SUBSEQUENT EVENTS

9 Months Ended

Sep. 30, 2012

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 16—SUBSEQUENT EVENTS

• Dividend Approval

        On November 5, 2012, the Company announced that the Board of Directors had declared a quarterly cash dividend of $0.25 per common share payable on November 30, 2012, to stockholders of record at the close of business on November 19, 2012.

• Acquisition of First California Financial Group

        PacWest Bancorp and First California Financial Group entered into a definitive agreement and plan of merger on November 6, 2012 whereby PacWest will acquire First California Financial Group, Inc. (Nasdaq: FCAL) for $8.00 per First California Financial Group common share, or approximately $231 million in aggregate consideration, payable in PacWest common stock. As of September 30, 2012, on a pro forma consolidated basis with First California Financial Group, PacWest would have had approximately $7.5 billion in assets with 81 branches throughout California.

        Two independent directors from the board of directors of First California Financial Group will join PacWest's board of directors following completion of the acquisition.

        Pursuant to the terms of the definitive agreement, First California Financial Group shareholders will receive PacWest common stock for their shares of First California common stock in a tax-free transaction, and First California in-the-money option holders will receive cash, net of applicable taxes withheld, for the value of their unexercised stock options. The number of shares of PacWest common stock deliverable for each share of First California common stock will be determined based on an average price of PacWest common stock over a measuring period prior to the closing of the transaction, and within a predefined range. The holders of 100% of the outstanding shares of First California Series A preferred stock have agreed to convert these shares into common stock, per the terms of the series of preferred stock, and have the resulting common stock exchanged in the transaction. PacWest and First California expect to redeem the outstanding Series C preferred stock for cash in accordance with its terms immediately prior to the closing of the transaction.

        The transaction, which is currently expected to close late in the first quarter of 2013, is subject to customary conditions, including the approval of bank regulatory authorities, First California Financial Group's stockholders and PacWest Bancorp's stockholders. Shareholders of First California Financial Group, including all current directors and executive officers, owning or controlling approximately 22% in the aggregate of the currently outstanding shares of First California Financial Group, have agreed to vote in favor of the merger.

• Other

        We have evaluated events that have occurred subsequent to September 30, 2012 and have concluded there are no subsequent events that would require recognition or disclosure in the accompanying condensed consolidated financial statements.