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EX-99.1 - EXHIBIT 99.1 - BayCom Corptv508277_ex99-1.htm

 

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)    November 30, 2018        

 

BAYCOM CORP
(Exact name of registrant as specified in its charter)

 

 

California   001-38483   37-1849111

(State or other jurisdiction

of incorporation)

  (Commission File No.)  

(IRS Employer

Identification No.)

 

500 Ygnacio Valley Road, Suite 200   94596
(Address of principal executive offices)   (Zip Code)

 

Registrant's telephone number, including area code: (925) 476-1800
 

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

  

 

 

 

 

Item 8.01.Other Events

 

Effective November 30, 2018, BayCom Corp (Nasdaq: BMCL), parent company of United Business Bank, completed its previously announced acquisition of Bethlehem Financial Corporation (“BFC”), a New Mexico corporation, and its wholly owned New Mexico state chartered banking corporation, My Bank through the merger of BFC with and into BayCom Corp,, followed by the merger of My Bank with and into United Business Bank.

 

Upon completion of the merger, BayCom Corp acquired 100% of the outstanding shares of BFC for cash consideration of $23.5 million, or $62.00 per share.

 

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.Financial Statements and Exhibits

 

(d)Exhibits

 

Exhibit No.   Exhibit
     
99.1   Press Release dated December 3, 2018.

  

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  BAYCOM CORP  
     
     
Date: December 3, 2018 By: /s/ Keary L. Colwell  
     

Keary L. Colwell, Senior Executive Vice President, Chief

Financial Officer and Corporate Secretary