OLYMPIA, WASHINGTON – Washington Business Bank (“WBB” or the “Bank”)  (OTCPK: WBZB) announced today the signing of an agreement pursuant to which an investor will seek to acquire 100% of the shares of WBB through a tender offer to all its shareholders.  Pursuant to the agreement and subject to regulatory approval, the investor will offer $30.00 in cash for each share of WBB common stock.      

After the investor’s acquisition of the tendered shares, WBB will continue to operate as Washington Business Bank and Jon M. Jones will remain Chief Executive Officer and President.  All other members of WBB’s senior management team and staff will remain and continue to support the financial needs of its clients in the same manner they have since the Bank’s inception in 2002.

“The Board of Directors of Washington Business Bank is very excited to enter into this agreement,” said President and CEO Jon M. Jones.  “This transaction provides an outstanding value to our shareholders while allowing the Bank to continue serving our loyal client base in Olympia and the surrounding area.”

The proposed transaction is subject to tendering of at least 67% of the outstanding shares held by WBB shareholders as well as required regulatory approval and other conditions specified in the agreement.  The transaction is expected to close in the second half of 2022.

Washington Business Bank was advised in the transaction by D.A. Davidson & Co., as financial advisor, and Lane Powell PC, as legal counsel.  Miller Nash LLP acted as legal counsel to the investor.

About Washington Business Bank

Washington Business Bank, a state-charted commercial bank, provides various banking products and services to small and mid-sized businesses and individuals, primarily in western Washington.  The bank opened in 2002 and operates one full-service branch in Olympia, Washington.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  All statements other than statements of historical or current fact included in this communication that address activities, events, conditions or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements.  Forward-looking statements give our current expectations and projections and these statements are not guarantees of future activities, events, conditions or developments.  Forward-looking statements may include the words “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “strategy,” “future,” “opportunity,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions.  Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements.  These forward-looking statements are expressed in good faith, and WBB believes there is a reasonable basis for them.  However, there can be no assurance that events, results or trends identified in these forward-looking statements will occur or be achieved.  Forward-looking statements speak only as of the date they are made, and WBB is not under any obligation, and expressly disclaims any obligation, to update, alter or otherwise revise any forward-looking statement, except as required by law.  The following factors, among others, could cause actual results to differ materially from forward-looking statements: ability to meet the closing conditions to the proposed transaction, including minimum shareholder participation; the risk that regulatory approvals  required for the proposed transaction are not obtained or are obtained subject to conditions that are not anticipated; delay in closing the proposed transaction; failure to realize the benefits expected from the proposed transaction; the effects of pending and future legislation; risks associated with the banking industry and changes in interest rates; risks related to disruption of management time from ongoing business operations due to the proposed transaction; business disruption following the transaction; and macroeconomic factors beyond WBZB’s control.

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