-----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, Rio0n75bDI3JXtofIH2W5/6+APyjxNFJcpD/i2ovd2/t0E86PDxiOXEpZtJuEt6h /tMx/yR8WilMD7kacHKfWg== 0001157523-04-006358.txt : 20040715 0001157523-04-006358.hdr.sgml : 20040715 20040715060403 ACCESSION NUMBER: 0001157523-04-006358 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040715 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PACIFIC PREMIER BANCORP INC CENTRAL INDEX KEY: 0001028918 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 330743196 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22193 FILM NUMBER: 04914775 BUSINESS ADDRESS: STREET 1: 1600 SUNFLOWER AVE 2ND FLOOR CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 714-431-4000 MAIL ADDRESS: STREET 1: 1600 SUNFLOWER AVE 2ND FL CITY: COSTA MESA STATE: CA ZIP: 92626 8-K 1 a4680445.txt PACIFIC PREMIER BANCORP 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): July 15, 2004 PACIFIC PREMIER BANCORP, INC. ----------------------------- (Exact Name of Registrant as Specified in its Charter) 0-22193 -------- (Commission File No.) DELAWARE 33-0743196 - ---------------------------------------------- --------------------------------- (State or Other Jurisdiction of Incorporation) (IRS Employer Identification No.) 1600 Sunflower Ave, Second Floor, Costa Mesa, CA 92626 ------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) (714) 431-4000 -------------- (Registrant's Telephone Number, Including Area Code) Not Applicable -------------- (Former Name or Former Address, If Changed Since Last Report) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS 99.1 Press Release dated July 15, 2004 with respect to the Registrant's financial results for the second quarter ended June 30, 2004. ITEM 9. REGULATION FD DISCLOSURE The following information is furnished pursuant to Item 9, "Regulation FD Disclosure". On July 15, 2004, Pacific Premier Bancorp, Inc. (PPBI) issued a press release setting forth PPBI's second quarter 2004 earnings. A copy of PPBI's press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference. 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 thereunto duly authorized. PACIFIC PREMIER BANCORP, INC. Dated: July 15, 2004 By: /s/ STEVEN R. GARDNER ------------------------------------- Steven R. Gardner President and Chief Executive Officer EX-99.1 2 a4680445ex991.txt NEWS RELEASE Exhibit 99.1 Pacific Premier Bancorp, Inc. Announces Second Quarter and Year-to-Date 2004 Results COSTA MESA, Calif.--(BUSINESS WIRE)--July 15, 2004--Pacific Premier Bancorp, Inc. (NASDAQ:PPBI) (the "Company"), the holding company of Pacific Premier Bank, F.S.B. (the "Bank"), announced its results of operations for the quarter and six months ended June 30, 2004. The Company recorded second quarter net income of $1.4 million, or $0.21 per diluted share, compared to net income of $864,000, or $0.34 per diluted share for the second quarter of 2003. The net income for the six months ended June 30, 2004 was $4.3 million, or $0.65 per diluted share, compared to net income of $606,000, or $0.24 per diluted share for the six months ended June 30, 2003. All diluted earnings per share amounts have been adjusted to reflect warrants and stock options outstanding. The Company's basic and diluted book value per share increased to $7.88 and $6.68, respectively, at June 30, 2004, $0.78 and $0.70 higher than at December 31, 2003. Return on average assets (ROAA) for the six months ended June 30, 2004 was 2.31%, compared to 0.51% for the same period in 2003. The Company's return on average equity (ROAE) for the six months ended June 30, 2004 was 19.58% compared to 10.77% for the six months ended June 30, 2003. Steven R. Gardner, the Company's President and Chief Executive Officer, stated, "During the second quarter, we continued to execute on our strategic plan to accelerate growth and to transition the Bank to a community banking platform. Our assets and net loans increased by 13.6% and 18.7%, respectively, during the quarter driven by strong originations of adjustable-rate income property loans totaling $73.9 million. Additionally, we