IRVINE, Calif.--(BUSINESS WIRE)--Banc of California, Inc. (the “Company”) (NASDAQ: BANC), the holding company for Banc of California, National Association, today announced the pricing of its offerings of 5,150,000 shares of voting common stock, par value $0.01 per share (the “common stock offering”), and 1,200,000 tangible equity units (the “units offering”) with a stated amount per unit of $50.00. The voting common stock priced at $9.78 per share, generating gross proceeds of approximately $50.4 million. The tangible equity units priced at $50.00 each, generating gross proceeds of approximately $60.0 million (of which amount the Company expects to receive equity treatment on approximately 78%). The Company expects to use the net proceeds from the offerings to consummate its previously announced acquisition of 20 California branches from Popular Community Bank and for general corporate purposes.
The underwriters of the common stock offering and the units offering will have a 30-day option to purchase up to an additional 772,500 of shares and 180,000 of units, respectively.
Each unit is composed of a prepaid stock purchase contract and a junior subordinated amortizing note. Each stock purchase contract has a settlement date of May 15, 2017 and will settle for between 4.4456 and 5.1124 shares of voting common stock, subject to adjustment as described in the final prospectus relating to the units offering. The amortizing notes will pay holders equal quarterly installments of $1.00 per amortizing note other than the first installment payment which will be $0.93 per amortizing note. Installments will be equivalent to an 8.0% cash payment per year with respect to each $50.00 stated amount of units, and the amortizing notes have a scheduled final installment payment date of May 15, 2017. The Company has the right to defer installment payments on the amortizing notes at any time and from time to time but not beyond May 15, 2019.
BofA Merrill Lynch and Keefe, Bruyette & Woods A Stifel Company are acting as joint book-running managers for the common stock offering. BofA Merrill Lynch is acting as sole book-running manager for the units offering. Wachtell, Lipton, Rosen & Katz is serving as outside legal counsel to the Company.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any offer or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. Each offering is being made only by means of a prospectus supplement and accompanying base prospectus. The Company has filed a registration statement (File No. 333-192518) (including a base prospectus) and a preliminary prospectus supplement for each of the common stock offering and the units offering with the Securities and Exchange Commission (the “SEC”) and will file a separate final prospectus supplement for each such offering with the SEC. Prospective investors should read the registration statement including the base prospectus, the preliminary prospectus supplements and the final prospectus supplements (when available) and the other documents the Company has filed with the SEC for more complete information about the Company and the offerings. Investors may obtain these documents without charge by visiting the SEC website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplements and the accompanying base prospectus for the offerings may be obtained from BofA Merrill Lynch at 222 Broadway, New York, New York 10038, Attn: Prospectus Department or by email at email@example.com.
About Banc of California, Inc.
Since 1941, Banc of California, Inc. (NASDAQ:BANC) through its banking subsidiary Banc of California, National Association, has provided banking services and home loans to businesses and families in California and the West. Today, Banc of California, Inc. has over $4 billion in consolidated assets and more than 80 banking locations.
Cautionary Statement Regarding Forward-Looking Information
This press release and certain of our filings with the SEC contain statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. When used in this press release and in other public shareholder communications, in documents filed with or furnished to the SEC or in oral statements made with the approval of an authorized executive officer, the words or phrases “believe,” “will,” “should,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” “guidance” or similar expressions are intended to identify forward-looking statements within the meaning of, and subject to the protections of, the Private Securities Litigation Reform Act of 1995. These statements may relate to the Company’s future financial performance, strategic plans or objectives, revenue, expense or earnings projections or other financial items. By their nature, these statements are subject to numerous uncertainties that could cause actual results to differ materially from those anticipated in the statements.
These forward-looking statements are based upon information presently known to the Company’s management and are inherently subjective, uncertain and subject to change due to any number of risks and uncertainties, including, without limitation, the risks and other factors set forth in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2013 under the captions “Forward-Looking Statements” and “Risk Factors.” The Company believes these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations and speak only as of the date that they are made. The Company does not assume any obligation to update any forward-looking statements as a result of new information, future developments or otherwise, except as otherwise may be required by law.