SACRAMENTO, Calif. and VISALIA, Calif.–(PRNewswire)–Suncrest Bank (OTCQX: SBKK) (“Suncrest”) and CBBC Bancorp (OTCBB: CBBC) (“CBBC”), the parent company of Community Business Bank, today announced the signing of a definitive agreement and plan of merger (the “Agreement”) whereby CBBC will merge with and into Suncrest. The merger is subject to customary closing conditions, including the receipt of all regulatory approvals and the approval of the shareholders of CBBC and Suncrest, and is expected to close in the second quarter of 2018. Additionally, directors and executive officers of CBBC and directors of Suncrest have entered into agreements whereby they have committed to vote their shares in favor of the transaction.
Under the terms of the Agreement, CBBC shareholders will have the right to receive, at their election, (i) $23.75 in cash or (ii) a fixed exchange ratio of 2.262 shares of Suncrest common stock, subject to a customary proration mechanism so that 50% of the CBBC common shares are exchanged for cash and 50% of the CBBC common shares are exchanged for Suncrest common stock.
In addition, Suncrest also announced today a fully subscribed $25 million capital raise of Suncrest common stock at $10.50 per share, subject to customary closing conditions, with the proceeds being used both to support the merger and for future organic growth. The fully subscribed offering was led by Castle Creek Capital Partners VI, L.P.