PMBC Shareholders Approve Proposals at Special Meeting (1/31/12)
COSTA MESA, Calif., Jan. 31, 2012 (GLOBE NEWSWIRE) -- Pacific Mercantile Bancorp (Nasdaq:PMBC), the parent holding company of Pacific Mercantile Bank, announced today that its shareholders approved all of the Company's proposals at its Special Shareholders Meeting held on January 26, 2012. Those proposals included the approval of:
* The sale of $15.5 million of shares of the Company's Common Stock to the Carpenter Funds, at a purchase price that will be equal to the book value per share of the Company's Common Stock, currently $5.55 per share, as part of the second phase of the Company's previously announced pending equity financing.
* An increase in the authorized number of shares of the Company's Common Stock to 85 million shares needed to enable the Company to complete the second phase of the pending equity financing and to provide shares for the resumption of the Company's strategic growth initiatives; and
* An amendment to the Certificate of Determination of the Rights, Preferences and Privileges of the Company's Series A Preferred Stock permitting accumulated dividends on the 11,000 Series A Preferred Shares that remain outstanding to be paid in shares of Common Stock, which will result in the automatic conversion of those Series A Preferred Shares into Common Stock when those accumulated dividends are paid.
The Company also reported today that, with the approval of that amendment to the Series A Certificate of Determination at the Special Shareholders Meeting, the Company's Board of Directors has declared a dividend on the outstanding shares of the Series A Preferred Stock, totaling $206,861, paid by the issuance, or the setting aside for issuance, of a total of 37,272 shares of Common Stock on January 30, 2012. As a result, all of the remaining Series A Preferred Stock automatically converted into a total of 143,790 shares of Common Stock on that date and no Series A Shares remain outstanding.
Raymond E. Dellerba, the Company's President and CEO stated, "We are very appreciative of the support we have received from our common and preferred shareholders, which enables us to move forward with our efforts to raise additional capital for the Company and the Bank."
Completion of the pending equity financing, which is comprised of the sale of the $15.5 million of shares of Common Stock and the sale of $10.8 million of additional shares of Series B Preferred Stock to the Carpenter Funds, remains subject to the satisfaction of certain conditions, including receipt of Federal Reserve Board approval by the Carpenter Funds and, as a result, there is no assurance that the financing can be completed.
About Pacific Mercantile Bancorp
Pacific Mercantile Bancorp is the parent holding company of Pacific Mercantile Bank, which opened for business March 1, 1999. The Bank, which is an FDIC insured, California state-chartered bank and a member of the Federal Reserve System, provides a wide range of commercial banking services to businesses, business professionals and individual clients through its combination of traditional banking financial centers and comprehensive, sophisticated electronic banking services. The Bank operates a total of seven financial centers in Southern California, four of which are located in Orange County, one of which is located in Los Angeles County, one of which is located in San Diego County and the other of which is located in the Inland Empire in San Bernardino County. The four Orange County financial centers are located, respectively, in the cities of Newport Beach, Costa Mesa (which is visible from the 405 and 73 Freeways), La Habra and San Juan Capistrano (which is our South County financial center that is visible from the Interstate 5 Freeway). Our financial center in Los Angeles County is located in the city of Beverly Hills. Our San Diego financial center is located in La Jolla and our Inland Empire financial center is located in the city of Ontario (visible from the Interstate 10 Freeway). In addition to the Bank's physical locations, it offers comprehensive banking services over its Internet Bank, which is accessible 24/7 worldwide at www.pmbank.com. http://globenewswire.com/newsroom/news.html?d=244226