contracted with our core service provider for on-line banking and cash management products to be in place by the end of the third quarter." Mr. Gardner further stated, "The Company is positioned for continued growth as our loan pipeline increased to $88.7 million at June 30, 2004, which is 35% higher than the end of the first quarter." For the three and six months ended June 30, 2004, net interest income increased to $4.0 million and $7.8 million, respectively, from $2.3 million and $4.3 million for the same periods a year earlier. The increase is predominately attributable to an increase in loans outstanding of $171.4 million over the prior year periods and an overall reduction in interest expense. The Company's average net interest margin for the quarter and six months ended June 30, 2004 was 4.10% and 4.37%, respectively, compared to 4.15% and 3.91% for the same periods a year ago. The increase in the net interest margin for the six months ended June 30, 2004, compared to the prior year period was primarily attributable to a decrease in the average cost of funds of 145 basis points, which was partially offset by an increase in the outstanding balance of adjustable-rate income property loans which has led to a decrease in the average yield on loans of 122 basis points. The discount accretion from the Participation Contract included in interest income for the three and six months ended June 30, 2004 was $654,000 and $1.6 million, respectively, compared to $826,000 and $1.6 million for the same periods a year earlier. The amount of discount accretion was reduced in the second quarter of 2004 due to the sale of the 1998-1 residual interest component of the Participation Contract in the first quarter of 2004. The Bank's net interest margin, which does not include the accretion income from the Participation Contract, was 3.49% and 3.56% for the three and six months ended June 30, 2004, compared to 3.69% and 3.54% for the same periods a year earlier. The provision for loan losses was $208,000 and $264,000 for the three and six months ended June 30, 2004, compared to $42,000 and $681,000 for the same periods in 2003. The decrease in the provision for the six months ended June 30, 2004 is primarily due to a reduction in net charge-offs from $860,000 for the six months ended June 30, 2003 to $54,000 for the same period of 2004. Noninterest income was $524,000 and $2.5 million for the three and six months ended June 30, 2004, compared to $731,000 and $1.4 million for the same periods ended June 30, 2003. The increase in noninterest income over the six month periods is primarily due to a $1.6 million gain on sale of the 1998-1 residual interest component of the Participation Contract in March 2004. Noninterest expenses were $2.7 million and $5.5 million for the three and six months ended June 30, 2004, respectively, compared to $2.5 million and $4.8 million for the same periods ended June 30, 2003. The $247,000 and $706,000 increases were primarily due to increases in compensation attributed to the Bank's hiring of additional lending personnel. At June 30, 2004, the Company had 77 full-time equivalent employees. The Company's income tax provision for the three and six months ended June 30, 2004 was $194,000 and $206,000, respectively. For the same periods a year earlier, the Company had a tax benefit of $398,000 and $398,000, respectively. The Company benefited from a reduction in its valuation allowance for deferred taxes in the three and six months ended June 30, 2004 and for the three months ended June 30, 2003 of $472,000, $1.1 million, and $400,000, respectively. The Company's valuation allowance for deferred taxes was $3.8 million at June 30, 2004. Total assets of the Company were $423.7 million as of June 30, 2004, compared to $309.4 million as of December 31, 2003. The $114.3 million or 36.9% increase in total assets was the result of increases of $102.9 million in net loans and $11.6 million in cash, which were partially offset by a decrease in the Participation Contract of $4.4 million. The increase in net loans was the result of $137.6 million in new adjustable-rate loans being funded during the first two quarters of 2004 with $73.9 million funded in the second quarter. The Bank's loan pipeline was $88.7 million as of June 30, 2004, an increase of $22.9 million over the amount at March 31, 2004. The allowance for loan losses increased by $211,000 to $2.2 million as of June 30, 2004, compared to December 31, 2003. The allowance for loan losses as a percent of non-accrual loans was 96% and 73% as of June 30, 2004 and December 31, 2003, respectively. Non-accrual loans and other real estate owned were $2.3 million and $531,000, respectively, at June 30, 2004, down from $2.7 million and $979,000, respectively, as of December 31, 2003. The ratio of net nonperforming assets to total assets at June 30, 2004 was 0.68%. Total deposits increased by $47.5 million to $268.9 million at June 30, 2004, compared to $221.4 million at December 31, 2003. The increase in deposits was comprised of an increase of $45.5 million of certificates of deposit and $2.0 million in transaction accounts. The cost of deposits as of June 30, 2004 was 2.01%, reflecting a decrease of 13 basis points since December 31, 2003. At June 30, 2004, total borrowings of the Company were comprised of the Bank's $91.5 million of FHLB term borrowings, $8.4 million of other borrowings and the Company's $10.3 million of trust preferred securities. The total cost of the Company's borrowings at June 30, 2004 was 1.95%, compared to 1.85% at December 31, 2003. The Company's total cost of funds for the six months ended June 30, 2004 was 1.97%, compared to 3.42% for the six months ended June 30, 2003. The Bank's tier 1 capital and total risk-based capital ratios at June 30, 2004 were 9.10% and 13.61%, respectively. The minimum ratios for well-capitalized banks are 5% and 10% for tier 1 capital and risk-based capital, respectively. The Bank's total equity capital was $38.0 million at June 30, 2004. The Company is a savings and loan holding company that owns 100% of the capital stock of the Bank, the Company's operating subsidiary. The Bank is a federally chartered stock savings bank whose primary business is community banking. The Bank currently operates three full-service branches in Southern California located in the cities of San Bernardino, Seal Beach and Huntington Beach. FORWARD-LOOKING COMMENTS The statements contained herein that are not historical facts are forward-looking statements based on management's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be the same as those anticipated by management. Actual results may differ from those projected in the forward-looking statements. These forward-looking statements involve risks and uncertainties. These include, but are not limited to, the following risks: (1) changes in the performance of the financial markets, (2) changes in the demand for and market acceptance of the Company's products and services, (3) changes in general economic conditions including interest rates, presence of competitors with greater financial resources, and the impact of competitive projects and pricing, (4) the effect of the Company's policies, (5) the continued availability of adequate funding sources, (6) actual prepayment rates and credit losses as compared to prepayment rates and credit losses assumed by the Company for purposes of its valuation of mortgage derivative securities (the "Participation Contract"), (7) the effect of changes in market interest rates on the spread between the coupon rate and the pass through rate and on the discount rate assumed by the Company in its valuation of its Participation Contract, and (8) various legal, regulatory and litigation risks. PACIFIC PREMIER BANCORP AND SUBSIDIARY CONSOLIDATED BALANCE SHEET UNAUDITED (In thousands) June 30, December 31, ASSETS 2004 2003 Cash and due from banks $14,057 $2,440 Investment securities available for sale 41,500 39,845 Investment securities held to maturity 4,328 2,430 Loans held for sale 645 804 Loans held for investment, net of allowance for loan losses of $2,195 in 2004 and $1,984 in 2003 respectively 