Summit Bank (NASDAQ:SBGA)
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From Jul 2019 to Jul 2024
UCBH Holdings, Inc. (Nasdaq:UCBH), the holding company
of United Commercial Bank (UCB(TM)), and Summit Bank Corporation
(Nasdaq:SBGA) ("Summit"), the holding company of The Summit National
Bank, today announced that they have signed a definitive agreement for
UCBH to acquire Summit, in a transaction valued at approximately
$175.5 million.
The Summit National Bank, a commercial bank headquartered in
Atlanta, Georgia, currently operates five full-service branches in the
metropolitan Atlanta area, two in the South Bay Area of San Francisco,
California, and Concord Bank, a division of The Summit National Bank,
in Houston, Texas. Summit also operates a representative office in
Shanghai, China.
The Summit National Bank has a strong international trade finance
platform that provides banking services to Asian communities and other
ethnic groups in the markets it serves. Summit had assets of $656.7
million and deposits of $569.8 million as of June 30, 2006.
The definitive agreement has been approved by the Board of
Directors of each company. Under the terms of the agreement announced
today, Summit Bank Corporation will be merged into a subsidiary of
UCBH, and The Summit National Bank will be merged into United
Commercial Bank, for a total consideration of approximately $175.5
million (as of a recent closing price for UCBH), comprised of the
issuance of approximately 4.8 million shares of UCBH common stock,
$87.4 million in cash and approximately $800,000 related to the
cash-out of the outstanding stock options of Summit. The total
consideration is subject to certain adjustments detailed in the
definitive agreement.
The transaction, which is subject to approval by Summit Bank
Corporation's shareholders and regulatory approval, is anticipated to
close in the first quarter of 2007. UCBH management projects the deal
will be marginally accretive to earnings per share in 2007 and
thereafter.
"The proposed acquisition of Summit Bank Corporation is a
strategic move for UCBH to enter the growing Atlanta, Georgia and
Houston, Texas markets. In addition, Summit's Shanghai, China
representative office provides UCBH with the planned presence in
Shanghai, which complements our Greater China expansion strategy,"
said Thomas S. Wu, Chairman, President and Chief Executive Officer of
UCBH Holdings, Inc. "The Summit National Bank's operations further
enhance those of United Commercial Bank, and we share similar
commitments and values in providing the highest quality banking
services to our customers."
"We are excited to become a part of United Commercial Bank and
believe that this transaction will be very positive for our
shareholders, customers and employees," said Pin Pin Chau, Chief
Executive Officer of Summit Bank Corporation. "By joining a large and
established lending institution with a transpacific presence, we
believe we will significantly strengthen our opportunities to grow by
offering more products and services to our customers as well as
serving new market segments, including larger customers. This is a
great opportunity for both banks that are committed to providing
exceptional customer service and quality products."
About UCBH Holdings, Inc.
UCBH Holdings, Inc. is the holding company for United Commercial
Bank, a state-chartered commercial bank, which is the leading bank in
the United States serving the Chinese community and American companies
doing business in Greater China. With $8.29 billion in assets as of
June 30, 2006, the Bank has 47 California branches/offices located in
the San Francisco Bay Area, Sacramento, Stockton, Los Angeles and
Orange counties, four branches in New York, three branches in New
England, two branches in the Pacific Northwest, a branch in Hong Kong,
and representative offices in Shenzhen, China and Taipei, Taiwan. UCB,
with headquarters in San Francisco, provides commercial banking
services to small- and medium-sized businesses and professionals in a
variety of industries, as well as consumer and private banking
services to individuals. The Bank offers a full range of lending
activities, including commercial real estate and construction loans,
commercial credit facilities, international trade finance, cash
management, private client services, loans guaranteed by the U.S.
Small Business Administration, residential mortgages, home equity
lines of credit, and online banking services for businesses and
consumers. For additional information, visit the web site for United
Commercial Bank at www.ibankUNITED.com or the web site for UCBH
Holdings, Inc. at www.ucbh.com.
About Summit Bank Corporation
Summit Bank Corporation is an Atlanta-based bank holding company.
The Summit National Bank, its wholly-owned subsidiary, is a
full-service financial institution. Since its inception in 1988,
Summit has specialized in commercial banking services for small- to
mid-size businesses, as well as international trade finance for
businesses. Summit currently operates five branches in the
metropolitan Atlanta area, two in the South Bay Area of San Francisco,
California, and Concord Bank, a division of The Summit National Bank,
in Houston, Texas. Summit is the leading commercial bank in numerous
ethnic communities within these markets, serving Asian-Indian,
Chinese, German, Korean, Latin American and Vietnamese markets, among
others. Summit also operates a representative office in Shanghai,
China. Summit Bank Corporation lists its common stock on The Nasdaq
Global Market(R) under the trading symbol SBGA. For additional
information, please visit its web site located at www.summitbk.com.
In connection with the proposed merger, Summit will file with the
Securities and Exchange Commission a proxy statement that will be sent
to Summit's shareholders seeking their approval of the proposed
transaction.
WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE PROXY STATEMENT
AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED MERGER BECAUSE
THEY CONTAIN IMPORTANT INFORMATION ABOUT UCBH, SUMMIT AND THE PROPOSED
MERGER.
Investors and security holders may obtain free copies of these
documents through the web site maintained by the Securities and
Exchange Commission at www.sec.gov. Copies will also be available free
of charge by directing a request by telephone or mail to Summit Bank
Corporation, 4360 Chamblee-Dunwoody Road, Atlanta, Georgia 30341,
telephone (770) 454-0400.
Summit's directors and executive officers and certain other
members of its management may be soliciting proxies in favor of the
merger from Summit's shareholders. Information about Summit's
directors, executive officers and member of management, including
their holdings of Summit securities, is set forth in the proxy
statement for Summit's 2006 Annual Meeting of Shareholders, which is
available on its web site www.summitbk.com and at the address provided
in the preceding paragraph.
Forward-Looking Statements
Certain statements contained in this release may include
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements are based upon specific assumptions that may or may not
prove correct. Forward-looking statements are also subject to known
and unknown risks, uncertainties and other factors relating to the
Company's and the Bank's operations and business environment, all of
which are difficult to predict, and many of which are beyond the
control of the Company and the Bank. The factors include, among
others: economic and business conditions in the areas and markets in
which the Company and the Bank operate, particularly those affecting
loans secured by real estate; deterioration or improvement in the
ability of the Bank's borrowers to pay their debts to the Bank; market
fluctuations such as those affecting interest and foreign exchange
rates and the value of securities in which the Bank invests;
competition from other financial institutions, whether banks,
investment banks, insurance companies or others; the ability of the
Bank to assimilate acquisitions, enter new markets and lines of
business, and open new branches, successfully; changes in business
strategies; changes in tax law and governmental regulation of
financial institutions; demographic changes; and other risks and
uncertainties, including those discussed in the documents the Company
files with the Securities and Exchange Commission ("SEC"). The
foregoing may cause the actual results and performance of the Company
and the Bank to be materially different from the results and
performance indicated or suggested by the forward-looking statements.
Further description of the risks and uncertainties are included in
detail in the Company's current, quarterly and annual reports, as
filed with the SEC.