Rabobank, the Dutch
financial services leader and specialist in community banking
and agricultural finance, and Central Coast Bancorp (NASDAQ:
CCBN), the holding company for
Community Bank of Central
California, today announced a transaction agreement through
which the Community Bank of Central California will become part
of the Rabobank Group.
Under the terms of the
agreement, Rabobank will acquire all the shares of Central Coast
Bancorp for a purchase price of $25 per share in cash, or a
total purchase price of $371 million, which represents a 29%
premium over yesterday’s closing price. Sandler O’Neill &
Partners, L.P., a financial advisory and investment banking
firm, served as financial advisor to the board of directors of
Central Coast Bancorp for the transaction and rendered a
fairness opinion to the board. The transaction is expected to
close in the first quarter of 2006, subject to approval by
Central Coast Bancorp shareholders and the receipt of all
required regulatory approvals. Nick Ventimiglia, Chairman and
Chief Executive Officer of Central Coast Bancorp, and C. Edward
Boutonnet, Vice Chairman and Director, will join the board of
directors of the combined bank; and Mr. Ventimiglia, together
with John McCarthy, President and Chief Operating Officer, will
serve in key advisory roles in the bank following the
transaction.
Investing Global Resources
in Community Banking
A century-old cooperative bank
with a strong commitment to community banking and long heritage
in agricultural finance, Rabobank brings tremendous resources,
highly competitive pricing and deep financial expertise to its
local banking operations. Through this acquisition, Rabobank
will deliver significantly greater resources and more banking
products and services to businesses, real estate developers and
investors, agricultural customers, and communities throughout
Monterey, Santa Cruz, San Benito and south Santa Clara counties,
while continuing the commitment to superior customer service
that is the heritage of Community Bank of Central California.
“Community Bank of Central
California is a great community bank with very talented
management and employees and a well-deserved reputation for
excellent customer service,” said Cor Broekhuyse, Regional Head
of Rabobank International in the Americas. “It is a perfect fit
with Rabobank, because we have very similar business lines and
client profiles, and we share
Community Bank’s commitment to
relationship-driven banking and community involvement.
Rabobank’s roots lie in community banking, and we will continue
Community Bank’s dedication to community involvement just as our
current Rabobank branches serve communities throughout Southern
and Central California.”
Mr. Broekhuyse continued, “We
will invest in the growth and development of Community Bank of
Central California, increasing product offerings and services to
give local customers more choice, enhancing systems to improve
efficiencies and the customer experience, and bringing
tremendous resources to broaden the financial opportunities
available to local customers. By leveraging our banking
expertise and financial capabilities, we will provide a full
range of great, highly competitive products and services to meet
the financial needs of the businesses, organizations,
municipalities, agricultural clients and residents of the
Central Coast. We are enthusiastic about the opportunity to
serve the community and to put our banking experience, deep
resources and agricultural expertise to work for local
customers.”
“We are pleased to join the
Rabobank family, and believe this will be a beneficial
development for our shareholders, customers, employees and the
Central Coast community,” said Nick Ventimiglia, Chairman and
Chief Executive Officer of Central Coast Bancorp, and head of
Community Bank of Central California. “Like Community Bank of
Central California, Rabobank measures excellence in terms of
customer service, and they share our commitment to long-term
customer relationships. They also bring tremendous expertise
and experience – in retail and commercial banking, agricultural
lending, and construction financing – to every client
engagement, and their resources and competitive pricing will be
compelling advantages for our clients. In developing our plans
for the future, we determined that Rabobank will be an excellent
partner for our bank and its many loyal employees, customers,
shareholders and communities. Through this business
combination, we will be able to build upon the strong foundation
that Community Bank of Central California has established by
adding the strengths and great resources of one of the world’s
premier banks.”
Expanding Rabobank’s
California Presence
The transaction is a further step in Rabobank’s strategy to
expand its community banking platform in California and in key
agricultural communities across the U.S., and gives Rabobank a
direct foothold in an important region of California from which
to provide customers with full banking services. Community Bank
of Central California will be merged with Rabobank’s California
bank, Rabobank, N.A. Rabobank plans to keep all 14 Community
Bank branches open and to invest further in the growth of the
bank’s franchise in the Central Coast.
Rabobank, N.A., is a
community-oriented bank providing full banking services to
agricultural customers, commercial real estate developers and
investors (both permanent and construction lending), and small-
and medium-size businesses from 25 locations throughout Southern
and Central California, as well as a full array of depository,
treasury management and retail banking products for individuals
and businesses. Since being acquired by Rabobank Group in 2002,
Rabobank, N.A. (formerly named Valley Independent Bank) has more
than doubled its assets and capital. In that time, Rabobank,
N.A. has also established a presence in four new markets,
undertaken remodeling and expansion of seven branches, and
upgraded its operations and service facilities. Rabobank, N.A.
is rated “Outstanding” in its compliance with the Community
Reinvestment Act.
“Community Bank of Central
California is a strong addition to Rabobank’s banking franchise
in California, and we are very pleased to take this step
together as we expand our California presence,” said R. Daniel
Woerner, President and Chief Executive Officer of Rabobank,
N.A. “We are impressed by the strength of Community Bank’s
branch network, which we will keep intact, the talent of its
employees, and the loyalty and quality of its customers. Over
the next few months, we will examine the best way to combine the
two organizations, but Community Bank customers can be assured
they will continue to work with the same bank representatives
and continue to receive the same high quality service that
Community Bank has always provided. Rabobank places the highest
value on customer service, which our clients recognized in their
recent 90% approval rating. We look forward to continuing to
deliver unparalleled service excellence to customers throughout
the Central Coast.”
Rabobank Group
is a financial services leader providing institutional and
retail banking and agricultural finance solutions in key markets
around the world. From its century-old roots as a Dutch
farmers’ finance cooperative, Rabobank has grown into one of the
25 largest banks worldwide with over $600 billion in assets and
operations in over 35 countries Rabobank is the only private
bank in the world with the highest possible credit ratings from
both Standard & Poor’s (AAA) and Moody’s Investor Service (Aaa),
and is ranked among the world’s ten safest banks by Global
Finance magazine. In the Americas,
Rabobank is a
leading financier to all segments of the agriculture industry,
providing wholesale banking services to food and agribusiness
clients, and agricultural lending to farmers, ranchers, input
suppliers, and manufacturers; and full retail and commercial
banking services to businesses, communities and real estate
developers throughout Southern and Central California. .
Central Coast
Bancorp (NASDAQ: CCBN) operates as a holding company
for Community Bank of Central California, an award-winning bank
with 14 branches located in Monterey, Santa Cruz, San Benito and
southern Santa Clara counties. Founded in 1982 as a primarily
agribusiness bank, Community Bank of Central California offers a
full array of banking services for individuals (checking,
savings, deposits, money market, CD, and IRA accounts, personal
loans: auto, mortgage, home equity) and businesses (business
checking, small business loans, commercial real estate, lockbox,
and courier services). It serves a range of sectors including
agribusiness, small business, professionals, commercial and
residential developers, civic groups, municipalities and
non-profit organizations throughout the California Central Coast
area. The largest independent bank headquartered in Monterey
County, Community Bank of Central California had total assets of
$1.25 billion as of September 30, 2005.
