Beach Business Bank Announces Notice of Pendency and Proposed Settlement of Class Actions

LOS ANGELES, Feb 21, 2012 (BUSINESS WIRE) –
The following statement is being issued by
Beach Business Bank


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pursuant to an order of the Los Angeles
Superior Court:

SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY
OF LOS ANGELES IN RE BEACH BANK
SHAREHOLDER LITIGATION CLASS
ACTION Case No. BC470648

NOTICE OF PENDENCY AND PROPOSED SETTLEMENT OF CLASS ACTIONS

TO: ALL RECORD HOLDERS AND BENEFICIAL OWNERS OF SHARES OF COMMON STOCK
OF BEACH BUSINESS BANK AT ANY TIME FROM AND INCLUDING AUGUST 31, 2011
THROUGH AND INCLUDING THE DATE THE ACQUISITION IS COMPLETED, AND THEIR
RESPECTIVE FAMILIES, ASSOCIATES, ATTORNEYS, ADVISORS, HEIRS, EXECUTORS,
TRUSTEES, PERSONAL OR LEGAL REPRESENTATIVES, ESTATES, ADMINISTRATORS,
AGENTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, IMMEDIATE OR REMOTE, AND
ANY PERSON OR ENTITY ACTING FOR OR ON BEHALF OF, OR CLAIMING UNDER ANY
OF THEM, AND EACH OF THEM.

YOU ARE HEREBY NOTIFIED that a settlement has been proposed in the
above-captioned case (“Settlement”).

Settlement Hearing. A hearing will be held on April 19, 2012 at
10 a.m., before the Hon. William F. Highberger (“Settlement Hearing”),
in the Superior Court of the State of California, County of Los Angeles,
600 S. Commonwealth Avenue, 90005 (“Court”), to determine whether: (1)
the provisional class action certification granted by the Court on
February 9, 2012 should be made final; (2) the proposed Settlement
should be approved as fair, reasonable, adequate, and in the best
interests of the Class; (3) Plaintiffs’ Counsel’s application for an
award of attorneys’ fees and expenses should be approved; (4) an Order
and Final Judgment should be entered, dismissing with prejudice and
releasing all claims against the Defendants relating to the conduct
alleged in this case; and (5) the Court should rule on such other
matters as it deems appropriate. If approved, the Settlement will
resolve all claims in this litigation and all other related claims.

Explanation of the Case. On August 31, 2011, First PacTrust
Bancorp, Inc. (“BANC”) and Beach Business Bank (“Beach”) jointly
announced that they had entered into a definitive merger agreement on
August 30, 2011 under which BANC will acquire the stock of Beach
Business for approximately $37.4 million, or approximately $9.07 per
diluted share (“Merger Agreement”). Under the terms of the transaction,
Beach shareholders will be entitled to receive either (1) $4.61 per
share in cash and 0.33 of a share of BANC common stock or (2) $9.12 per
share in cash plus one warrant to purchase 0.33 of a share of BANC
common stock at an exercise price of $14.00 per BANC share.

Plaintiffs Robert K. Stevens and Ronald Durand initiated similar
proposed class actions in Los Angeles County Superior Court on behalf of
all shareholders of Beach Bank against Beach Bank, BANC, and the members
of Beach Bank’s board of directors, challenging the Acquisition, seeking
injunctive relief, and alleging, inter alia, that the individual
Defendants breached their fiduciary duties by failing to adequately
disclose certain material information regarding the Acquisition in
Statement (the “Actions”).

Recognizing the time, expense, and uncertainty inherent in further
litigation of these Actions, the Parties agreed to settle the Actions as
detailed in the Parties’ Stipulation of Settlement (“Stipulation”),
which is on file with the Court. Plaintiffs’ entry into the Stipulation
is not an admission that the Actions’ claims lack merit. Likewise,
Defendants deny that they have committed, attempted to commit, or aided
and abetted in the commission of any breach of fiduciary duty or duty of
disclosure, that they engaged in any wrongful acts, that they have any
liability to the Plaintiffs and the Class, or that any additional
disclosures were required or material as a matter of law.

Terms of Settlement. In consideration for the Settlement and
dismissal with prejudice of the Actions and the releases (described
below), BANC filed with the Securities and Exchange Commission (“SEC”)
on December 9, 2011, a Form 8-K, containing certain supplemental
disclosures as agreed to by the Parties (“Supplemental Disclosures”).
The Supplemental Disclosures are publicly available online with the SEC
(at
www.sec.gov )
and are also attached as Exhibit A to the Stipulation.

Release of Claims. Upon Final Court Approval (as defined in the
Stipulation), all claims or causes of action asserted by or on behalf of
any member of the Settlement Class against Defendants and all Released
Persons (as defined in the Stipulation) which have arisen or could have
arisen, known and unknown, and which relate to the claims or allegations
asserted by Plaintiffs in the Actions or relate in any way to the
Acquisition will be completely and forever released. More information is
contained in the Stipulation, a copy of which is on file with the Court.

Effect of Release. The release contemplated by the Stipulation
shall extend to claims that the Releasors (as defined in the
Stipulation) do not know or suspect to exist at the time of the release,
including claims which if known, might have affected their decision to
enter into the release or to object or not to object to the Settlement.
The Releasors shall be deemed to relinquish, to the extent applicable,
and to the full extent permitted by law, the provisions, rights and
benefits of Section 1542 of the California Civil Code, or comparable
principle, which states that: A GENERAL RELEASE DOES NOT EXTEND TO
CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR
HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR
HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
More information is contained in the Stipulation, a copy of which is on
file with the Court.

Plaintiffs’ Attorneys’ Fees. If the Court approves the
Settlement, Plaintiffs’ Counsel intend to ask the Court for an award of
attorneys’ fees (including costs and expenses) subject to the Court’s
approval. The Court’s final resolution of Plaintiffs’ Counsel’s fee
application shall not be a precondition to dismissal of the Actions, and
shall have no effect on the terms of the Settlement.

Objections. Any member of the Class who objects to the Settlement
or who otherwise wishes to be heard, may appear in person or by his
attorney at the Settlement Hearing and present evidence or argument;
provided, however, that, except for good cause shown, no person shall be
heard and no documents submitted by any person shall be considered by
the Court unless, no later than twenty-one (21) calendar days prior to
the Settlement Hearing, that person files with the Court and serves upon
Plaintiffs’ Counsel listed below: (a) written notice of intention to
appear; (b) a statement of such person’s objections to any matters
before the Court, and (c) the grounds for such objections and the
reasons that such person desires to appear and be heard, as well as all
documents or writings such person desires the Court to consider. Such
filings shall be served upon the following counsel: Glancy Binkow
Goldberg LLP, 1925 Century Park East, Suite 2100, Los Angeles, CA 90067.
Telephone: (310) 201-9150. Facsimile: (310) 201-9160 (Co-Lead Counsel
for Plaintiffs).

Unless the Court otherwise directs, no person shall be entitled to
object to the approval of the Settlement, and judgment entered thereon,
the adequacy of representation of the Settlement Class by Plaintiffs and
their counsel, any award of attorneys’ fees, or otherwise be heard,
except by serving and filing a written objection and supporting
documents as described above. Any person who fails to object in the
manner described above shall be deemed to have waived the right to
object (including any right of appeal) and shall be forever barred from
raising such objection in this or any other action or proceeding. More
information is contained in the Stipulation on file with the Court.

By Order of the Court

SOURCE: Beach Business Bank

        Glancy Binkow  Goldberg LLP
        Louis Boyarsky,
        Telephone: (310) 201-9150
        Facsimile: (310) 201-9160

Copyright Business Wire 2012

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