10-Q/A 1 form10-qa.htm FORM 10Q/A form10-qa.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q/A
Amendment No. 1

þ
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2007
 
or
 
¨
Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Transition Period from _____________ to ___________
 

Commission File Number: 0-27384

(Exact name of registrant as specified in its charter)

California
 
77-0405791
(State or other jurisdiction of incorporation or organization)
 
IRS Employer ID Number

 
550 West Main, Merced, CA  95340
 
(Address of principal executive offices)

Registrant’s telephone number, including area code: (209) 725-2200

Former name, former address and former fiscal year, if changed since last report:   Not applicable

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes þ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act.  Large accelerated filer   ¨   Accelerated filer þ   Non-accelerated filer ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ

The number of shares outstanding of the registrant’s common stock, no par value, as of November 6, 2007 was 10,789,944.  No shares of preferred stock, no par value, were outstanding at November 6, 2007.
 
 
 
Explanatory Note.

Capital Corp of the West is filing this amendment to its Form 10-Q for the period ended September 30, 2007, filed on November 9, 2007 (the “Report”), as an exhibit-only filing.  Included as an exhibit in this filing is Amendment No. 1 to Stock Purchase Agreement dated October 5, 2007, between Capital Corp of the West and Bay View Funding.  This document amended the Stock Purchase Agreement dated October 5, 2007, between Capital Corp of the West and Bay View Funding.  The Stock Purchase Agreement was filed as an exhibit in the Report filed on November 9, 2007.  The Company has determined that it should file the amendment.  This filing also includes new certifications as Exhibits 31.1, 31.2, 32.1 and 32.2.

This amendment to the Report does not alter any part of the content of the Report, except as provided herein. This amendment continues to speak as of the date of the Report. We have not updated the disclosures contained in the Report to reflect any events that occurred at a date subsequent to the filing of the Report.


Item 6. Exhibits
 
See Exhibit Index

 
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, thereunto duly authorized.
 
CAPITAL CORP OF THE WEST
 
(Registrant)
 

Date: February 4, 2008
By:  /s/  Thomas T. Hawker
 
Thomas T. Hawker
 
President and
 
Chief Executive Officer


Date: February 4, 2008
By:  /s/  David A. Heaberlin
 
David A. Heaberlin
 
Chief Financial Officer/Treasurer


 
 
 
 
Exhibit
Description
2.1
Purchase and Assumption Agreement by and between National Bank of Arizona and County Bank dated June 11, 2007 (incorporated by reference to Exhibit 2.1 to report on Form 8-K of the registrant filed November 8, 2007).
2.2
Stock Purchase Agreement between Capital Corp of the West and Bay View Funding (incorporated by reference to Exhibit 2.2 of the report on Form 10-Q filed November 9, 2007.
2.3
Amendment No. 1 to Stock Purchase Agreement between Capital Corp of the West and Bay View Funding dated October 5, 2007
31.1
Certification of Registrant's Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Certification of Registrant's Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Certification of Registrant’s Chief Executive Officer Pursuant to 18 U.S.C. Section 1350
32.2
Certification of Registrant’s Chief Financial Officer Pursuant to 18 U.S.C. Section 1350