PRESS RELEASE
September 06, 2005
Contact:
VENTURE FINANCIAL GROUP
Ken F. Parsons, Sr.
(360) 412 - 2100
kparsons@venture-bank.com
Venture Financial Group Completes Merger with
Washington Commercial Bancorp; Subsidiary Banks Merge
Olympia, WA. -
September 06, 2005 - Venture Financial Group, Inc., parent
company of Venture Bank, announced today the completion of
its merger with Washington Commercial Bancorp (WCB) and
Venture Bank’s merger with WCB’s principal operating
subsidiary Redmond National Bank.
The stock and cash transaction,
completed on September 2, is valued at approximately $24.4
million. On September 3, Venture Bank began to convert the
two Redmond National Bank branches into Venture Bank
Financial Centers. The merger continues Venture’s expansion
into King County.
Ken F. Parsons, Sr. will continue to
lead the combined organization as Chairman and CEO of
Venture Financial Group, Inc. James F. Arneson, former
President and CEO of Washington Commercial Bancorp and
Redmond National Bank, will serve as President of Venture
Financial Group, Inc. and as President and CEO of Venture
Bank. Before joining Redmond National Bank, Mr. Arneson
served Venture Bank for 10 years including time as its Chief
Financial Officer.
"We are delighted with this merger,"
said Ken F. Parsons, Sr, Chairman & CEO. "The Redmond
Financial Centers will benefit from the expanded services
that are currently available through Venture Bank. It will
also be terrific to get Jim Arneson on board as an
experienced CEO president."
The integration is expected to be
completed during the fourth quarter and be accretive to
Venture’s earnings per share in 2006. Approximately 574,608
shares of Venture common stock will be issued and $12.4
million in
cash paid to WCB shareholders in connection with the merger.
The combined organization will have assets of approximately
$775 million, deposits of approximately $560 million and
shareholders’ equity of approximately $75 million.
"I have had the rare privilege to have
worked with two of the finest groups of people anywhere,"
stated Jim Arneson, President and CEO. "I am extremely happy
to be able to join these two exceptional teams of
professionals to provide service to our expanded market."
As a result of the merger, Venture has
restructured its board of directors to include Mr. Arneson
and Keith Brewe from the WCB Board of Directors.
About Venture Financial Group,
Inc.
Venture Bank now has 17 offices in four western Washington
counties and offers a full spectrum of financial services
including commercial, construction, residential and consumer
lending, deposit products and other banking services. The
bank also provides a broad range of investment services
through its subsidiary Venture Wealth Management, Inc.
Further information is available online at
www.venture-bank.com.
This press release includes
forward-looking statements within the meaning of the
"Safe-Harbor" provisions of the Private Securities
Litigation Reform Act of 1995, which management believes are
a benefit to shareholders. These statements are necessarily
subject to risk and uncertainty and actual results could
differ materially due to certain risk factors, including
those set forth from time to time in Venture's filings with
the Securities and Exchange Commission (the "SEC"). You
should not place undue reliance on forward-looking
statements and we undertake no obligation to update any such
statements. Specific risks in this press release include
whether the company has accurately predicted consolidation
expenses, the timing and amount of savings from
consolidation, management's ability to effectively integrate
the companies on time and within budget, and the expected
earnings contributions from both companies.