SOURCE: California Oaks State Bank

California Oaks State Bank

February 17, 2010 11:21 ET

California Oaks State Bank Announces Placement of Common Stock

THOUSAND OAKS, CA--(Marketwire - February 17, 2010) - California Oaks State Bank (OTCBB: COSB), a community business bank with assets of $125.4 million, today announced the commencement of an offering of up to 8,000,000 shares of its common stock at a price of $12.50 per share. The offering will be made only to accredited investors and qualified institutional buyers on a best efforts basis through its placement agents, Sandler O'Neill + Partners, LP and TBC Securities, LLC.

The Bank plans to use the net proceeds of the offering to offer to repurchase shares of Bank common stock from current stockholders at a price equal to the price of the shares sold in the offering, repurchase the Bank's Series A and Series B Preferred Stock from the U.S. Treasury, purchase vested stock options from current directors and employees of the Bank at the same price as the shares sold in the offering, increase the Bank's asset portfolio, on an opportunistic basis acquire assets and/or deposits of failed financial institutions from the Federal Deposit Insurance Corporation or from other institutions in negotiated transactions, pay operating expenses and for other general corporate purposes.

The completion of the offering is subject to several conditions, including receipt of certain regulatory approvals. Mr. John Nerland and Mr. Robert Lewis will continue to serve as directors of the Bank and Mr. Nerland will remain the Bank's Chief Executive Officer after the offering.

This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of the Bank's common stock. Any offer will be made only by means of a private offering memorandum solely to accredited investors or qualified institutional buyers. This press release does not constitute an offer to purchase, or the solicitation of an offer to tender, any shares of the Bank's common stock.

About California Oaks State Bank

Visit the California Oaks State Bank Web site at www.caloaks.com for more information

California Oaks State Bank (OTCBB: COSB) with $125.4 million in assets is located in Ventura County with offices in Thousand Oaks and Simi Valley and a Loan Production Office located in Walnut Creek, California. California Oaks State Bank was founded in 1998 as a locally owned community business bank. The Bank provides a full range of products and services including commercial and real estate loans as well as cash management products and deposit services. Its unique capability in diversified lending in addition to its customary community bank credit products help its customers meet their cash management goals.

Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and are subject to the safe harbors created by the act. These forward-looking statements refer to the Bank's current expectations regarding future operating results, and growth in loans, deposits, and assets. These forward looking statements are subject to certain risks and uncertainties that could cause the actual results, performance, or achievements to differ materially from those expressed, suggested, or implied by the forward looking statements. These risks and uncertainties include, but are not limited to (1) the impact of changes in interest rates, a decline in economic conditions, and increased competition by financial service providers on the Bank's results of operation, (2) the Bank's ability to continue its internal growth rate, (3) the Bank's ability to build net interest spread, (4) the quality of the Bank's earning assets, and (5) governmental regulations.