SAN DIEGO, Sept. 7, 2006 (PRIMEZONE) -- 1st Pacific Bank of California (OTCBB:FPBS) (the "Bank") announced that its board of directors has approved the formation of a bank holding company. The proposed reorganization will be effected through a share exchange in which each of the Bank's shareholders will receive one share of common stock of 1st Pacific Bancorp ("Bancorp") in exchange for each share of the Bank's common stock. Bancorp is a new corporation that is being organized for purposes of the reorganization, and its officers and directors will be the same as those of the Bank.
Following the reorganization, the Bank's shareholders will become shareholders of Bancorp and Bancorp will be the sole shareholder of the Bank. The Bank will continue to exist as a California bank and be managed by its current board of directors and executive officers, and it will engage in the same business in which it presently is engaged.
A. Vincent Siciliano, President and CEO, stated, "We believe this new corporate structure will provide additional operational and financial flexibility. We view the formation of a holding company as the next step in our ongoing strategic evolution that will help us to continue expanding our business and bring added value to our shareholders."
Completion of the reorganization is subject to approval by the Bank's shareholders and regulators. Shareholders will receive written consent solicitation materials during the fourth quarter of this year for the purpose of voting on approval of the reorganization. Subject to receipt of all required approvals, the reorganization is currently expected to be completed by year-end 2006.
About 1st Pacific Bank of California
1st Pacific Bank is a San Diego-based community bank serving small businesses located within its geographic market. It offers a full complement of business products and services to meet the financial needs of professional firms, small to mid-sized businesses, their owners and the people who work there. Its five full-service banking offices are located in San Diego County: in the Golden Triangle area of La Jolla, in the Tri-Cities area of Oceanside, in Mission Valley, in Inland North County, and at its newest office in El Cajon. The bank also operates a loan production office in Riverside County serving the Inland Empire. The bank opened Nov. 17, 2000 after raising $11.5 million in an initial public offering. For additional information, visit the Company's web site: www.1stpacbank.com.
Safe Harbor
Certain statements in this press release, including statements regarding the anticipated development and expansion of the Company's business, and the intent, belief or current expectations of the Company, its directors or its officers, are "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. For a discussion of factors that may cause such forward-looking statements to differ materially from actual results, please refer to 1st Pacific's most recent documents filed with the Board of Governors of the Federal Reserve System. 1st Pacific undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this press release.