DCB for $24 per share, or an aggregate of
approximately $142.6 million based on the 5,943,844 shares
currently outstanding. The shareholders of DCB will receive 55% of
the merger consideration in shares of East West common stock and
the remainder in cash. The exchange ratio for determining the
number of shares of East West common stock deliverable to
shareholders of Desert Community will be based on the weighted
average closing prices of East West's common stock over a 60
trading day measuring period ending five days prior to the closing.
As of December 31, 2006, DCB had $532 million in total assets, $383
million in loans, $462 million in deposits, and $56 million in
shareholders' equity. DCB's strength as a commercial bank is
evidenced by core deposits of $395 million or 86% of total deposits
and noninterest-bearing demand deposits of $156 million or 34% of
total deposits at December 31, 2006. For the full year 2006, DCB's
net interest margin was 5.73%, average yield on loans was 8.49% and
average cost of deposits was 1.55%. The transaction has been
approved by the boards of directors of both banks. The transaction
is subject to customary conditions, will require the approval of
banking regulators and DCB's shareholders, and is expected to be
completed by the third quarter of 2007. The acquisition is
estimated to be accretive to East West's earnings by about $0.01
during 2007 and $0.03 to $0.04 during 2008. About East West East
West Bancorp is a publicly owned company, with $10.7 billion in
assets, whose stock is traded on the Nasdaq Global Select Market
under the symbol "EWBC." The company's wholly owned subsidiary,
East West Bank, is the second largest independent commercial bank
headquartered in Los Angeles with 60 branch locations. East West
Bank serves the community with 58 branch locations across Southern
and Northern California and a branch location in Houston, Texas.
East West Bank has two international locations in Greater China,
including a full-service branch in Hong Kong and a Beijing
Representative Office in China. For more information on East West
Bancorp, visit the company's website at
http://www.eastwestbank.com/. About Desert Community Bank From its
inception in March 1980, Desert Community Bank has been a leader in
serving the needs of the communities in which it operates. That
leadership is reflected by the involvement of DCB and its employees
in the many civic and non-profit organizations that act as its
partner in enhancing the quality of life for all. The success of
the DCB's efforts in partnership with many community leaders is
reflected in the growth of DCB to become the largest financial
institution headquartered in the High Desert. DCB's nine
full-service branches are located throughout the High Desert region
of San Bernardino County, in the cities of Victorville, Apple
Valley, Hesperia, Wrightwood, Adelanto, Barstow and Phelan. Shares
of DCB's common stock are traded on the NASDAQ Global Market under
the symbol "DCBK." To obtain a copy of any of DCB's public filings,
or to obtain additional information, please visit DCB's website at
http://www.dcbk.org/ or contact Ronald L. Wilson, President and
CEO, or John G. Sullivan, Chief Financial Officer at (760)
243-2140. Forward-Looking Statements This release may contain
forward-looking statements, which are included in accordance with
the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995 and, accordingly, the cautionary statements
contained in East West Bancorp's and Desert Community Bank's Annual
Reports on Form 10-K for the year ended Dec. 31, 2006 (See Item I
-- Business, and Item 7 -- Management's Discussion and Analysis of
Consolidated Financial Condition and Results of Operations), and
other filings with the Securities and Exchange Commission or the
Board of Governors of the Federal Reserve System are incorporated
herein by reference. These factors include, but are not limited to:
the effect of interest rate and currency exchange fluctuations;
competition in the financial services market for both deposits and
loans; EWBC's ability to efficiently incorporate acquisitions into
its operations; the ability of EWBC and its subsidiaries and DCB to
increase their customer bases; the effect of regulatory and
legislative action, including California tax legislation and an
announcement by the state's Franchise Tax Board regarding the
taxation of Registered Investment Companies; and regional and
general economic conditions. Actual results and performance in
future periods may be materially different from any future results
or performance suggested by the forward-looking statements in this
release. Such forward-looking statements speak only as of the date
of this release. East West and Desert Community Bank expressly
disclaim any obligation to update or revise any forward-looking
statements found herein to reflect any changes in their
expectations of results or any change in events. Participants in a
Solicitation This release does not constitute an offer to sell
securities or a solicitation of an offer to buy and does not
constitute solicitation material in respect of the proposed
acquisition of Desert Community Bank. In connection with the
proposed transaction, East West and Desert Community will prepare a
Proxy Statement/Prospectus containing all relevant disclosures
which either will be filed with the SEC or, pursuant to an
exemption, will be filed with the California Department of
Corporations. SHAREHOLDERS OF DESERT COMMUNITY BANK ARE URGED TO
READ THE PROXY STATEMENT/PROSPECTUS BECAUSE IT WILL CONTAIN
IMPORTANT INFORMATION ABOUT EAST WEST, DESERT COMMUNITY AND THE
PROPOSED TRANSACTION. The Proxy Statement/Prospectus will be mailed
to DCB's shareholders in advance of a special meeting of
shareholders that will be held to consider the proposed
transaction. Desert Community and its directors, executive officers
and other members of its management and employees may be deemed to
be participants in the solicitation of proxies in respect of the
proposed acquisition. Information about the directors and executive
officers of Desert Community and their ownership of DCB common
stock is set forth in the Proxy Statement for Desert Community's
2007 Annual Meeting of Shareholders. Additional information
regarding the interests of such participants in the proposed
transaction will be included in the Proxy Statement/Prospectus,
when it becomes available. FOR FURTHER INFORMATION: East West
Bancorp Julia Gouw Chief Financial Officer (626) 768-6898 Desert
Community Bank Ronald L. Wilson Chairman/CEO (760) 243-2140
DATASOURCE: East West Bancorp, Inc. CONTACT: Julia Gouw, Chief
Financial Officer of East West Bancorp, +1-626-768-6898; or Ronald
L. Wilson, Chairman/CEO of Desert Community Bank, +1-760-243-2140
Web site: http://www.eastwestbank.com/ http://www.dcbk.org/
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