SPOKANE, Wash. & ONTARIO, Calif.--(BUSINESS WIRE)--AmericanWest Bank and Inland Community Bank today announced that Inland Community Bank plans to merge with, and become a part of, AmericanWest Bank creating a larger presence in Southern California. The transaction will be accomplished through a merger of Inland Community Bank’s holding company, ICB Financial, with AmericanWest Bank’s holding company, and is subject to the receipt of all necessary regulatory and shareholder approvals, as well as other customary closing conditions. The deal is targeted to close in the fourth quarter of this year.
“Inland Community Bank is a well-respected bank and we consider it a compliment they chose us as their merger partner,” said Scott A. Kisting, Chairman and CEO, AmericanWest Bank. “This is an excellent fit because our two organizations are alike in many ways, including the value we place on outstanding customer service, our focus on business banking, and our absolute dedication to community banking.”
“Today’s banking environment is challenging for small community banks, even strong ones like ours—ever-increasing regulation, heightened capital requirements and rising expenses make it increasingly difficult to remain competitive and profitable,” said James S. Cooper, President and CEO, Inland Community Bank. “Choosing to merge with AmericanWest Bank is a great win-win—our customers will benefit from larger lending limits, more resources, and expanded product and service offerings, while our team remains part of an outstanding community bank.”
Inland Community Bank has five locations, all in California: Ontario, Duarte, Los Angeles, Pasadena, and Rialto.
“Inland Community Bank locations are a natural extension to our existing Southern California footprint and we plan to maintain and grow each one to give customers even greater access to service,” Kisting said.
Under the terms of the merger agreement, it is expected that shareholders of ICB Financial, the holding company of Inland Community Bank, will receive aggregate consideration in cash equal to approximately $23.7 million at closing, subject to adjustment as described in the merger agreement. As of June 30, 2012, ICB Financial shareholders would have received in cash approximately $4.60 per share of common stock in connection with the transaction.
Currently, AmericanWest Bank has total assets of approximately $2.5 billion. Inland Community Bank had total assets of $221 million at March 31, 2012.
Headquartered in Ontario, California, Inland Community Bank focuses on developing mutually beneficial relationships with professionals and business owners. Inland Community strives to provide premium financial services and superior service while operating profitably and providing enhanced value to shareholders, customers and employees.
Based in Spokane, Washington, AmericanWest Bank is a business-focused community bank offering commercial and small business banking, mortgage lending, treasury management products and a full line of consumer products and services. The bank currently operates 74 branches in Washington, Idaho, California and Utah. Find out more about AmericanWest Bank at www.awbank.net.
ICB Financial was advised in this transaction by FIG Partners as financial advisor and Horgan, Rosen, Beckham & Coren, LLP as legal advisor. AmericanWest Bank was advised by Skadden, Arps, Slate, Meagher & Flom LLP.
Important Additional Information
This communication may be deemed to be solicitation material in respect of the proposed merger of ICB Financial with an affiliate of AmericanWest Bank. ICB Financial intends to prepare a proxy statement and other relevant materials in connection with the merger. The proxy statement will be sent or given to ICB Financial shareholders. INVESTORS AND SHAREHOLDERS OF ICB FINANCIAL ARE ADVISED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND THE PARTIES THERETO.
ICB Financial, AmericanWest Bank (or its affiliates) and their respective directors, executive officers and other members of management and employees, may be deemed to be participants in the solicitation of proxies from ICB Financial’s shareholders in connection with the merger. Information concerning the interests of these persons will be set forth in the proxy statement relating to the merger when it becomes available. James Cooper is the point of contact for ICB Financial stock questions and can be reached at (909) 483-8880.
Note to assignment editors and newsroom staff: K. McPhee is acting media point of contact for AmericanWest Bank and Inland Community Bank for today’s announcement.
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