ACQUISITIONS

6 Months Ended

Jun. 30, 2012

ACQUISITIONS

ACQUISITIONS

NOTE 2—ACQUISITIONS

• Marquette Equipment Finance Acquisition

        On January 3, 2012, Pacific Western Bank completed the acquisition of Marquette Equipment Finance (later renamed Pacific Western Equipment Finance, which we refer to as Equipment Finance or EQF), an equipment leasing company located in Midvale, Utah. Pacific Western Bank acquired all of the capital stock of EQF for $35 million in cash. The acquisition diversified the Company's loan portfolio, expanded the Company's product lines, and deployed excess liquidity into higher yielding assets.

        At January 3, 2012, EQF had $162.2 million in gross leases and leases in process outstanding, with no leases on nonaccrual status. In addition, Pacific Western Bank assumed $154.8 million in outstanding debt and other liabilities, which included $128.7 million payable to EQF's former parent. Pacific Western Bank repaid EQF's intercompany debt on the closing date from its excess liquidity on deposit at the Federal Reserve Bank. EQF operates as a division of Pacific Western Bank and at June 30, 2012, had $166.1 million in gross leases and leases in process outstanding.

• Celtic Capital Corporation Acquisition

        On April 3, 2012, Pacific Western Bank completed the acquisition of Celtic Capital Corporation, or Celtic, an asset-based lending company based in Santa Monica, California. Celtic focuses on providing asset-based loans to borrowers in the $5 million and under loan market in the United States. Pacific Western Bank acquired all of the capital stock of Celtic for $18 million in cash. The acquisition diversified the Company's loan portfolio, expanded the Company's product lines, and deployed excess liquidity into higher yielding assets.

        At April 3, 2012, Celtic had approximately $56 million in gross loans outstanding. In addition, Pacific Western Bank assumed $47 million in outstanding debt, which was repaid on the closing date. Celtic operates under the name Celtic Capital Corporation as a subsidiary of Pacific Western Bank and at June 30, 2012, had $60.6 million in gross loans outstanding.

        We completed the following acquisitions during the time period of January 1, 2012 to June 30, 2012, using the acquisition method of accounting, and accordingly, the operating results of the acquired entities have been included in our consolidated financial statements from their respective dates of acquisition. The balance sheets are presented at fair value as of their respective acquisition dates:

	Acquisition and Date Acquired
	Celtic Capital Corporation		Pacific Western Equipment Finance
	April 2012		January 2012
	(In thousands)
Assets Acquired:
Cash and cash equivalents	$	3,602	$	7,092
Loans and leases		54,433		142,989
Leases in process		—		19,162
Customer relationship intangible		1,300		1,700
Other intangible assets		670		1,420
Goodwill		5,864		17,003
Other assets		421		467
Total assets acquired	$	66,290	$	189,833
Liabilities Assumed:
Borrowings from parent	$	—	$	128,677
Other borrowings		46,804		15,839
Accrued interest payable and other liabilities		1,486		10,317
Total liabilities assumed	$	48,290	$	154,833
Cash consideration paid	$	18,000	$	35,000