Bay Commercial Bank, (OTCBB: BCML), a community business bank with assets of $143.4 million, today announced the commencement of an offering of up to 7,000,000 shares of common stock at a price of $10.00 per share. The offering will be made only to accredited investors on a best- efforts basis through its exclusive placement agent, Sterne, Agee & Leach, Inc.
If the offering is over-subscribed, the Bank will sell an additional 1,000,000 shares of its common stock to cover the first $10.0 million in over-subscriptions, and to the extent that it receives subscriptions in excess of $80.0 million up to $100.0 million, the Bank will sell up to 2,000,000 shares of mandatory convertible cumulative non-voting preferred stock, Series A ("Series A Preferred Stock"). Each share of Series A Preferred Stock has a liquidation value of $10.00 and will mandatorily convert into one (1) share of the Bank's common stock upon approval by the Bank's shareholders of an increase in its authorized shares of common stock.
The Bank plans to use the net proceeds of the offering to expand operations through FDIC-assisted transactions, privately negotiated acquisitions, branch acquisitions, organic growth, and other business opportunities. This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of the Bank's common stock or Series A Preferred Stock. Any offer will be made only by means of a private offering memorandum solely to accredited investors or qualified institutional buyers. This press release does not constitute an offer to purchase, or the solicitation of an offer to tender, any shares of the Bank's common stock or Series A Preferred Stock.
About Bay Commercial Bank
Visit the Bay Commercial Bank Web site at www.baycommercialbank.com
Bay Commercial Bank (OTCBB: BCML) incorporated in 2004 and licensed to operate as a commercial bank under the California Banking Law by the DFI. Through its headquarters office located in Walnut Creek and two branches located in Castro Valley and Oakland, California, it offers a full range of business banking services. As of December 31, 2009, the Bank had total assets of $143.4 million, net loans of $130.0 million, total deposits of $126.6 million, and total shareholders' equity of $16.0 million. The Bank offers a full line of business-related loan and deposit products and select related financial services to individuals, small and medium-sized businesses, entrepreneurs and professionals located in the service areas of its offices.
Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and are subject to the safe harbors created by the act. These forward-looking statements are subject to certain risks and uncertainties that could cause the actual results, performance, or achievements to differ materially from those expressed, suggested, or implied by the forward- looking statements. You should not place undue reliance on forward-looking statements and we undertake no obligation to update any such statements. In this press release we make forward-looking statements about our ability to raise capital, the amount of capital we intend to raise and our intended use of that capital. Specific risks that could cause results to differ from the forward-looking statements include, without limitation, negative reaction to our offering, unfavorable pricing of the offering and deterioration in the economy or our loan portfolio that could alter our intended use of the capital.
Contacts:
Bay Commercial Bank
Keary Colwell, 925-476-1800
keary.colwell@baycommercialbank.com