-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DQfkKDbzBNbymyRuUeHmXARWYV9DU2pjya2AXsBrsEw3m6Ge3YjeIRWAnwq48Eu8 6yISisqocLi6yZZ7L3fuvQ== 0001004740-07-000086.txt : 20071109 0001004740-07-000086.hdr.sgml : 20071109 20071108180945 ACCESSION NUMBER: 0001004740-07-000086 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071031 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071109 DATE AS OF CHANGE: 20071108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAPITAL CORP OF THE WEST CENTRAL INDEX KEY: 0001004740 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 770405791 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27384 FILM NUMBER: 071227333 BUSINESS ADDRESS: STREET 1: 550 W MAIN STREET CITY: MERCED STATE: CA ZIP: 95340 BUSINESS PHONE: 2097252200 MAIL ADDRESS: STREET 1: 550 W MAIN STREET CITY: MERCED STATE: CA ZIP: 95340 8-K 1 form8k.htm FORM 8-K form8k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 31, 2007


CAPITAL CORP OF THE WEST
(Exact Name of Company as Specified in Charter)



California
0-27384
77-0147763
(State or Other Jurisdiction
(Commission File
(IRS Employer
of Incorporation)
Number)
Identification No.)



550 West Main Street, Merced, California  95340
(Address of Principal Executive Offices) (Zip Code)


(209) 725-2200
(Company'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 Company 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))

 
 

 

 
Item 1.01      Entry Into a Material Definitive Agreement
 
 
On October 31, 2007, Capital Corp of the West (the “Company”), and its trust subsidiary, [County Statutory Trust IV], a Delaware statutory trust (the “Trust”), entered into a Placement Agreement with Keefe, Bruyette & Woods and FTN Financial Capital Markets for the placement of $25,000,000 (in aggregate liquidation amount) of floating rate securities due in 30 years (liquidation amount $1,000 per capital security) (the “trust preferred securities”).. The payments of distributions on and redemption or liquidation of the trust preferred securities are guaranteed by the Company pursuant to a Guarantee Agreement dated as of October 31, 2007 between the Company and Wilmington Trust Company.  The Company has the option under certain limited circumstances to repay the floating rate securities at a declining premium until September 15, 2011, at and after which the premium is zero.  After December 15, 2012 the Company will have the unrestricted option to repay at par.
 
 
Each trust preferred security represents an undivided beneficial interest in the Trust.  The only assets of the Trust are the $25,000,000 in aggregate principal amount of junior subordinated debt securities due in 30 years issued by the Company (the “notes”) and $774,000 in common equity invested by the Company.  Payments under the notes are subordinated and junior in right of payment to the prior payment of other indebtedness of the Company that, by its terms, is not similarly subordinated.
 
 
Distributions payable on each trust preferred security will be payable at a variable per annum rate of interest, reset quarterly, equal to three-month LIBOR plus 3.25% of the stated liquidation amount per trust preferred security.  The initial pricing will be at 8.16% and will reprice on December 15, 2007.  On October 31, 2007, the Trust and the Company completed the placement and issuance of the trust preferred securities and the notes, respectively. In connection with the issuance of the notes, the Company entered into an Indenture dated as of October 31, 2007 with Wilmington Trust Company, as Trustee.
 
 
The Company intends to use the proceeds of the trust preferred securities for general corporate purposes and to replenish in part the capital expended in the recent cash acquisitions of Bay View Funding and the California branches of The California Stockmen’s Bank.
 
 
Item 2.03      Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Company
 
 
The description contained in Item 1.01 is incorporated herein by reference.
 


 
 

 

ITEM 9.01 Financial Statements and Exhibits


(c) Exhibits
99.1  Press release dated November 5, 2007, announcing issuance of trust preferred securities.


SIGNATURES

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


Capital Corp of the West
------------------------------
(Company)



Dated: November 8, 2007
By:     /s/ David A. Heaberlin
 
 David A. Heaberlin
 
 Executive Vice President/Chief Financial Officer


Exhibit Index



EX-99.1 2 exhibit991.htm EXHIBIT 99.1 exhibit991.htm
PRESS RELEASE

Available for Immediate Publication: November 5, 2007

Contacts:  Thomas T. Hawker, President / Chief Executive Officer (209) 725-2276
     David Heaberlin, EVP / Chief Financial Officer (209) 725-7435
     Web Site www.ccow.com


CAPITAL CORP OF THE WEST
ISSUES $25 MILLION OF
TRUST PREFERRED SECURITIES

Merced, California, November 5, 2007 -Capital Corp of the West (NASDAQ: CCOW), the holding company for County Bank, Central California’s Community Bank, announced today that its wholly owned subsidiary, County Statutory Trust IV, entered into a Placement Agreement with Keefe, Bruyette & Woods and FTN Financial Capital Markets for the placement of $25 million of  floating rate trust preferred securities.
 
The trust preferred securities will bear a floating interest rate equal to three-month LIBOR plus 3.25%.  After December 15, 2012, the Company will have the option to repay at par.
 
 
Dave Heaberlin, Chief Financial Officer of Capital Corp of the West, commented that:  “We are pleased to get this transaction completed.  This transaction provides sufficient capital to support our anticipated growth for the near term.”
 
 
The Company intends to use the proceeds of the trust preferred securities for general corporate purposes, to augment Tier 1 capital of the Company, and to support recent and future loan growth, as well as, replenish a portion of the capital expended in the recent cash acquisitions of Bay View Funding and the California branches of The California Stockmen’s Bank.
 
 
The information contained in this release is not intended as an offer to sell nor a solicitation of an offer to buy any securities of Capital Corp of the West, and is provided only for general information.
 
 
Capital Corp of the West, a bank holding company, is the parent company of County Bank, which has 30 years of service as “Central California’s Community Bank.”  County Bank now has forty-one branch offices serving the thirteen California counties of Fresno, Kings, Madera, Mariposa, Merced, Sacramento, San Bernardino, San Francisco, San Joaquin, Santa Clara, Stanislaus, Tulare and Tuolumne.  County Bank is the 40th largest insured depository institution in California with deposits of approximately $1.7 billion.  As of the latest FDIC data, County Bank has a 7.29% market share in the six Central California counties in which it has significant retail branches.  This ranks County Bank fifth out of forty-one financial institutions in this market area. For further information about the Company’s financial performance, contact Tom Hawker, President & Chief Executive Officer at (209) 725-2276, or David Heaberlin, Chief Financial Officer, at (209) 725-7435.
 

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