PFF Bancorp Stockholders Approve Merger with California National Bank Parent
RANCHO CUCAMONGA, Calif., Sept. 25 /PRNewswire/ -- PFF Bancorp, Inc. ("PFF
Bancorp" or the "Company"), the holding company of PFF Bank & Trust, Glencrest
Investment Advisors, Inc., and Diversified Builder Services, Inc., announced
that at a special meeting held on September 25, 2008, its stockholders
approved the proposed merger with FBOP Corporation, the parent company of
California National Bank. As a result of the merger, PFF Bancorp will become
a wholly-owned subsidiary of FBOP Corporation upon the closing.
The Company currently expects to consummate the merger in the fourth
quarter of 2008. Holders of PFF Bancorp's common stock will be entitled to
receive $1.35 in cash for each share of PFF Bancorp common stock held. After
the consummation of the merger, PFF Bancorp's common stock will no longer
trade on any stock exchange or quotation system.
FBOP Corporation has agreed to waive the right to receive accrued interest
on the convertible promissory note issued to FBOP Corporation in connection
with the merger agreement until the closing, as well as the right to receive
any dividends on its shares of the Company's Series A preferred stock.
Forward-Looking Statements
Certain matters discussed in this news release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements may relate to,
among other things, expectations of the business environment in which the
Company operates, projections of future performance, perceived opportunities
in the market and statements regarding the Company's strategic objectives.
These forward-looking statements are based upon current management
expectations and may therefore involve risks and uncertainties. The Company's
actual results or performance may differ materially from those suggested,
expressed, or implied by forward-looking statements due to a wide range of
factors including, but not limited to, the general business environment, the
California real estate market, competitive conditions in the business and
geographic areas in which the Company conducts its business, regulatory
actions or changes, actions by lenders and customers, the risk that the merger
is not consummated, and other risks detailed in the Company's reports filed
with the Securities and Exchange Commission, including the Annual Report on
Form 10-K for the fiscal year ended March 31, 2008 and the Quarterly Report on
Form 10-Q for the quarterly period ended June 30, 2008. The Company disclaims
any obligation to subsequently revise or update 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.
SOURCE PFF Bancorp, Inc.
Kevin McCarthy, President and CEO, or Gregory C. Talbott, Senior Executive
Vice President, COO-CFO, both of PFF Bancorp, Inc., +1-909-941-5400
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