OAKDALE — Oak Valley Bancorp — the bank holding company for
Oak Valley Community Bank and Eastern Sierra Community Bank — announced the signing of a
definitive agreement to acquire Mother Lode Bank of Sonora.
“Mother Lode Bank is a natural fit for Oak Valley Community Bank’s service culture,” stated
Chris Courtney, President and CEO. “We are committed to serving Sonora and the surrounding
foothill communities and we intend to continue to serve Mother Lode’s customers from Oak
Valley’s branch network, including our new Sonora branch which is scheduled to open in
December 2015.”
The merger agreement was approved unanimously by the boards of directors of each company.
The transaction is expected to close at the end of the fourth quarter of 2015, subject to regulatory
approvals, the approval of Mother Lode shareholders and other customary closing conditions.
Each member of the Board of Directors of Mother Lode Bank has agreed to vote all of his shares
of common stock in favor of the transaction and to recommend that all other shareholders of
Mother Lode Bank also vote in favor of the transaction. Under the terms of the merger
agreement Oak Valley Bancorp will acquire all of the outstanding common stock of Mother
Lode Bank in exchange for $7.3 million in cash consideration, or $1.65 per share of common
stock, subject to certain potential adjustments stipulated in the merger agreement. It is
anticipated the transaction will be accretive to Oak Valley’s earnings per share beginning in 2016. Upon completion of the transaction, Mother Lode Bank will merge with and into Oak Valley Bancorp. H. Randolph Holder, a current director of Mother Lode Bank, is expected to join the Board of Directors for Oak Valley Bancorp and Oak Valley Community Bank upon closing. Oak Valley will continue to deliver the high-level of personal service that Mother Lode customers are
accustomed to, with an expanded branch network and a broad range of products and services.
Oak Valley Bancorp currently operates through 15 branch offices in Oakdale, Sonora, Turlock,
Stockton, Patterson, Ripon, Escalon, Manteca, Tracy, three branches in Modesto, and three
branches in their Eastern Sierra Division, which includes Bridgeport, Mammoth Lakes, and Bishop.
