8-K
filed July 31, 2024, 7:59 PM ET
CIK 0001752036
M&A
confidence high
sentiment positive
materiality 0.80
California BanCorp: M&A transaction — California BanCorp and Southern California Bancorp close merger of equals; combined entity trades as BCAL
California BanCorp
- All-stock merger closed July 31, 2024; each CALB share exchanged for 1.59 shares of BCAL.
- Combined company holds ~$4.2B assets, operates as California BanCorp (BCAL) with California Bank of Commerce, N.A. name.
- Board expanded to 12 directors, six from each legacy company; Steven Shelton remains CEO.
- California BanCorp common stock delisted from Nasdaq; BCAL continues trading.
- Full operational integration expected by September 23, 2024; no immediate customer changes.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Stephen A. Cortese departed as Director at California BanCorp.
- Action
- ceased serving
- Role
- Director
Exact text from the filing
each of the Company’s directors and executive officers ceased serving in such capacities
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Rochelle E. Klein departed as Director at California BanCorp.
- Action
- ceased serving
- Role
- Director
Exact text from the filing
each of the Company’s directors and executive officers ceased serving in such capacities
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kevin J. Cullen departed as Director at California BanCorp.
- Action
- ceased serving
- Role
- Director
Exact text from the filing
each of the Company’s directors and executive officers ceased serving in such capacities
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Andrew J. Armanino departed as Director at California BanCorp.
- Action
- ceased serving
- Role
- Director
Exact text from the filing
each of the Company’s directors and executive officers ceased serving in such capacities
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Frank L. Muller departed as Director at California BanCorp.
- Action
- ceased serving
- Role
- Director
Exact text from the filing
each of the Company’s directors and executive officers ceased serving in such capacities
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Steven E. Shelton departed as Director at California BanCorp.
- Action
- ceased serving
- Role
- Director
Exact text from the filing
each of the Company’s directors and executive officers ceased serving in such capacities
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
California BanCorp underwent a change of control involving Southern California Bancorp for 1.590 shares of SCB Common Stock per share of Company Common Stock (closed 2024-07-31).
- Action
- change of control
- Counterparty
- Southern California Bancorp
- Consideration
- 1.590 shares of SCB Common Stock per share of Company Common Stock
- Closing
- 2024-07-31
Exact text from the filing
each share of common stock, no par value, of the Company (“Company Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 1.590 shares (the “Exchange Ratio,” and such shares, the “Merger Consideration”) of common stock, no par value, of SCB (“SCB Common Stock”), with cash (without interest) paid in lieu of
View on SEC.gov
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