Pacific Premier Bankcorp (PPBI)

[Enterprising Investor]

Pacific Premier Bancorp, Inc. Announces Completion of Acquisition of Independence Bank (1/27/15)

IRVINE, Calif.--(BUSINESS WIRE)--Pacific Premier Bancorp, Inc. (NASDAQ: PPBI) (the “Company”), the holding company of Pacific Premier Bank (the “Bank”), announced today that it has completed the acquisition, effective as of the close of business yesterday, of Independence Bank (OTCQB: IDPK), a Newport Beach, California based state-chartered bank. The acquisition was approved by the Independence Bank shareholders at a special meeting of shareholders held on January 23, 2015. The issuance of the shares of the Company's common stock to the Independence Bank shareholders in connection with the acquisition was approved by the Company's shareholders at special meeting of shareholders also held on January 23, 2015.

Under the terms of the merger agreement, each share of Independence Bank common stock was converted into the right to receive $13.75 per share in cash or 0.9259 shares of Company common stock, or a combination thereof, subject to the overall requirement that approximately 10% of the consideration will be in the form of cash and approximately 90% will be in the form of Company common stock. The value of the total deal consideration was approximately $79.6 million, which includes approximately $6.1 million of cash consideration for Independence Bank common stockholders, $1.4 million of aggregate cash consideration to the holders of Independence Bank stock options and warrants, and $72.1 million of stock consideration (based on the closing stock price of the Company’s common stock on January 26, 2015).

“We are very pleased that we were able to execute a quick and efficient closing process, so that we can begin recognizing the significant synergies we project for this transaction,” said Steven R. Gardner, President and Chief Executive Officer of Pacific Premier Bancorp. “We are well under way with our integration so that we can provide a seamless transition for Independence Bank’s customers and ensure they continue to receive an outstanding level of service. We are excited to welcome the former shareholders, employees, and customers of Independence Bank and with the closing of this transaction, we now have a much broader presence in Southern California and a greater ability to increase our combined customer base.”

With the addition of Independence Bank, on a pro forma combined basis, the Company would have total assets of approximately $2.5 billion, total loans outstanding of approximately $2.0 million and total deposits of approximately $2.0 billion as of December 31, 2014 (unaudited and excluding purchase accounting adjustments).

Advisors

D.A. Davidson & Co. acted as financial advisor to the Company in the transaction and delivered a fairness opinion to the Board of Directors of the Company. Holland & Knight LLP served as legal counsel to the Company. Keefe, Bruyette & Woods, Inc., A Stifel Company, acted as financial advisor to Independence Bank and delivered a fairness opinion to the Board of Directors of Independence Bank. Stinson Leonard Street LLP served as legal counsel to Independence Bank.

About Pacific Premier Bancorp, Inc.

The Company is the holding company for the Bank, one of the largest community banks headquartered in Southern California. The Bank is a business bank primarily focused on serving small and middle market businesses in the counties of Los Angeles, Orange, Riverside, San Bernardino and San Diego, California. The Bank offers a diverse range of lending products including commercial, commercial real estate, construction, residential warehouse and SBA loans, as well as specialty banking products for homeowners associations and franchise lending nationwide. Prior to including the impact from the acquisition of Independence Bank, the Bank serves its customers through its 13 full-service depository branches in Southern California located in the cities of Encinitas, Huntington Beach, Irvine, Los Alamitos, Newport Beach, Palm Desert, Palm Springs, San Bernardino, San Diego and Seal Beach.

http://www.businesswire.com/news/home/20150127005301/en/Pacific-Premier-Bancorp-Announces-Completion-Acquisition-Independence#.VMelhoktGUk