MONTEREY, CA -- (Marketwired) -- 04/23/13 -- 1st Capital Bank (OTCQB: FISB) (the "Bank") today announced that its Board of Directors approved the filing of a Form 15 with the Federal Deposit Insurance Corporation ("FDIC") to voluntarily deregister its common shares under the Securities Exchange Act of 1934, as amended ("Exchange Act"). The Bank intends to file the Form 15 with the FDIC on or before April 26, 2013. Following the passage of the "Jumpstart Our Business Startups Act" ("JOBS Act") in 2012, the Bank became eligible to deregister its securities since it has fewer than 1,200 owners of record.
After carefully considering the option to deregister following passage of the JOBS Act, the Bank's management team and the Board of Directors determined that the costs of continued registration outweigh the benefits. The voluntary deregistration will allow the Bank to cease filing Exchange Act reports with the FDIC under Section 13(a) (periodic reports on Forms 8-K, 10-Q, and 10-K), proxy statements under Section 14, and insider reports of beneficial ownership under Section 16(a). However, the Bank will continue to file these reports until the deregistration becomes effective. The effective date is expected to occur 90 days after the filing of the Form 15.
Commenting on the filing, Mark R. Andino, the Bank's President and Chief Executive Officer, stated: "The JOBS Act was designed to benefit community banks such as 1st Capital Bank. We anticipate that the deregistration of the Bank's securities will generate savings in both external expenses and internal man-hours. This will facilitate our reallocating those resources toward advancing the Bank's strategic plan, serving clients, and generating shareholder value."
Kurt J. Gollnick, the Bank's Chairman of the Board, added: "Although the Bank's obligation to file various Exchange Act reports will conclude, we will continue to release periodic financial results, have an annual financial statement audit, issue press releases, provide an annual proxy statement, and file publicly available Call Reports with the FDIC. The Board of Directors maintains a strong commitment to enhancing shareholder value, and we view providing timely and quality information regarding the Bank's condition and performance as an integral component of that commitment."
About 1st Capital Bank
The Bank's target markets are commercial enterprises, professionals, real estate investors, family business entities, and residents in Monterey County. The Bank provides a wide range of credit products, including loans under various government programs such as those provided through the U.S. Small Business Administration ("SBA") and the U.S. Department of Agriculture ("USDA"). A comprehensive suite of deposit accounts is also furnished, complemented by robust cash management services. The Bank operates full service branch offices in Monterey, Salinas, and King City. The Bank's corporate offices are located at 5 Harris Court, Building N, Suite 3, Monterey, California 93940. The Bank's website is www.1stcapitalbank.com and the main telephone number is 831.264.4000.
Member FDIC / Equal Opportunity Lender / SBA Preferred Lender
Certain of the statements contained herein that are not historical facts are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may contain words or phrases including, but not limited, to: "believe," "expect," "anticipate," "intend," "estimate," "target," "plans," "may increase," "may fluctuate," "may result in," "are projected," and variations of those words and similar expressions. All such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that might cause such a difference include, among other matters, changes in interest rates; economic conditions including inflation and real estate values in California and the Bank's market areas; governmental regulation and legislation; credit quality; competition affecting the Bank's businesses generally; the risk of natural disasters and future catastrophic events including terrorist related incidents and other factors beyond the Bank's control; and factors discussed in the Bank's periodic reports under the Securities Exchange Act of 1934, as amended, on Forms 10-K, 10-Q, and 8-K filed with the FDIC. The Bank does not undertake, and specifically disclaims any obligation, to update or revise any forward-looking statements, whether to reflect new information, future events, or otherwise, except as required by law.
This news release is available at the www.1stcapitalbank.com Internet site for no charge.
For further information, please contact:
Mark R. Andino
President and Chief Executive Officer
Chief Financial Officer
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