Crescent Financial Bancshares, Inc. Completes Merger of VantageSouth Bank into Crescent State Bank

  Crescent Financial Bancshares, Inc. Completes Merger of VantageSouth Bank
  into Crescent State Bank

  New bank will operate as VantageSouth Bank serving customers with expanded
                            branch and ATM network

Business Wire

RALEIGH, N.C. -- December 03, 2012

Crescent Financial Bancshares, Inc. (NASDAQ: CRFN) (“Crescent Financial”),
Crescent State Bank, and VantageSouth Bank announced today that they have
completed the merger of VantageSouth Bank into Crescent State Bank. The
combined bank now operates as VantageSouth Bank.

“We are small enough to be close to our customers, and with fresh capital, we
have a greater ability to lend money than other banks our size,” said Scott
Custer, CEO of the combined bank. “The merger of Crescent State Bank and
VantageSouth Bank is the perfect combination for building relationships and
helping meet the lending needs of businesses and individuals in the
communities we serve.”

Pursuant to terms of the merger agreement, each outstanding VantageSouth Bank
share was converted into Crescent Financial shares at an exchange ratio of
5.3278.

The merger combines VantageSouth’s five locations with Crescent State Bank’s
15 and offers customers a total of 19 ATM locations. Branch banking centers
and offices have converted to VantageSouth Bank, and new signs and branch
décor will be unveiled today.

  *Steve Jones, VantageSouth Bank president, will unveil the new sign at 10
    a.m. at the VantageSouth Bank branch at 4711 Six Forks Rd. in Raleigh.

“The merger is good for our clients because they will have a larger network of
ATMs and branches,” said Jones. “But at the same time, they will enjoy the
friendly service they are accustomed to receiving and have a team of banking
experts ready to handle their transactions – no matter how big or small.”

Crescent Financial’s majority owner, Piedmont Community Bank Holdings, Inc.,
was formed in 2009 by Adam Abram and Scott Custer to build a strong community
banking franchise. Custer, along with Jones and Terry S. Earley, chief
financial officer of VantageSouth Bank, held executive level positions at RBC
Bank before joining Piedmont with the intention of building a new North
Carolina community bank. Their years of building RBC Bank and its predecessors
connected the three men with some of the best bankers across the state and
helped them understand the financial needs of businesses from the piedmont to
the coast.

Jones, Custer and Earley are joined by Lee Roberts, chief operating officer of
VantageSouth Bank, who was previously with Morgan Stanley & Co. in New York
and London, and Cherokee Investment Partners, LLC, a private equity firm based
in Raleigh.

The bank expects to continue to grow in 2013. In September, Crescent State
Bank and East Carolina Bank jointly announced the signing of a definitive
merger agreement under which Crescent Financial will acquire ECB Bancorp, Inc.
for $17.75 per share or approximately $51.6 million. That transaction is
expected to close in the first half of 2013 and is subject to customary
closing conditions including shareholder and regulatory approval. Following
the merger, the combined Crescent State Bank, VantageSouth Bank and East
Carolina Bank will operate under the VantageSouth name, and it will be the
largest community bank in eastern North Carolina.

Crescent Financial was represented by Bryan Cave LLP. Sandler O'Neill +
Partners, L.P. served as the financial advisor to Crescent Financial’s special
committee of independent directors. Nelson Mullins Riley & Scarborough LLP
served as the legal advisor to the special committee. VantageSouth and
Piedmont were represented by Kilpatrick Townsend & Stockton LLP.

About VantageSouth Bank:

VantageSouth Bank was established in 1998, and serves central North Carolina
to the coast, with 20 banking centers in the following cities: Apex,
Burlington, Cary, Clayton, Fayetteville, Garner, Holly Springs, Knightdale,
Pinehurst, Raleigh, Salisbury, Sanford, Southern Pines and Wilmington.
VantageSouth Bank was formed through the merger of VantageSouth Bank into
Crescent State Bank. The holding company for the bank is Crescent Financial
Bancshares, Inc., based in Raleigh. Crescent Financial Bancshares, Inc. stock
can be found on the NASDAQ Global Market trading under the symbol CRFN. For
more information about VantageSouth Bank visit www.vantagesouth.com.

