Professional Business Bank in Pasadena and Bank of Manhattan in El Segundo are both controlled by Carpenter & Co., an investment group that owns stakes in a number of California banks. Carpenter owns all of the outstanding shares of CGB Holdings Inc., the holding company for the $260 million-asset Professional and a 44% stake in Bank of Manhattan's parent, the $147 million-asset Manhattan Bancorp.
John Nerland, Professional's president and chief banking officer, said in a news release Tuesday that the deal would combine Professional's expertise in business lending with Bank of Manhattan's focus on mortgage lending to create a more well-rounded company that can better meet the needs of clients. The combined bank would have four branches in Greater Los Angeles and three mortgage offices, including two in metropolitan San Diego.
The deal is at least the 16th announced between California banks in 2011, by far the most in any state this year.
Under terms of the agreement, each of Professional's shares will be exchanged for a still-to-be-determined number of Manhattan's shares.
The ratio will be determined by the average book value of Manhattan's shares in the month before the deal closes, which is expected to be in the first quarter. Based on the book value of the shares at Sept. 30, Professional would have received 1.574 shares for each of their shares and would own roughly 64% of the combined company.
The deal would appear to end the tenure of Professional's chief executive, Mary Lynn Lenz, who joined the troubled bank in 2009 and kept it afloat by convincing its then-owners to liquidate positions in other banks to recapitalize Professional and then later engineered the sale to the Carpenter group.
The bank's said Tuesday that Terry Robinson, the president and CEO of Bank of Manhattan, would assume those titles at the combined bank and that Nerland would become the bank's president.
