-----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, A5losYeqGqOhK5l4xSTSwhzMjDLcg7gL56HgsZLRZnaZdIgXWkYMdNwOPQn1JG8p I07G3SAW2CEDMIimvuUxtg== 0001104659-06-047763.txt : 20060719 0001104659-06-047763.hdr.sgml : 20060719 20060719170810 ACCESSION NUMBER: 0001104659-06-047763 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060719 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060719 DATE AS OF CHANGE: 20060719 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: 06969905 BUSINESS ADDRESS: STREET 1: 6110 EL TORDO CITY: RANCHO SANTA FE STATE: CA ZIP: 92067 BUSINESS PHONE: 8587563023 8-K 1 a06-16316_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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

July 19, 2006

Date of Report (Date of Earliest Event Reported)

FIRST COMMUNITY BANCORP

(Exact Name of Registrant as Specified in Charter)

CALIFORNIA

 

00-30747

 

33-0885320

(State or Other Jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification No.)

 

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

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

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 (see General Instruction A.2. below):

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

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

o   Pre-commencement communications purs uant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

 




 

Item 2.02   Results of Operations and Financial Condition.*

On July 19, 2006, First Community Bancorp issued a press release announcing its results of operations and financial condition for the quarter and six months ended June 30, 2006.  A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01   Financial Statements and Exhibits.*

(d)  Exhibits.

The following exhibit is being furnished herewith:

 

Exhibit 99.1

 

Press Release, dated June 30, 2006, captioned “First Community Bancorp Announces Earnings for the Second Quarter of 2006.”

 

*The information furnished under Item 2.02 and Item 9.01 of this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section, nor shall it be deemed incorporated by reference in any registration statement or other filings of First Community Bancorp under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

2




 

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 hereunto duly authorized.

 

 

 

FIRST COMMUNITY BANCORP

Date: July 19, 2006

 

By:

 

/s/ Jared M. Wolff

 

 

Name:

 

Jared M. Wolff

 

 

Title:

 

Executive Vice President,
General Counsel and Secretary

 

 

3




 

Exhibit Index

Exhibit
Number

 

 

 

Description

 

 

99.1

 

Press Release, dated July 19, 2006, captioned “First Community Bancorp Announces Earnings for the Second Quarter of 2006.”

 

 

4



EX-99.1 2 a06-16316_1ex99d1.htm EX-99

Exhibit 99.1

 

PRESS RELEASE

 

First Community Bancorp

(NASDAQ: FCBP)

Contact:

Matthew P. Wagner

Victor R. Santoro

 

President and Chief Executive

Executive Vice President and

 

Officer

Chief Financial Officer

 

120 Wilshire Boulevard

120 Wilshire Boulevard

 

Santa Monica, CA 90401

Santa Monica, CA 90401

Phone:

310-458-1521 x 271

310-458-1521 x 288

Fax:

310-451-4555

310-451- 4555

 

 

 

 

FOR IMMEDIATE RELEASE

July 19, 2006

 

 

 

FIRST COMMUNITY BANCORP ANNOUNCES EARNINGS FOR THE SECOND QUARTER OF 2006

—Net Earnings for the Second Quarter 2006 Totaled $14.5 Million, Up 22% over the
Second Quarter of 2005—
—Second Quarter 2006 Diluted EPS of $0.64 per Share—
—Second Quarter Organic Loan Growth of $71.5 Million—
— Demand Deposits Grow $31.3 Million —
—Second Quarter 2006 Net Interest Margin of 6.79%—
— Efficiency Ratio Drops to 45.7% —

Rancho Santa Fe, California . . . First Community Bancorp (Nasdaq: FCBP) today announced net earnings for the quarter ended June 30, 2006, of $14.5 million, or $0.64 per diluted share, compared to net earnings of $11.8 million, or $0.72 per diluted share, for the quarter ended June 30, 2005, and net earnings of $17.4 million, or $0.88 per diluted share, for the first quarter of 2006.  The increase in net earnings compared to last year resulted primarily from increased net interest income due to acquisitions and organic loan growth and net interest margin expansion, partially offset by increased credit loss provision and higher noninterest expense associated with business growth. The decrease in net earnings and diluted earnings per share for the second quarter of 2006 from the first quarter of 2006 is due to a credit loss provision.

