LAKE OSWEGO, Ore., Jan. 29 /PRNewswire-FirstCall/ -- West Coast Bancorp (the "Company") announced today the commencement of its previously announced $10 million rights offering of up to 5 million shares of common stock. The Securities and Exchange Commission declared the Company's Registration Statement on Form S-3 with respect to the rights offering effective on January 28, 2010.
Pursuant to the terms of the rights offering, the Company is distributing to its common shareholders of record non-transferable rights to subscribe for and purchase up to an aggregate of 5,000,000 shares of its common stock at a subscription price of $2.00 per share. Each shareholder of record as of the January 19, 2010 record date will receive 0.31787 subscription rights for each share of common stock owned on the record date (with the total number of subscription rights issuable to a holder rounded down to avoid the issuance of fractional rights), and each whole subscription right will entitle the holder to purchase one new share of common stock at the subscription price pursuant to the basic subscription privilege; rights will only be exercisable in whole numbers.
The rights offering also includes an over-subscription privilege, which entitles each rights holder that exercises all of its basic subscription privilege in full the right to purchase additional shares of common stock that remain unsubscribed at the expiration of the rights offering, subject to the availability and pro rata allocation of shares among persons exercising this over-subscription right.
The rights offering will expire at 5:00 p.m., Portland, Oregon time, on March 1, 2010, unless the Company extends the expiration date.
The Company will commence mailing rights offering materials, including a prospectus and other items necessary to exercise the rights, to shareholders of record as of January 19, 2010, the previously announced record date for the rights offering. The prospectus will contain important information about the rights offering, and shareholders are urged to read the prospectus carefully when available. The Company has reserved the right to cancel or terminate the rights offering.
For additional information concerning the rights offering, please consult Morrow & Co., LLC, the information agent. Banks and brokers should call (800) 662-5200 and shareholders should call (800) 607-0088. When available, copies of the prospectus relating to these securities may be obtained by contacting the information agent or West Coast Bancorp, Attn: Investor Relations, 5335 Meadows Road - Suite 201, Lake Oswego, Oregon 97035 or via email at laneg@wcb.com.
The rights offering will be made only by means of a prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.
About the Company
West Coast Bancorp is a Northwest bank holding company for West Coast Bank. With $2.7 billion in assets, West Coast Bank operates through 65 locations in Oregon and Washington. West Coast Bank combines the sophisticated products and expertise of larger banks with the local decision making, market knowledge and customer service of a community bank.
Forward Looking Statements:
Statements in this release regarding future events, performance or results are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA") and are made pursuant to the safe harbors of the PSLRA. Actual results could be quite different from those expressed or implied by the forward-looking statements. Do not unduly rely on forward-looking statements. They give our expectations about the future and are not guarantees. In particular, the rights offering may be canceled or terminated or otherwise not be consummated. Forward-looking statements speak only as of the date they are made, and we do not undertake any obligation to update them to reflect changes that occur after that date.
A number of factors could cause results to differ significantly from our expectations, including, among others, factors identified in our Annual Report on Form 10-K for the year ended December 31, 2008, and Quarterly Report on Form 10-Q for the quarter ended September 30, 2009, including under the headings "Forward Looking Statement Disclosure" and "Risk Factors."
West Coast Bancorp
CONTACT: Richard Rasmussen, General Counsel & Executive Vice President
of West Coast Bancorp, +1-503-598-3245
Web Site: http://www.wcb.com/
