Columbia Banking System and Bank of Commerce Holdings


TACOMA, WA and SACRAMENTO, CALIF., September 22, 2021 (GLOBE NEWSWIRE) – Columbia Banking System, Inc. (NASDAQ: COLB, “Columbia”), the holding company of Columbia State Bank and Bank of Commerce Holdings (NASDAQ: BOCH, “Bank of Commerce”), the holding company of Merchants Bank of Commerce, today jointly announced the approval by Bank of Commerce shareholders of their merger proposal and the receipt of all required regulatory approvals. The merger was announced on June 23, 2021 and the transaction is expected to close on or around October 1, 2021.

Ninety-eight percent of the common shares of Bank of Commerce Holdings voting at the special meeting of Bank of Commerce voted in favor of the merger, which represents over 63% of all outstanding common shares of Bank of Commerce Holdings.

Clint Stein, President and CEO of Columbia, said, “We are delighted to see the swift and smooth completion of all customary approvals required to welcome Merchants Bank of Commerce into the Columbia Bank family. The teams of the two banks have joined forces to prepare for a transparent closure of the merger. “

Randy Eslick, President and CEO of Bank of Commerce, said, “Over the past few months our teams have worked closely with each other and have done a tremendous amount of planning and preparation. We are excited to embark on the next chapter of Merchants Bank of Commerce, expanding the range of solutions we can provide to our customers and the communities we serve. “

About Colombia

Based in Tacoma, Wash., Columbia Banking System, Inc. (NASDAQ: COLB) is the holding company of Columbia State Bank, a full-service commercial bank licensed by the State of Washington with operations throughout Washington, ‘Oregon and Idaho. The bank has been named one of the “Best Places to Work in Washington” by the Puget Sound Business Journal more than 10 times and has been ranked # 1 for customer satisfaction with retail banking in the region. Northwest by JD Power in the 2020 US Retail Banking Satisfaction Survey. Columbia was named the Northwest’s # 1 bank on the Forbes 2020 list of “America’s Best Banks” marking nearly 10 consecutive years on the publication’s list of top financial institutions.

About the Banque de Commerce

Bank of Commerce Holdings is a banking holding company headquartered in Sacramento, California, and is the parent company of Merchants Bank of Commerce (the “Bank”). The Bank is an FDIC-insured California banking company that provides community banking and financial services in northern California along the Interstate 5 corridor from Sacramento to Yreka and in the wine country north of San Francisco. The Bank was incorporated as a California banking company on November 25, 1981 and opened on October 22, 1982. The common shares of the Company are listed on the NASDAQ Global Market and trade under the symbol “BOCH”.

Forward-looking statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, descriptions of the opinions, objectives, intentions and expectations of the management of Columbia and the Company. Bank of Commerce regarding future events and developments such as operating results, loan growth, the continued success of Columbia and Bank of Commerce’s banking style and the strength of the local economy as well as the potential effects of the COVID-19 pandemic on Columbia and Bank of Commerce business, operations, financial performance and outlook, statements relating to the terms, timing and closing of the proposed transaction, and other statements that are not historical facts. The words “will”, “believe”, “expect”, “intend”, “should”, “prospect”, “estimate”, “foresee”, “plan”, “,” or these Words or words of similar construction are intended in part to help identify forward-looking statements, which are subject to many assumptions, risks and uncertainties that change over time. Future events are difficult to predict, and the expectations described above are necessarily subject to risks, assumptions and uncertainties, many of which are beyond our control, which may cause actual results to differ materially and adversely from those indicated in these statements. prospective. In addition to discussions of risks, assumptions and uncertainties set forth from time to time in documents filed by Columbia and Bank of Commerce with the Securities and Exchange Commission, available on the website of the US Securities and Exchange Commission (the “SEC ”) At www.sec. gov and the Company’s website at www.columbiabank.com, including “Risk Factors”, “Business” and “Management’s Explanation and Analysis of Financial Condition and Results of Operations” sections of our annual reports on Form 10-K and quarterly reports on Form 10-Q (if applicable), factors that could cause actual results to differ materially from those contemplated by these forward-looking statements include, but are not limited to, the following:

(i) the possibility that the merger will not be completed as planned or not at all because the conditions for closing are not met; (ii) changes in the COLB share price before the close, including due to BOCH’s financial performance before the close, or more generally due to wider stock market movements, and the performance of financial companies and peer group companies; (iii) the risk that the benefits of the transaction will not be fully realized as intended or not at all or may take longer than expected to be realized, including due to changes in general economic and business conditions. market, interest and exchange rates, monetary policy, laws and regulations and their application, and the degree of competition in the geographic and business areas in which COLB and BOCH operate; (iv) the ability to quickly and efficiently integrate the activities of COLB and BOCH on time or not at all; (v) reaction to the transaction from customers, employees and business counterparties; (vi) diversion of management time on issues related to mergers of current business operations and opportunities; (vii) lower than expected income, deterioration in credit quality or reduction in real estate values ​​or reduction in net profits; (viii) the risk that any announcement relating to the merger could adversely affect the market price of the common shares of one or both of the parties to the merger; (ix) certain restrictions during the term of the proposed transaction which may affect the ability of the parties to pursue certain business opportunities or strategic transactions; and (x) other risks which are described in public documents filed by COLB and BOCH with the Securities and Exchange Commission (the “SEC”).

We believe that the expectations reflected in our forward-looking statements are reasonable, based on information available to us as of the date hereof. However, given the uncertainties and risks described, we cannot guarantee our future performance or operating results and you should not place undue reliance on any forward-looking statements which speak only as of the date hereof. We assume no obligation and assume no obligation to update or revise forward-looking statements, whether as a result of new information, future events or otherwise, except as required by federal securities laws. movable. The above factors and the risks and uncertainties described in our documents filed with the SEC should be taken into account when reading the forward-looking statements contained in this press release.


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