Exhibit 99.1
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FOR IMMEDIATE RELEASE
September 16, 1998
Contact: Xxxxxx X. Xxxxxx, President Xxxx Xxxxxx, President
(000) 000-0000 (000) 000-0000
ELDORADO BANCSHARES, INC. AND ANTELOPE VALLEY BANK SIGN AGREEMENT
Xxxxxx X. Xxxxxx, President and Chief Executive Officer of Eldorado
Bancshares, Inc. of Laguna Hills, California and Xxxxx X. Xxxxxxx, Chairman of
the Board of Directors of Antelope Valley Bank of Lancaster, California jointly
announced that Eldorado Bancshares, Inc. and Antelope Valley Bank have signed a
definitive Agreement in that Antelope Valley Bank will be acquired by Eldorado
Bancshares, Inc. Upon completion of the acquisition, Eldorado Bancshares, Inc.
will have total assets in excess of $1.2 billion, based on June 30, 1998
financial statements. Eldorado Bancshares, Inc. recently changed its name from
Commerce Security Bancorp, Inc.
Xxxx X. Xxxxxx, President and CEO of Antelope Valley Bank said, "The
purpose of this new affiliation is to enable Antelope Valley Bank to provide a
broader range of products and services to our customers. Our historic and
continuing commitment to the Antelope Valley area business community will be
enhanced by the continuity of account officers and staff and by gaining access
to the financial resources and other capabilities of Eldorado Bancshares, Inc.
Antelope Valley Bank will go forward as Antelope Valley's premier community bank
under our locally based management and Board of Directors".
Xx. Xxxxxx stated "Eldorado Bancshares, Inc. is delighted with the
proposed affiliation with Antelope Valley Bank. We believe the association will
add strength to both parties. Antelope Valley Bank will retain its local
identity, with local board and management, and be able to call upon a larger
organization for additional support and expertise."
Under the terms of the agreement, each share of Antelope Valley Bank
stock will be exchanged for 3.625 shares of Eldorado Bancshares, Inc. common
stock. Xx. Xxxxxx will continue to serve as the Chief Executive Officer of
Eldorado Bancshares, Inc. and will become Chairman of Antelope Valley Bank's
Board of Directors. Xxxx Xxxxxx will remain as President of Antelope Valley
Bank. Xx. Xxxxxx, Xxxxx Xxxxxxx, X.X. Xxxxxxx and Xxxxxxx Xxxxx will constitute
the remaining members of the board. The transaction will be accounted for as a
pooling. At the closing of the transaction, Antelope Valley Bank shareholders
will own approximately 23% of the outstanding stock on a pro forma basis.
Antelope Valley Bank had total assets of approximately $200 million at
June 30, 1998 and conducts its business from eight branch offices. Antelope
Valley Bank is Antelope Valley's premier commercial bank, offering loan and
deposit products to businesses and individuals throughout the area. Eldorado
Bancshares, Inc. had total assets of approximately $1.0 billion at June 30, 1998
and it's sole operating subsidiary is Eldorado Bank of Tustin, California.
Eldorado Bank, one of California's leading community banks, operates 17 full
service branch offices serving Orange, Los Angeles, Riverside, San Bernardino,
Riverside and San Diego counties and the Sacramento area. In addition, Eldorado
Bank operates nine mortgage banking offices in the Western United States, as
well as four equipment leasing offices located nationally.
The transaction is contingent upon the approval of shareholders and
state and federal regulators. All of Antelope's Directors, owning over 30% of
Antelope stock, have agreed to vote in favor of the merger. The parties expect
that the transaction will close by the first quarter of 1999.
In connection with the proposed transaction, Antelope Valley Bank has
issued an option to Eldorado Bancshares, Inc. to acquire up to 19.9% of Antelope
Valley Bank stock under certain conditions.
On August 17, 1998, Eldorado Bancshares, Inc. announced that it intends
to sell shares of its common stock to the public and that it had filed with the
Securities and Exchange Commission a registration statement relating to such
proposed sale. The transaction between Eldorado Bancshares, Inc. and Antelope
Valley Bank is not contingent upon the completion of that public offering. This
press release shall not constitute an offer to sell or the solicitation of an
offer to buy Eldorado Bancshares, Inc. common stock.
For further information, please contact Xxxxxx Xxxxxx of Eldorado
Bancshares, Inc. at (000) 000-0000 or Xxxx Xxxxxx, President of Antelope Valley
Bank at (000) 000-0000
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