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David R. Morris

Royal Business Bank




RBB Bancorp Announces Completion of $50 Million Private Placement of Subordinated Notes

Company Release - 4/15/2016

Los Angeles, CA., April 15, 2016 -- RBB Bancorp (the "Company"), the parent company of Royal Business Bank (the “Bank”), today announced the completion of a private placement of $50 million in aggregate principal amount of fixed to floating rate subordinated notes to certain qualified institutional and accredited investors. The proceeds from the placement of the notes will be used for general corporate purposes, capital management and to support future growth.

Terms of Subordinated Notes:

The subordinated notes have a maturity date of March 31, 2026 and bear interest, payable semi- annually, at the rate of 6.50% per annum until March 31, 2021. On that date, the interest rate will be adjusted to float at a rate equal to the three-month LIBOR rate plus 516 basis points (5.16%) until maturity. The notes include a right of prepayment, without penalty, on or after March 31, 2021 and, in certain limited circumstances, before that date. The indebtedness evidenced by the subordinated notes, including principal and interest, is unsecured and subordinate and junior in right to payment to general and secured creditors of the Company and depositors of the Bank. The subordinated notes have been structured to qualify as Tier 2 capital for regulatory purposes.

FIG Partners acted as placement agent for the private placement of the subordinated notes. Loren P. Hansen, APC served as issuer's counsel, and Stinson Leonard Street LLP served as placement agent's counsel.

Management Commentary

Mr. Louis Chang, Chairman, stated, “We are pleased to announce the successful completion of our subordinated debt placement, as a form of low-cost regulatory capital. This transaction is in line with our long-term capital management strategy and is critical to our future growth plans. The Company remains committed to increasing shareholder value, and we believe this private placement of subordinated debt is an important step in our strategic plan.”

About the Company

RBB Bancorp is the holding company for Royal Business Bank, which is headquartered in Los Angeles, California. Royal Business Bank, a wholly-owned subsidiary of RBB Bancorp, is a California chartered, FDIC insured, minority owned community bank serving the Asian business communities in and around the Los Angeles and Ventura Counties of California and Las Vegas, Nevada. Royal Business Bank was formed in November 2008 and currently operates sixteen branches located in Arcadia, Alhambra, downtown Los Angeles, Buena Park, Cerritos, City of Industry, Diamond Bar, Monterey Park, Oxnard, Rowland Heights, San Gabriel, Silverlake, Torrance, West Los Angeles, and Westlake Village California; a branch in Las Vegas; and a loan production office in the City of Industry, California. Although the Bank serves all ethnicities, its Board and management team is mostly Chinese-American and the primary marketing focus has been on the Chinese-American communities. Royal Business Bank's business is focused on trade finance, commercial and industrial mortgage and SBA lending with a long-term vision


of serving the Asian communities throughout the Western United States. Additional information on Royal Business Bank may be found on its web site: www.royalbusinessbankusa.com.

The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management's confidence and strategies and management's current views and expectations about new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by such forward-looking terminology as "continues," "expect," "look," "believe," "anticipate," "may," "will," "should," "projects," "strategy" or similar statements. Actual results may differ materially from such forward-looking statements, and no reliance should be placed on any forward-looking statement. Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to, unanticipated changes in the financial markets and the direction of interest rates; volatility in earnings due to certain financial assets and liabilities held at fair value; competition levels; changes in loan and investment  prepayment assumptions; insufficient allowance for credit losses; a higher level of loan charge-offs and delinquencies than anticipated; material adverse changes in our operations or earnings; a decline in the economy in our market areas; changes in relationships with major customers; changes in effective income tax rates; higher or lower cash flow levels than anticipated; inability to hire or retain qualified employees; a decline in the levels of deposits or loss of alternate funding sources; a decrease in loan origination volume or an inability to close loans currently in the pipeline; changes in laws and regulations; adoption, interpretation and implementation of accounting pronouncements; operational risks, including the risk of fraud by employees, customers or outsiders; and the inability to successfully implement or expand new lines of business or new products and services. The statements in this press release are made as of the date of this press release, even if subsequently made available by the Company on its website or otherwise. The Company assumes no obligation for updating any such forward-looking statements  at any time, except as required by law.