SOURCE: Central Valley Community Bancorp

Central Valley Community Bancorp

Central Valley Community Bancorp

September 01, 2016 20:02 ET

Central Valley Community Bancorp Receives Sierra Vista Bank Shareholder Approval to Acquire Sierra Vista Bank

FRESNO, CA--(Marketwired - Sep 1, 2016) - The Board of Directors of Central Valley Community Bancorp (Company) (NASDAQ: CVCY), the parent company of Central Valley Community Bank (Bank), announced today that Sierra Vista Bank shareholders approved the merger between Sierra Vista Bank and Central Valley Community Bancorp at a special meeting held today, Thursday, September 1, 2016. The transaction, subject to customary closing conditions is expected to be completed as of October 1, 2016. The bank name and physical signage change to Central Valley Community Bank will be completed throughout the month of October. The conversion of all operational systems is planned for the weekend of November 4-6, 2016.

Under the terms of the agreement established as of April 29, 2016, Sierra Vista Bank, with three branches in Folsom and Fair Oaks (Sacramento County) and Cameron Park (El Dorado County) will merge with Central Valley Community Bancorp's subsidiary, Central Valley Community Bank. Based on the closing price of Central Valley Community Bancorp on Thursday, April 28, 2016, the transaction, including redemption of certain outstanding Sierra Vista Bank securities immediately prior to the closing, would have a value of $24.0 million, or $5.22 per Sierra Vista Bank common share. However, the deal value will fluctuate with changes in Central Valley Community Bancorp's stock price through the closing date. Sierra Vista Bank shareholders will be entitled to receive cash and shares of Central Valley Community Bancorp stock, subject to certain adjustments described in the definitive agreement including if options or warrants are exercised prior to close. Sierra Vista Bank shareholders may elect to receive cash, Central Valley Community Bancorp stock, or a combination of both, subject to proration.

As of June 30, 2016, on a pro forma consolidated basis with Sierra Vista Bank, Central Valley Community Bancorp would have had approximately $1.4 billion in total assets and 23 branches.

"We are pleased with the integration thus far and we look forward to the successful blending of our two great banks. Central Valley Community Bank is dedicated to the communities we serve by providing the highest standards of customer service and charitable giving, alongside the competitive financial products and education that meet the unique needs of our business and personal customers. We are also pleased to soon add offices in Folsom, Fair Oaks and Cameron Park with quality bankers whose standards of customer and community support mirror that of our successful 36-year-old Bank," stated James M. Ford, President and CEO of Central Valley Community Bancorp and Central Valley Community Bank.

Central Valley Community Bancorp trades on the NASDAQ stock exchange under the symbol CVCY. Central Valley Community Bank, headquartered in Fresno, California, was founded in 1979 and is the sole banking subsidiary of Central Valley Community Bancorp. Central Valley Community Bank currently operates 20 full service offices in Clovis, Exeter, Fresno, Kerman, Lodi, Madera, Merced, Modesto, Oakhurst, Prather, Sacramento, Stockton, Tracy, and Visalia California. Additionally, the Bank operates Commercial Real Estate Lending, SBA Lending and Agribusiness Lending Departments. Central Valley Investment Services are provided by Investment Centers of America, Inc.

Members of Central Valley Community Bancorp's and the Bank's Board of Directors are: Daniel J. Doyle (Chairman), Daniel N. Cunningham (Lead Independent Director), Edwin S. Darden, Jr., F. T. "Tommy" Elliott, IV, James M. Ford, Steven D. McDonald, Louis McMurray, William S. Smittcamp, and Joseph B. Weirick. Sidney B. Cox is Founding Director Emeritus.

More information about Central Valley Community Bancorp and Central Valley Community Bank can be found at www.cvcb.com. Also, visit Central Valley Community Bank on Twitter and Facebook.

Sierra Vista Bank, headquartered in Folsom, California, reported assets of $157,259,000 as of June 30, 2016. Sierra Vista Bank, founded in 2007, operates three full service branch offices in Folsom, Cameron Park and Fair Oaks. Additional information about Sierra Vista Bank can be found at www.sierravistabank.com.

Forward-looking Statements- Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained herein that are not historical facts, such as statements regarding the Company's current business strategy and the Company's plans for future development and operations, are based upon current expectations. These statements are forward-looking in nature and involve a number of risks and uncertainties. Such risks and uncertainties include, but are not limited to (1) significant increases in competitive pressure in the banking industry; (2) the impact of changes in interest rates, a decline in economic conditions at the international, national or local level on the Company's results of operations, the Company's ability to continue its internal growth at historical rates, the Company's ability to maintain its net interest margin, and the quality of the Company's earning assets; (3) changes in the regulatory environment; (4) fluctuations in the real estate market; (5) changes in business conditions and inflation; (6) changes in securities markets; (7) the risk that the merger might, for any reason, not occur, and (8) the other risks set forth in the Company's reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2015. Therefore, the information set forth in such forward-looking statements should be carefully considered when evaluating the business prospects of the Company.

Central Valley Community Bancorp will file a registration statement with the SEC, including a proxy statement/prospectus and other relevant documents concerning the proposed transaction. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. WE URGE INVESTORS TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE MERGER OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT/PROSPECTUS BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. After it is filed with the SEC, the proxy statement/prospectus will be available for free, both on the SEC website (http://www.sec.gov) and from Central Valley Community Bancorp and Sierra Vista Bank.