First Business Bank and 1st Pacific Bancorp have signed a definitive merger agreement under which 1st Pacific Bank of California, a banking subsidiary of 1st Pacific Bancorp, will merge with First Business Bank. Under the terms of the agreement, each outstanding share of 1st Pacific Bancorp will receive $1.40 per share in cash and a percentage of the recoveries of certain charged-off loans and a lawsuit.

The banking subsidiary will operate a total of 11 branch offices and will retain the name 1st Pacific Bank of California. Nathan Rogge, president and chief executive officer of First Business Bank, will continue in that capacity for the combined company.

Mr. Rogge said that the combined company will continue to emphasize a strategy of providing commercial banking services to small-and-medium-sized businesses and professionals, that can best be served by a local bank offering a portfolio of loan and deposit products tailored to meet their specialized needs. “This transaction meets the needs of both companies. We have wanted to expand into additional markets in the region, and the bank’s increased asset size and combined resources will allow us to operate more efficiently and profitably while delivering more products and services to a larger customer base,” he added.

First Business Bank was advised by Keefe, Bruyette & Woods and Horgan, Rosen, Beckham & Coren and 1st Pacific Bancorp was advised by Sandler O’Neill + Partners and Luce, Forward, Hamilton & Scripps LLP. However, the transaction is subject to shareholder and regulatory approvals and is expected to close in the fourth quarter of this year.

San Diego-based First Business Bank offers financial services to professionals and small-and-medium-sized enterprises.

1st Pacific Bank of California is a San Diego community business bank. The bank offers products and services to meet the financial needs of professional firms, small-to-mid-sized businesses, their owners and the employees who work there.