Forward-looking Statements

Information in this press release contains forward-looking statements with
respect to the expected acquisition of ECB Bancorp, Inc. (“ECBE”) by Crescent
Financial. These statements involve risks and uncertainties that could cause
actual results to differ materially from those anticipated by such
forward-looking statements, including without limitation: delays in obtaining
or failure to receive required regulatory approvals, including approval by the
Office of the North Carolina Commissioner of Banks and the FDIC; the
possibility that fewer than the required number of ECBE’s stockholders vote to
approve the merger; the occurrence of events that would have a material
adverse effect (as defined in the Agreement) on ECBE or Crescent Financial;
potential delays in the closing of the merger, potential deposit attrition,
higher than expected costs, customer loss and business disruption associated
with business integration, including, without limitation, potential
difficulties in maintaining relationships with key personnel, technological
integration, and other integration related-matters; other uncertainties
arising in connection with the proposed merger; and risk factors that are
discussed in Crescent Financial’s and ECBE’s filings with the Securities and
Exchange Commission (“SEC”), including without limitation their respective
Annual Reports on Form 10-K, their respective Quarterly Reports on Form 10-Q
and their respective Current Reports on Form 8-K. Crescent Financial does not
undertake a duty to update any forward-looking statements in this Form 8-K.

Additional Information and Where to Find It

In connection with the proposed merger, Crescent Financial Bancshares, Inc.
(“CRFN”) filed with the Securities and Exchange Commission (“SEC”) on November
21, 2012 a Registration Statement on Form S-4 that includes a preliminary
Joint Proxy Statement of CRFN and ECB Bancorp, Inc. (“ECBE”) and a preliminary
Prospectus of CRFN (together with the Joint Proxy Statement, as amended, the
“Joint Proxy Statement/Prospectus”). The companies will file with the SEC
other relevant materials in connection with the proposed merger. Once the
Registration Statement is declared effective by the SEC, the companies will
mail the Joint Proxy Statement/Prospectus to their respective shareholders.
SHAREHOLDERS OF BOTH CRFN AND ECBE ARE STRONGLY URGED TO READ THE REGISTRATION
STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED
MERGER AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY
AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION REGARDING CRFN, ECBE AND THE PROPOSED MERGER. You will
be able to obtain a free copy of the Registration Statement, as well as other
filings containing information about Crescent Financial Bancshares, Inc. at
the SEC’s Internet site (http://www.sec.gov). The documents can also be
obtained, without charge, by directing a written request to either Crescent
Financial Bancshares, Inc., 3600 Glenwood Avenue, Suite 300, Raleigh, NC
27612, Attention: Terry Earley, Executive Vice President and Chief Financial
Officer, or ECB Bancorp, Inc., Post Office Box 337, Engelhard, NC 27824,
Attention: Tom Crowder, Chief Financial Officer.

CRFN, ECBE and their respective directors and executive officers may be deemed
to be “participants” in the solicitation of proxies from the shareholders of
CRFN and ECBE in favor of the merger. Information about the directors and
executive officers of ECB Bancorp, Inc. and their ownership of ECBE common
stock is set forth in ECBE’s definitive proxy statement filed with the SEC on
April 27, 2012 and available at the SEC’s Internet site (http://www.sec.gov)
and from ECB Bancorp, Inc. at the address set forth in the preceding
paragraph. Information about the directors and executive officers of Crescent
Financial Bancshares, Inc. and their ownership of CRFN common stock is set
forth in CRFN’s definitive proxy statement filed with the SEC on April 5, 2012
and available at the SEC’s internet site (http://www.sec.gov) and from CRFN at
the address set forth in the preceding paragraph. Additional information
regarding the interests of these participants and other persons who may be
deemed participants in the solicitation may be obtained by reading the Joint
Proxy Statement/Prospectus regarding the proposed merger. Free copies of this
document may be obtained as described in the preceding paragraph.

Contact:

VantageSouth Bank
Media Contact:
Blair Kennedy, 919-522-5581
blair.kennedy@vsb.com
or
Analyst Contact:
Terry Earley, 919-659-9015
Chief Financial Officer
 
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