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NCAL Bancorp Announces Approval of Going Private Transaction

IRVINE, Calif., Dec. 20, 2017 /PRNewswire/ -- NCAL Bancorp (OTC Pink: NCAL), the parent company of Commercial Bank of California, announced today that it has approved a Plan of Merger pursuant to which CBC Bancorp, a newly formed corporation which will own approximately 98.3% of the outstanding shares of NCAL Bancorp, will merge with and into NCAL Bancorp (the "Merger"), and pursuant to which the minority shareholders of NCAL Bancorp, holding approximately 1.7% of the issued and outstanding shares of NCAL Bancorp, will receive a cash payment of $1.02 per share, or an aggregate of approximately $2.2 million, in exchange for all of their shares of NCAL Bancorp upon the effectiveness of the Merger. Management and certain principal shareholders of NCAL Bancorp will own 100% of the shares of NCAL Bancorp following the Merger. Consummation of the Merger, which is anticipated to occur in late January 2018, or as soon thereafter as practicable, is subject to certain closing conditions, including the receipt of all required regulatory approvals and expiration of any applicable waiting periods.

Ash Patel, President and Chief Executive Officer of NCAL Bancorp said, "The Merger will offer our minority shareholders a significant premium over the recent share price of our common stock, and will provide maximum value to those shareholders who have supported our growth over the years."

About NCAL Bancorp

NCAL Bancorp is a registered bank holding company and the parent company for Commercial Bank of California. Commercial Bank of California is a full-service bank headquartered in Irvine, California, serving the business and professional communities of Los Angeles and Orange Counties. More information about Commercial Bank of California is available at www.cbcal.com.

Forward Looking Statements

The statements contained in this release that are not historical facts are "forward-looking statements" based on management's current expectations and beliefs concerning future developments. These forward-looking statements involve inherent risks and uncertainties. Specific relevant risks include whether closing conditions are met and whether the Merger will be completed. NCAL Bancorp cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. NCAL Bancorp undertakes no obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Media Contacts
Ash Patel, CEO
apatel@cbcal.com
Jon Matalon, EVP
jmatalon@cbcal.com
310.882.4808

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SOURCE NCAL Bancorp