Suncrest Bank To Acquire Sutter Community Bank
Merger to create approximately $300 million North and South Valley franchise
Specialized Agribusiness Division to serve region's farmers and ranchers
VISALIA, Calif. and YUBA CITY, Calif., July 27, 2015 /PRNewswire/ -- Suncrest Bank (OTCQX:SBKK) and Sutter Community Bank (OTCPink:SUTB) today announced that they have entered into a definitive agreement whereby Sutter Community Bank will merge with Suncrest Bank in an all-stock deal, valued at approximately $9.4 million. The transaction combines two of the leading agribusiness focused community banks located in California's North and South Central Valley, with approximately $300 million in combined assets.
Shareholders of Sutter Community Bank (SUTB) will receive a fixed exchange ratio at closing of 1.2 shares of Suncrest Bank (SBKK) for each share of SUTB common stock, the exchange ratio being arrived at on a tangible book for tangible book basis. As of March 31, 2015, Sutter Community Bank had a tangible book value per share of $9.72 and Suncrest Bank had a tangible book value per share of $7.99. At close of business Friday 24th, July, the SBKK stock price was $8.20. The merger is subject to customary closing conditions, including the receipt of all regulatory approvals and the approval of the shareholders of both Suncrest and Sutter.
Suncrest Bank is headquartered in Visalia, CA, with approximately $200 million in total assets at March 31st, 2015 and operates three branches in Tulare and Fresno counties. Sutter Community Bank is headquartered in Yuba City, CA, with approximately $67 million in total assets, operating one branch in Sutter County. The combined bank will continue to operate all four branches, as Suncrest Bank, offering the same exceptionally high level of customer service, together with an expanded product set, increased lending capability, significantly broader geographic coverage, and reduced overhead expenditures through the integration of back office systems and processes.
Upon completion of the transaction, two Directors from the Sutter Board will join the Board of the newly combined bank with the remaining Sutter Directors forming a new local market advisory Board, thereby ensuring continued local leadership and decision making in Yuba/Sutter market.
"We have been extremely impressed with Suncrest Bank's local community banking philosophy and strategic direction, and are excited about the opportunities this merger will create for our shareholders, customers and staff," said Dan Jacuzzi, Chairman of Sutter Community Bank. "This partnership will certainly enable us to more thoroughly serve our market and our new bank will be able to offer loans up to $10 million, to qualified borrowers, thereby significantly expanding the business we can confidently go after."
Ciaran McMullan, President and CEO of Suncrest added, "We have been actively looking for opportunities to expand our geographic exposure beyond the South Valley, and believe that Sutter Community Bank is the ideal partner to help us do so."
"Combining our two North and South Valley franchises not only helps diversify and broaden the range of industries, companies, consumers and agricultural sectors we can serve but also creates a significantly more competitive bank in each region." The new bank will offer a full range of commercial lending, deposit and cash management products across all industry sectors, and will serve the region's agribusinesses, farmers and ranchers through the separately branded Suncrest Agribusiness Division.
The directors of Suncrest Bank and Sutter Community Bank have approved the merger agreement and agreed to vote all shares of SBKK and SUTB owned or controlled by them, for approval of the merger agreement and merger. Suncrest Bank's President and CEO, Ciaran McMullan will continue as the President and CEO of the combined bank following the completion of the merger.
During 2014 Suncrest Bank grew its total assets by over 49%, its loan portfolio by 33%, and is rapidly becoming one of central California's banking success stories. Its asset growth in 2014 placed it in the top 1.5% of all US banks.
MJ Capital Partners, LLC acted as financial advisor and delivered a fairness opinion to the Board of Directors of Sutter Community Bank. Loren P. Hansen, APC served as legal counsel to Sutter Community Bank. Vining Sparks, LLC delivered a fairness opinion to the Board of Suncrest Bank and King, Holmes, Paterno & Soriano, LLP served as legal counsel to Suncrest Bank.
About Suncrest Bank
Suncrest Bank, member FDIC, is locally owned and operated and offers a full range of business, agribusiness and personal deposit products and loans in the California's Central Valley. It has branches in Visalia, Porterville and Kingsburg. It is regularly rated Five Stars by Bauer Financial and is dedicated to providing a high level of personal service, and to supporting the communities which it serves. It is also a Preferred Lender with the Small Business Administration. Suncrest Bank stock trades on the OTCQX under the ticker symbol SBKK. For further information, visit www.suncrestbank.com
About Sutter Community Bank
Sutter Community Bank is headquartered in beautiful downtown Yuba City, California, and at March 31, 2015, had $66 million in assets, $57 million in deposits and $51 million in loans. Sutter Community Bank currently trades on OTC under the symbol "SUTB." More information about Sutter Community Bank is available at www.mysutterbank.com
Forward Looking Statements
Except for the historical information in this news release, the matters described herein contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties that could cause actual results to differ materially. Such risks and uncertainties include: the credit risks of lending activities, including changes in the level and trend of loan delinquencies and charge-offs, results of examinations by our banking regulators, our ability to maintain adequate levels of capital and liquidity, our ability to manage loan delinquency rates, our ability to price deposits to retain existing customers and achieve low-cost deposit growth, manage expenses and lower the efficiency ratio, expand or maintain the net interest margin, mitigate interest rate risk for changes in the interest rate environment, competitive pressures in the banking industry, access to available sources of credit to manage liquidity, the local and national economic environment, and other risks and uncertainties. Accordingly, undue reliance should not be placed on forward-looking statements. These forward-looking statements speak only as of the date of this release. Suncrest Bank undertakes no obligation to update publicly any forward-looking statements to reflect new information, events or circumstances after the date of this release or to reflect the occurrence of unanticipated events. Investors are encouraged to read the Suncrest Bank annual reports which are available on our website.
SOURCE Suncrest Bank
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