BBCN Bancorp Acknowledges Receipt Of Proposal From Hanmi Financial - Quick Facts

(RTTNews) - BBCN Bancorp Inc. (BBCN), the holding company of BBCN Bank, acknowledged that it received an unsolicited proposal on November 20, 2015 from Hanmi Financial Corp. (HAFC) to enter into discussions for a business combination with BBCN. That proposal was the subject of a news release issued by Hanmi after the market close on November 23, 2015.

BBCN said it has a process in place to evaluate proposals regarding strategic transactions, and that process will be used to evaluate this proposal. There can be no assurance that any proposal will result in a transaction.

On Monday, Hanmi Financial announced that it proposed to combine with BBCN Bancorp, Inc. in an all-stock transaction at an implied purchase price of $19.98 per BBCN share based on Hanmi's November 20, 2015 closing price.

As per the terms of the proposal, Hanmi and BBCN would combine in a 100% stock merger in which BBCN stockholders would receive 0.7331 of a share of Hanmi common stock for each share of BBCN common stock. The proposal represented a 15.3% premium to BBCN's volume weighted average price from October 21, 2015 to November 20, 2015. Hanmi and BBCN stockholders would also benefit from substantial earnings per share accretion.

Based on this proposal, upon closing of the transaction BBCN stockholders would represent approximately 65% of the combined company's stock ownership and Hanmi stockholders would represent 35%. In addition, Hanmi expects that the composition of the Board of Directors of the combined company would reflect these respective ownership percentages.