Los Angeles Business Journal

First California Rejects PacWest Buyout Offer

By Deborah Crowe Wednesday, May 9, 2012

First California Financial Group Inc. on Wednesday turned down an offer to be acquired by Century City’s PacWest Bancorp for $212 million in stock.

First California of Westlake Village said PacWest did not provide “satisfactory answers” on the terms and value of the proposal. First California said that PacWest also refused to sign a nondisclosure agreement unless First California first agreed to an exclusivity provision.

“The First California Board did not believe that it was in the best interests of stockholders to grant exclusivity to PacWest in the absence of satisfactory clarification of the terms and value of its proposal and taking into account the other strategic alternatives that First California may pursue, including discussions with third parties,” the bank said in a statement.

In its own press release, PacWest said it had sent a confidential letter to First California's board on May 3. The letter offered $7.25 a share in stock, a 32 percent premium to First California's closing stock price that day.

"We have made this disclosure reluctantly, and only after First California summarily rejected our proposal and ignored our previous efforts to engage with them in discussions," PacWest Chief Executive Matt Wagner said in a statement.

First California has nearly $2 billion in assets and serves small- and middle-sized businesses and high net worth individuals at 17 locations in Los Angeles and five other Southern California counties.

PacWest, which has $5.4 billion in assets and 76 locations in the state, last month agreed to acquire American Perspective Bank of San Luis Obispo for $58.1 million.

In Wednesday midday trading on the Nasdaq, First California shares were up $1.02, or 18 percent, to $6.63, and PacWest shares were down 55 cents, or 2.2 percent, to $24.38.