349,842 246,796 Accrued interest receivable 1,513 1,122 Foreclosed real estate 531 979 Premises and equipment 5,193 5,330 Deferred income taxes 3,419 2,950 Participation Contract 1,626 5,977 Other assets 1,045 695 Total assets $423,699 $309,368 LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES: Deposit accounts $268,923 $221,447 Other borrowings 99,900 48,600 Subordinated debentures 10,310 - Accrued expenses and other liabilities 3,161 1,989 Total liabilities 382,294 272,036 STOCKHOLDERS' EQUITY: Common stock, $.01 par value 53 53 Additional paid-in capital 67,546 67,546 Accumulated deficit (25,745) (30,021) Accumulated adjustments to stockholders' equity (449) (246) Total stockholders' equity 41,405 37,332 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $423,699 $309,368 PACIFIC PREMIER BANCORP AND SUBSIDIARY CONSOLIDATED INCOME STATEMENT UNAUDITED (In thousands, except per share data) Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, INTEREST INCOME: 2004 2003 2004 2003 Loans $4,643 $3,059 $8,696 $5,951 Other interest-earning assets 1,057 1,083 2,269 2,220 Total interest income 5,700 4,142 10,965 8,171 INTEREST EXPENSE: Interest-bearing deposits 1,290 1,250 2,508 2,541 Other borrowings 354 100 586 254 Notes payable - 479 - 955 Subordinated debentures 98 53 106 106 Total interest expense 1,742 1,882 3,200 3,856 NET INTEREST INCOME 3,958 2,260 7,765 4,315 PROVISION FOR LOAN LOSSES 208 42 264 681 NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,750 2,218 7,501 3,634 NONINTEREST INCOME: Loan servicing fee income 99 208 243 372 Bank and other fee income 152 107 293 208 Net gain on loan sales 58 207 58 207 Net gain from investment securities - - 1,573 143 Other income 215 209 316 440 Total noninterest income 524 731 2,483 1,370 NONINTEREST EXPENSE: Compensation and benefits 1,641 1,134 3,264 2,278 Premises and occupancy 334 361 697 708 Data processing 74 98 153 197 Net loss (gain) on foreclosed real estate 23 (43) 41 51 Other expense 658 933 1,347 1,562 Total noninterest expense 2,730 2,483 5,502 4,796 NET INCOME BEFORE TAXES 1,544 466 4,482 208 PROVISION FOR INCOME TAXES 194 (398) 206 (398) NET INCOME (LOSS) FROM OPERATIONS $1,350 $864 $4,276 $606 Basic Average Shares Outstanding 5,255,072 1,333,572 5,255,072 1,333,572 Basic Earnings per Share $0.26 $0.65 $0.81 $0.45 Diluted Average Shares Outstanding 6,559,354 2,561,005 6,567,392 2,552,066 Diluted Earnings per Share $0.21 $0.34 $0.65 $0.24 PACIFIC PREMIER BANCORP AND SUBSIDIARY Statistical Information UNAUDITED (In thousands) As of As of As of June 30, June 30, December 31, 2004 2003 2003 Asset Quality: Non-accrual loans $2,278 $3,793 $2,730 Nonperforming assets $2,876 $5,269 $3,453 Real estate owned $531 $1,369 $979 Net charge-offs for the quarter ended $67 $133 $131 Allowance for loan losses $2,195 $2,656 $1,984 Net charge-offs to average loans, annualized 0.08% 0.30% 0.25% Non-accrual loans to total loans 0.65% 2.07% 1.09% Non-accrual loans to total assets 0.54% 1.51% 0.88% Allowance for credit losses to total loans 0.62% 1.45% 0.79% Allowance for credit losses to non-accrual loans 96.36% 70.02% 72.67% Average Balance Sheet: for the Quarter ended Total assets $401,330 $235,133 $279,734 Loans $325,895 $177,190 $211,065 Deposits $256,695 $198,130 $214,796 Borrowings $90,810 $11,313 $28,432 Notes payable & Subordinated notes $10,310 $12,992 $2,269 Share Data: Basic Book Value $7.88 $8.90 $7.10 Diluted Book Value $6.68 $4.59 $5.98 Closing Stock Price $10.65 $7.64 $11.09 6 months 6 months 12 months ended ended ended June 30, June 30, December 31, 2004 2003 2003 Profitability and Productivity: Return on average assets 2.31% 0.51% 0.82% Return on average equity 19.58% 10.77% 12.43% Net interest margin 4.37% 3.91% 4.06% Non-interest expense to total assets 1.29% 3.83% 3.16% Efficiency ratio 60.40% 84.36% 81.19% Pacific Premier Bank Capital Ratios: Tier 1 Capital Ratio 9.10% 6.82% 8.94% Total Risk-based Capital Ratio 13.61% 10.96% 13.22% CONTACT: Pacific Premier Bancorp, Inc., Costa Mesa Steven R. Gardner or John Shindler, 714-431-4000 -----END PRIVACY-ENHANCED MESSAGE-----