Net earnings for the six months ended June 30, 2006, were $31.9 million, or $1.50 per diluted share, compared to net earnings of $22.1 million, or $1.36 per diluted share, for the same period of 2005.

1




 

The comparability of financial information is affected by our acquisitions.  Operating results include the operations of acquired entities from the dates of acquisition.  We closed our acquisition of Foothill Independent Bank on May 9, 2006, which added approximately $897.9 million in assets.  In addition to the Foothill acquisition, we acquired Cedars Bank in January 2006, which added $488.9 million in assets, and First American Bank and Pacific Liberty Bank in the second half of 2005, which together added $469.2 million in assets.

Matt Wagner, President and Chief Executive Officer, stated, “We had a solid quarter in terms of organic loan growth and completion of the Foothill acquisition in May, and the related system conversion in early June.   Organic loan growth totaled $71.5 million for the quarter and our net interest margin for the second quarter was 6.79%.  Additionally, our net interest income and efficiency ratio each improved from the first quarter of 2006.  In addition to the loan growth and integration of Foothill, we announced our acquisition of Community Bancorp, which will add approximately $900 million in assets, and which we expect to close in the 4th quarter.  With this acquisition, we will have approximately $5.5 billion in assets and significantly expand our footprint in the San Diego region.”

Mr. Wagner continued, “On the credit side, we made a credit loss provision in the quarter resulting from downgrades of certain acquired loans, continued growth of the loan portfolio, and our analysis of current economic conditions and the markets in which we operate.  While the provision in this quarter is the largest provision we have taken, the Company has grown substantially over the last several years and we believe that the level of the allowance for credit losses accurately reflects the risk in our portfolio in the current lending environment.”

Vic Santoro, Executive Vice President and Chief Financial Officer, also commented, “We achieved a net interest margin of 6.79% for the second quarter, only 3 basis points less than the 6.82% posted in the first quarter of 2006.  Some net interest margin compression was expected as we added Foothill’s liability sensitive interest rate profile during the quarter.  Nonetheless, the volume of our interest income in addition to our integration efforts related to our 2006 acquisitions helped reduce our efficiency ratio to 45.7% for the quarter.  The common stock sold at the end of January increased our tangible equity.  At June 30, 2006, our tangible equity was $283.8 million or 7.16% of tangible assets.  We expect that tangible equity will be increased further upon the closing of the Community Bancorp acquisition, which is an all-stock transaction.”

SECOND QUARTER RESULTS

Dollars in millions, except per
share data

 

Second
Quarter
2006

 

Second
Quarter
2005

 

%
Change

 

First
Quarter
2006

 

%
Change

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earnings

 

$

14.45

 

$

11.82

 

22.3

%

$

17.40

*

(17.0

)%

Diluted Earnings Per Share

 

$

0.64

 

$

0.72

 

(11.1

)%

$

0.88

*

(27.3

)%

Return on Average Assets (ROA)

 

1.39

%

1.66

%

(16.3

)%

1.91

%

(27.2

)%

Return on Average Equity (ROE)

 

7.49

%

12.27

%

(39.0

)%

12.15

%

(38.4

)%

Net Interest Margin

 

6.79

%

6.19

%

9.7

%

6.82

%

(0.4

)%

Efficiency Ratio

 

45.7

%

49.1

%

(6.9

)%

47.2

%

(3.2

)%

 


* Includes $142,000 of additional net earnings, or less than $0.01 per diluted share, related to the accounting change described below.

The increase in net earnings and the improvement in the efficiency ratio for the second quarter of 2006 compared to the second quarter of 2005 were due primarily to increases in our net interest margin and in our average loans. Average loans increased from a combination of organic growth and acquisitions.  The decrease in net earnings for the second quarter of 2006 compared to the first quarter of 2006 was due mainly to recording a $9.5 million ($ 5.5 million after-tax) credit loss provision.  Our efficiency ratio improved as net interest income continued to increase relative to our operating expenses.

2




 

YEAR TO DATE RESULTS

 

 

Six Months Ended June 30,

 

 

 

Dollars in millions, except per share data

 

2006

 

2005

 

% Change

 

 

 

 

 

 

 

 

 

Net Earnings

 

$

31.85

*

$

22.08

 

44.3

%

Diluted Earnings Per Share

 

$

1.50

*

$

1.36

 

10.3

%

Return on Average Assets (ROA)

 

1.63

%

1.56

%

4.5

%

Return on Average Equity (ROE)

 

9.47

%

11.66

%

(18.8

)%

Net Interest Margin

 

6.80

%

6.08

%

11.8

%

Efficiency Ratio

 

46.4

%

51.3

%

(9.6

)%

 


* Includes $142,000 of additional net earnings, or less than $0.01 per diluted share, related to the accounting change described below.

