8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 3, 2016

FIRST FOUNDATION INC.

(Exact name of registrant as specified in its charter)

Delaware	001-36461	20-8639702
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

18101 Von Karman Avenue, Suite 700

Irvine, California  92612

     (Address of Principal Executive Offices) (Zip Code)

(949) 202-4160

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item8.01      Other Events

On October 3, 2016, First Foundation Inc. (the “Company”) announced that its wholly-owned subsidiary, First Foundation Bank, entered into a Purchase and Assumption Agreement (the “Agreement”) with Pacific Western Bank, pursuant to which First Foundation Bank agreed to acquire from Pacific Western Bank two branches located in Laguna Hills and Seal Beach, California (the “Branches”).  

Under the terms of the Agreement, at the closing of the transaction, First Foundation Bank will acquire substantially all of the deposits attributable to the Branches, which totaled approximately $200 million as of September 30, 2016.  No loans are being acquired in connection with the transaction.  The transaction is subject to regulatory approval and customary closing conditions, and is expected to be completed during the fourth quarter of 2016.

A copy of the press release issued by the Company concerning the transaction is filed as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01	Financial Statements and Exhibits
Exhibit No.		Description
99.1		Press Release dated October 3, 2016.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FIRST FOUNDATION INC.
Date: October 3, 2016	By:	/s/ JOHN M. MICHEL
		John M. Michel Executive Vice President & Chief Financial Officer

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press Release dated October 3, 2016.

EX-99.1

Exhibit 99.1

First Foundation to Acquire Two Branches in Orange County

October 3, 2016 (IRVINE, CA) – First Foundation Inc. (NASDAQ: FFWM), a financial services company with two wholly-owned operating subsidiaries, First Foundation Advisors and First Foundation Bank, today announced that First Foundation Bank has entered into a definitive agreement to acquire two branches from Pacific Western Bank (the “Transaction”). The branches are located in Laguna Hills and Seal Beach, California (the “Branches”).

Currently, the deposits of the Branches total approximately $200 million.  No loans are being acquired in connection with the Transaction. The Transaction is expected to be completed before the end of the year subject to regulatory approval and customary closing conditions.

“We’re thrilled to be expanding our footprint in Orange County and look forward to welcoming our new client and employees to the First Foundation family,” said Scott F. Kavanaugh, CEO of First Foundation Bank.

Upon the closing of the Transaction, First Foundation Bank will operate a total of eleven branches, nine of which are located in California.

“This expansion was a natural fit, given our shared community-driven and people-focused approach to banking,” said David DePillo, President of First Foundation Bank. “We are excited by the growth opportunities that result from the acquisition and teams from both firms are collaborating to ensure a seamless transition for the customers, employees, and the community.”

About First Foundation

First Foundation, a financial institution founded in 1990 provides private wealth management, personal banking, and business banking. The Company has offices in California, Nevada, and Hawaii with its headquarters in Irvine, California. For more information, please visit www.ff-inc.com.

Contact

First Foundation Inc.

John Michel

Chief Financial Officer

949-202-4160

jmichel@ff-inc.com

First Foundation Inc.

Tyler Resh

Director of Marketing and Strategy

949-202-4131

tresh@ff-inc.com

Forward-Looking Statements

This news release includes certain forward-looking statements about First Foundation and the proposed purchase and assumption transaction that are intended to be covered by the safe harbor provided in the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements often

include words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," "project," or words of similar meaning, or future or conditional verbs such as "will," "would," "should," "could," or "may." The forward looking statements in this news release are based on current information and on assumptions that we make about future events and circumstances that are subject to a number of risks and uncertainties that are often difficult to predict and beyond our control. As a result of those risks and uncertainties, our actual financial results in the future could differ, possibly materially, from those expressed in or implied by the forward looking statements contained in this news release and could cause us to make changes to our future plans. These risks and uncertainties include, but are not limited to, the ability of First Foundation and Pacific Western Bank to complete the proposed transaction on the terms summarized above or other acceptable terms, or at all, due to a number of factors, including the receipt of required regulatory approvals or the satisfaction of other customary closing conditions; the costs associated with the transaction or the time needed to complete the transaction being greater than expected, and other risks that are described in our public filings with the Securities and Exchange Commission. Additional information regarding these and other risks and uncertainties to which our business and future financial performance are subject is contained in Item 1A, entitled “Risk Factors” in our 2015 Annual Report on Form 10-K for the fiscal year ended December 31, 2015 that we filed with the SEC on March 15, 2016, and other documents we file with the SEC from time to time. Due to these and other possible uncertainties and risks, readers are cautioned not to place undue reliance on the forward-looking statements contained in this news release, which speak only as of today's date, or to make predictions based solely on historical financial performance. We also disclaim any obligation to update forward-looking statements contained in this news release or in the above-referenced 2015 Annual Report on Form 10-K, whether as a result of new information, future events or otherwise, except as may be required by law or NASDAQ rules.