-----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, H2Jqfexq4TzCEId4d7/pTjVH8F1ULtVL/M29TfJKKm1eaQaL6CrL3IyKtAi3D762 WqjQn9f8Ej0d1e+vNPxepg== 0001047469-03-015104.txt : 20030429 0001047469-03-015104.hdr.sgml : 20030429 20030429152038 ACCESSION NUMBER: 0001047469-03-015104 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030425 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST COMMUNITY BANCORP /CA/ CENTRAL INDEX KEY: 0001102112 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 330885320 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30747 FILM NUMBER: 03669317 BUSINESS ADDRESS: STREET 1: 6110 EL TORDO CITY: RANCHO SANTA FE STATE: CA ZIP: 92067 BUSINESS PHONE: 8587563023 8-K 1 a2109730z8-k.htm FORM 8-K
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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

April 25, 2003
Date of Report (Date of Earliest Event Reported)

FIRST COMMUNITY BANCORP
(Exact Name of Registrant as Specified in Charter)

CALIFORNIA
(State or Other Jurisdiction of Incorporation)

00-30747   33-0885320
(Commission File Number)   (IRS Employer Identification No.)

6110 El Tordo
PO Box 2388
Rancho Santa Fe, California 92067
(Address of Principal Executive Offices)

(858) 756-3023
(Registrant's Telephone Number, including Area Code)




        The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 9 and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, the information in this Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into the filings of First Community Bancorp ("First Community" or the "Company") under the Securities Act of 1933, as amended.


Item 7.    Financial Statements and Exhibits.

Exhibit 99.1    Update on the Company's earnings for the first quarter of 2003 and its proposed acquisition of Verdugo Banking Company.


Item 9.    Regulation FD Disclosure

        On April 25, 2003, Matthew P. Wagner, President and Chief Executive Officer of First Community Bancorp, responded to questions on the Company's earnings for the first quarter of 2003 and its proposed acquisition of Verdugo Banking Company from Gary B. Townsend of Friedman Billings Ramsey during a telephone conversation. A summary of Mr. Wagner's responses is included in Exhibit 99.1.

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SIGNATURE

        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 hereunder duly authorized.

Dated:    April 29, 2003      

 

 

FIRST COMMUNITY BANCORP

 

 

By:

/s/  
JARED M. WOLFF      
Name: Jared M. Wolff
Title: Executive Vice President,
General Counsel and Secretary

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Exhibit Index

Exhibit
Number

  Description

99.1   Update on the Company's earnings for the first quarter of 2003 and its proposed acquisition of Verdugo Banking Company.

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Item 7. Financial Statements and Exhibits.
Item 9. Regulation FD Disclosure
SIGNATURE
Exhibit Index
EX-99.1 3 a2109730zex-99_1.htm EXHIBIT 99.1
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Exhibit 99.1

        On April 25, 2003, Matthew P. Wagner, President and Chief Executive Officer of First Community Bancorp, responded to questions on the Company's earnings for the first quarter of 2003 and its proposed acquisition of Verdugo Banking Company from Gary B. Townsend of Friedman Billings Ramsey during a telephone conversation. Mr. Wagner's comments are included below.

Earnings for First Quarter of 2003

        The Company attributes the decrease in its average earning assets since the fourth quarter of 2002 to the following factors: first, the Company reduced its exposure at Pacific Western National Bank by disposing of approximately $29 million of higher-risk residential construction loans acquired in the acquisitions of Upland Bank and Marathon Bancorp. Second, the Company experienced greater than anticipated prepayments on several large mini-perm loans, including one $6 million loan. Third, average loan balances held constant at First National Bank, where growth was offset by planned reduction of higher-risk acquired loans.

Proposed Acquisition of Verdugo Banking Company:

        The Company has stated the following about Verdugo Banking Company and the proposed acquisition:

    Verdugo's loans are more heavily weighted toward commercial lending than the Company's current portfolio mix, which will balance First Community's residential construction lending portfolio.

    First Community believes Verdugo's allowance for loan and lease losses is more favorably reserved than other banks First Community has acquired recently.

    Structured as an all-cash deal, First Community believes the transaction will be immediately accretive to earnings per share and tangible book value. First Community expects cost savings from the transaction to be at least 40% of Verdugo's non-interest expense.

    First Community currently expects the transaction to close in early August 2003 and to execute an immediate systems conversion and thus begin the realization of cost savings.

    First Community currently expects to fund the majority of the transaction with approximately $30 million in borrowings, of which some portion may be trust preferred securities.

Forward-Looking Statements

        This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve inherent risks and uncertainties. First Community Bancorp cautions readers that a number of important factors could cause actual results to differ materially from those in such forward-looking statements. These factors include, but are not limited to, economic and competitive conditions in the geographic and business areas in which First Community, its subsidiaries and Verdugo Banking Company operate, the continuing war on terrorism, changes in the securities markets, credit quality deterioration, inflation, fluctuations in interest rates, changes in legislation and governmental regulation, the inability to achieve anticipated cost savings or to otherwise successfully integrate recent or future acquisitions, the risk that required regulatory clearances or shareholder approval of the Verdugo acquisition might not be obtained in a timely manner or at all, and the progress of integrating the operations of Verdugo into Pacific Western National Bank. In addition, statements in this document relating to the expected benefits of the proposed acquisition are subject to risks relating to the retention of key personnel, the ability to maintain or expand Verdugo's existing business, changing relationships with clients and other factors. For additional information concerning risks and uncertainties related to First Community and its operations please refer to our Annual Report on Form 10-K for the year ended December 31, 2002, available on the Internet at www.firstcommunitybancorp.com or at the website of the Securities and Exchange Commission located at www.sec.gov.




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Exhibit 99.1
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