Couple of L.A. Institutions Clash Over Buyout Offer

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Regardless of whether PacWest Bancorp. of Century City ends up buying First California Financial Group Inc. of Westlake Village, analysts see a sale in the offing.

Merger talks between the bank holding companies turned hostile last week when PacWest announced that its buyout offer was rejected. First California said it turned down the offer due in part to PacWest’s insistence on exclusivity in negotiations.

Joe Gladue, an analyst for West L.A.’s B. Riley & Co., said the First California board is likely entertaining other offers.

“The big sticking point was that PacWest wanted to enter into exclusive negotiations,” Gladue said. “I would imagine that there is pressure from the shareholder base to open up discussions.”

Shareholders have been unhappy with returns from the 19-branch institution that has $2 billion in assets. Dissent has been led by a large shareholder, the Pohlad family, which owns the Minnesota Twins. In January, three brothers from the family, which owns a 12 percent stake, wrote a note to management suggesting a merger, liquidation, reorganization or sale. They’ve since been supported by other large shareholders including Boston’s Castine Capital Management, which owns about 5 percent of First California.

First California then bought a small lender in Riverside, Premier Service Bank, and announced the closing of some underperforming branches. Chief Executive C.G. Kum denied that the moves were in response to shareholder upheaval.

Meanwhile, PacWest, which has $5.4 billion in assets and 76 California branches, is in acquisition mode. The week prior to the First California offer, the bank holding company outbid a rival institution that had already reached an agreement to buy American Perspective Bank in San Luis Obispo.

PacWest’s offer to First California was for $212 million in stock, or $7.25 per share, a 32 percent premium over First California’s closing stock price May 3, the day of the offer.

Richard Levenson, president of Western Financial Corp., an investment banking firm in San Diego, said a deal between PacWest and First California would lead to significant cost savings for PacWest. Any other bank might not find First California as attractive.

Levenson’s firm found that 18 of First California’s 20 locations overlap with PacWest branches.

“If you’re a bank other than PacWest, and you don’t have the branch overlaps, then the maximum you can pay is less,” he said.

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