Pacific Premier Bancorp, Inc. Announces Receipt of Regulatory Approval for Acquisition of First Associations Bank

  Pacific Premier Bancorp, Inc. Announces Receipt of Regulatory Approval for
                    Acquisition of First Associations Bank

PR Newswire

COSTA MESA, Calif., Nov. 30, 2012

COSTA MESA, Calif., Nov. 30, 2012 /PRNewswire/ -- Pacific Premier Bancorp,
Inc. (NASDAQ: PPBI) ("Pacific Premier"), the holding company of Pacific
Premier Bank (the "Bank"), announced today that it has received regulatory
approval from the Federal Reserve Bank of San Francisco and the California
Department of Financial Institutions for its acquisition of First Associations
Bank ("FAB"), a Texas-chartered bank located in Dallas, Texas. The
consummation of the acquisition of FAB remains subject to receipt of
regulatory approval from the Texas Department of Banking, the approval of the
FAB shareholders and the satisfaction of other closing conditions. In
connection with the signing of the definitive merger agreement on October 15,
2012, the directors and executive officers of FAB and an advisory director of
FAB, who collectively own and have the power to vote approximately 36% of the
outstanding shares of FAB common stock, entered into shareholder agreements
with Pacific Premier pursuant to which they have agreed, among other things,
to vote all of their shares in favor of the definitive merger agreement.
Pacific Premier anticipates that the FAB acquisition will be consummated in
the first quarter of 2013.

Steven R. Gardner, President and Chief Executive Officer, commented, "We are
pleased to have quickly reached another milestone towards the completion of
our acquisition of FAB. Adding FAB's niche focused business of serving
homeowners associations ("HOAs") and HOA management companies nationwide will
complement our existing franchise by providing the Bank with a valuable source
of low-cost core deposits that are expected to increase the Bank's existing
deposit base and lower its overall funding cost. The FAB acquisition, which
includes $356.2 million in total assets and $305.5 million in total deposits
at September 30, 2012, will strengthen the Bank's core deposit generating
capabilities to fund future loan growth."

About Pacific Premier Bancorp, Inc.
Pacific Premier owns all of the capital stock of the Bank. The Bank provides
business and consumer banking products to its customers through ten
full-service depository branches in Southern California located in the cities
of Costa Mesa, Huntington Beach, Los Alamitos, Newport Beach, Palm Desert,
Palm Springs, San Bernardino and Seal Beach. For additional information about
Pacific Premier, visit our website at www.ppbi.com.

About First Associations Bank
FAB operates a unique business model that is highly efficient and exclusively
focuses on the HOA industry by leveraging online technology tools which
provide HOA management companies the ability to streamline operations through
data integration and seamless information reporting. FAB's deposit and
treasury management products include web based funds management, online ACH
services, online homeowner payment options, integrated third party lockbox
services and remote deposit capture. FAB also offers term loans to HOAs for
association projects and lines of credit for short term or seasonal needs. FAB
was founded in 2007 and is headquartered in Dallas, Texas.

Forward Looking Statements
This press release may contain forward-looking statements regarding Pacific
Premier, the Bank and FAB and the proposed acquisition. These statements
involve certain risks and uncertainties that could cause actual results to
differ materially from those in the forward-looking statements. Such risks and
uncertainties include, but are not limited to, the following factors:
synergies and other financial benefits from the acquisition might not be
realized within the expected time frames or at all; governmental approval of
the acquisition may not be obtained or adverse regulatory conditions may be
imposed in connection with governmental approvals of the acquisition;
conditions to the closing of the acquisition may not be satisfied; and the
shareholders of FAB may fail to approve the consummation of the acquisition.

Pacific Premier and FAB undertake no obligation to revise or publicly release
any revision or update to these forward-looking statements to reflect events
or circumstances that occur after the date on which such statements were made.

Notice to FAB Shareholders
This press release does not constitute an offer to sell or the solicitation of
an offer to buy any securities or a solicitation of any vote or approval. In
connection with the proposed acquisition transaction, Pacific Premier filed a
registration statement on Form S-4 (the "Registration Statement") with the
Securities and Exchange Commission ("SEC"), which contains a proxy statement
of FAB and a prospectus of Pacific Premier (collectively, the "proxy
statement/prospectus"). A definitive proxy statement/prospectus will be
distributed to the shareholders of FAB in connection with their vote on the
proposed acquisition of FAB after the Registration Statement is declared by
the SEC to be effective. As of the date of this press release, the
Registration Statement has not been declared effective by the SEC. 

SHAREHOLDERS OF FAB ARE ENCOURAGED TO READ THE REGISTRATION STATEMENT AND THE
DEFINITIVE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ALL OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS SUPPLEMENTS TO THOSE
DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
ACQUISITION. The definitive proxy statement/prospectus will be mailed to
shareholders of FAB. Investors and security holders will be able to obtain the
definitive proxy statement/prospectus and the other documents free of charge
at the SEC's website, www.sec.gov. In addition, documents filed with the SEC
by Pacific Premier will be available free of charge by (1) accessing Pacific
Premier's website at www.ppbi.comunder the "Investor Relations" link and then
under the heading "SEC Filings," (2) writing Pacific Premier at 1600 Sunflower
Ave., 2nd Floor, Costa Mesa, California 92626, Attention: Investor Relations
or (3) writing FAB at 12001 N. Central Expressway, Suite 1165, Dallas, Texas
75243, Attention: Corporate Secretary.

The directors, executive officers and certain other members of management and
employees of Pacific Premier may be deemed to be participants in the
solicitation of proxies in favor of the proposed acquisition from the
shareholders of FAB. Information about the directors and executive officers of
Pacific Premier is included in the proxy statement for its 2012 annual meeting
of Pacific Premier shareholders, which was filed with the SEC on April 16,
2012. The directors, executive officers and certain other members of
management and employees of FAB may also be deemed to be participants in the
solicitation of proxies in favor of the proposed acquisition from the
shareholders of FAB. Information about the directors and executive officers of
FAB will be included in the definitive proxy statement/prospectus for the
proposed acquisition of FAB. Additional information regarding the interests of
those participants and other persons who may be deemed participants in the
transaction may be obtained by reading the definitive proxy
statement/prospectus regarding the proposed acquisition when it becomes
available. You may obtain free copies of this document as described in the
preceding paragraph.

Contact:

Pacific Premier Bancorp, Inc.

Steven R. Gardner
President/CEO
714.431.4000

Kent J. Smith
Executive Vice President/CFO
714.431.4000

SOURCE Pacific Premier Bancorp, Inc.
 
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