Investors seek to purchase shares from Northern California National Bank

CHICO >> Following several months of due diligence, the Northern California National Bank announced Monday that an agreement has been signed with investors seeking to purchase 100 percent of the bank’s shares through a tender offer to all stockholders.

“These are successful in investors from Northern California. The board felt strongly that this was a good opportunity for the shareholders, customers, employees and the community at large,” said Todd Lewis, president and CEO.

Pursuant to the agreement and subject to regulatory approval which is currently underway, the investors will offer $33.07 in cash for each share of the bank’s common stock, which represents a 61 percent premium over the bank’s closing price per share on March 5, 2021.

Lewis confirmed that the investors are interested in purchasing 100-percent of the shares but that the proposed transaction is subject to the tendering of at least 67 percent of the outstanding shares held by bank shareholders as well as required regulatory approval and other conditions specified in the agreement. Assuming anticipated regulatory approval is given, the transaction is expected to close in the second half of 2021, according to Lewis.

“If all of the shares are tendered to the investors, the aggregate consideration to be paid to the bank’s shareholders will be approximately $50 million,” said Lewis.

What makes this offer unique, said Lewis, is that all employees including Lewis and senior management, will keep their jobs and continue to run the bank “as it has always been run.”

“It’s a unique opportunity to provide compelling value to our shareholders while continuing to deliver our customers exceptional service without any disruption. The acquiring investors are committed to maintaining the bank’s high quality customer service with a long-term view that prioritizes the bank’s positive contribution to the Chico community,” he said.

Piper Sandler & Co. acted as financial advisor to the Northern California National Bank and delivered a fairness opinion to the board of directors. Kirton McConkie, PC and Manatt, Phelps & Phillips, LLP served as legal counsel to Northern California National Bank. Hovde Group, LLC acted as financial advisor to the investors. Luse Gorman, PC served as legal counsel to the investors.

Northern California National Bank’s full-service branch, located at 1717 Mangrove Ave., is a locally owned and operated. It has been servicing businesses and individuals in Northern California since March 2006. The bank also has a loan production office in Sacramento.