North Bay Bancorp (NASDAQ:NBAN)
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Umpqua Holdings Corporation (Nasdaq:UMPQ), parent company of Umpqua Bank
and Strand, Atkinson, Williams & York, Inc., and California-based North
Bay Bancorp (NASDAQ:NBAN), today announced that the closing of the
pending merger of North Bay with and into Umpqua is scheduled for April
26, 2007, subject to approval of North Bay shareholders on April 25,
2007. Based on the scheduled April 26 closing, North Bay shareholders
will receive 1.2280 shares of Umpqua common stock for each share of
North Bay common stock. Umpqua also announced that system conversion of
North Bay is scheduled for May 5, 2007.
About Umpqua Holdings Corporation
Umpqua Bank, headquartered in Roseburg, Ore., is a subsidiary of Umpqua
Holdings Corporation (NASDAQ: UMPQ) and has 134 locations between
Sacramento, Calif. and Bellevue, Wash., along the Oregon and Northern
California Coast and in Central Oregon. Umpqua Bank has been recognized
for its innovative customer experience and creative strategy by leading
national publications including the Wall Street Journal, New York Times,
BusinessWeek, Fast Company and CNBC. Umpqua Holdings also owns retail
brokerage subsidiary Strand, Atkinson, Williams & York, Inc., which has
locations in Umpqua Bank stores and in dedicated offices throughout
Oregon and Southwest Washington. Umpqua Bank's Private Client Services
Division provides tailored financial services and products to individual
customers. Umpqua Holdings Corporation is headquartered in Portland,
Ore. For more information, visit www.umpquabank.com.
About North Bay Bancorp
North Bay Bancorp is the holding company for The Vintage Bank in Napa
County and Solano Bank, a Division of The Vintage Bank, in Solano
County. This full-service commercial bank offers a wide selection of
deposit, loan and investment services to local consumers and small
business customers. The Vintage Bank opened in 1985 and now operates six
banking offices in Napa County, Northern California's number one tourist
destination and the nation's premier wine producing region. The main
office and two branch offices are located in the City of Napa. Vintage
also has branches in the city of St. Helena, American Canyon and the
Southern industrial area of Napa County. Solano Bank, a Division of The
Vintage Bank, launched in July 2000, has offices in the primary cities
along the I-80 corridor of Solano County, including Vacaville,
Fairfield, Vallejo and Benicia and an off-site ATM facility in downtown
Fairfield. Solano County is projected to be the fastest growing county
in Northern California through year 2030, and is attracting businesses
and residents with a quality lifestyle, affordable housing and
business-friendly attitudes.
This press release includes forward-looking statements regarding the
merger of Umpqua Holdings Corporation and North Bay Bancorp within the
meaning of the "Safe-Harbor" provisions of the Private Securities
Litigation Reform Act of 1995, which management believes are a benefit
to shareholders. These statements are necessarily subject to risk and
uncertainty and actual results could differ materially due to certain
risk factors, including those set forth from time to time in the
company's filings with the SEC. You should not place undue reliance on
forward-looking statements and we undertake no obligation to update any
such statements. Specific risks in this press release relate to the
success and timing of the conversion of North Bay’s
systems, the timing of the merger closing, whether all closing
conditions to the merger are satisfied and North Bay shareholder
approval at a meeting to be held on April 25, 2007.
The foregoing may be deemed to be offering materials of Umpqua
Holdings Corporation and solicitation of materials of North Bay Bancorp
in connection with the proposed merger of North Bay with and into Umpqua.
North Bay shareholders are urged to read the proxy
statement/prospectus included in the registration statement on Form S-4,
which Umpqua filed with the SEC in connection with the proposed
acquisition, because it contains important information about Umpqua,
North Bay, the acquisition and related matters. The directors and
executive officers of North Bay may be deemed to be participants in the
solicitation of proxies from North Bay shareholders. Information
regarding the participants and their security holdings can be found in
North Bay’s most recent proxy statements filed
and the proxy statement/prospectus filed with the SEC. All documents
filed with the SEC are available for free, both on the SEC web site (http://www.sec.gov)
and from Umpqua by directing a request to Umpqua Holdings Corporation,
Attention: Investor Relations, One SW Columbia Street, Suite 1200,
Portland, OR 97258, and from North Bay by directing a request to North
Bay Bancorp, Investor Relations, P.O. Box 2200, 1190 Airport Road, Napa,
CA 94558.