The increases in net earnings, diluted earnings per share and ROA and the improvement in the efficiency ratio for the six months ended June 30, 2006 compared to the same period in 2005 were due primarily to increases in our net interest margin and in our average loans.

BALANCE SHEET GROWTH

Loans, net of unearned income, increased $611.8 million, including $540.3 million of acquired loans, to $3.4 billion at June 30, 2006, from March 31, 2006.  Our organic loan growth during the quarter of $71.5million was centered in real estate related loans.  Deposits increased $535.2 million to $3.2 billion at June 30, 2006, from March 31, 2006.  During the second quarter of 2006, we acquired $634.6 million in deposits through the Foothill acquisition.  Deposit outflow for the quarter of $99.4 million was composed of a net increase in demand deposits of $31.3 million and $130.7 million in runoff of higher cost deposits acquired in our mergers.  Demand deposits totaled $1.5 billion at June 30, 2006, and represented 47% of total deposits at that date.  Loan demand in excess of deposit growth was funded by additional borrowings from the Federal Home Loan Bank.

NET INTEREST INCOME CONTINUES TO INCREASE

Net interest income increased to $58.0 million for the second quarter of 2006 compared to $37.2 million for the same period of 2005 and $52.0 million for the first quarter of 2006. The increases compared to the second quarter of 2005 and the first quarter of 2006 were mainly a result of increased interest income from our loan growth and higher loan yields, offset partially by higher interest expense.  Average earning assets increased $1.0 billion to $3.4 billion for the second quarter of 2006 when compared to the same period for 2005, due almost entirely to the increase in average loans.  These increases resulted from acquisitions and organic growth.  Average earning assets increased $340.0 million, including a $321.2 million increase in average loans, for the second quarter of 2006 when compared to the first quarter of 2006 due to a combination of the Foothill acquisition and organic growth.  In addition, increases in our prime lending rate and loan repricings in response to market interest rate changes caused our loan yield to increase.  Interest expense increased $7.5 million for the second quarter of 2006 compared to the second quarter of 2005 and increased $2.7 million compared to the first quarter of 2006.  These increases were due mostly to an increase in our total funding sources as well as the cost of such funds.

Net interest income increased to $110.0 million for the six months ended June 30, 2006 compared to $72.8 million for the same period of 2005. The increases were mainly a result of increased interest income from our loan growth and higher loan yields, offset partially by higher interest expense.

 

3




 

NET INTEREST MARGIN

Our net interest margin for the second quarter of 2006 was 6.79%, an increase of 60 basis points when compared to the same period of 2005 and a decrease of 3 basis points when compared to the first quarter of 2006. Yields on average earning assets were 8.30% and 7.09% for the second quarters of 2006 and 2005, respectively, and 8.16% for the first quarter of 2006. The yield on average loans was 8.66% and 7.56% for the second quarters of 2006 and 2005, and 8.55% for the first quarter of 2006.  The increase in the net interest margin in the second quarter of 2006 over the same period of 2005 is due mainly to the combination of our increased loan volume and our higher prime lending rate, offset in part by increased funding costs. The decrease in the net interest margin in the second quarter of 2006 over the first quarter of 2006 is due mainly to the impact of the mix and rate structure of the deposits acquired in the Foothill acquisition and increased borrowings used to fund loans, offset by the increase in loan yield.

The average cost of deposits was 0.97% for the second quarter of 2006 compared to 0.45% for the second quarter of 2005 and 0.83% for the first quarter of 2006. The increased deposit cost in the second quarter of 2006 compared to the same period of 2005 and first quarter of 2006 resulted from upward adjustments made in rates offered on money market and certain time deposits in response to competition as well as the impact of the higher-cost deposits acquired in the Foothill and Cedars acquisitions.  The overall cost of interest-bearing liabilities increased to 2.60% for the second quarter of 2006 compared to 1.56% for the same period of 2005 and 2.28% for the first quarter of 2006.  The increase over both the second quarter of 2005 and the first quarter of 2006 is due to a combination of increased deposit costs, increased average borrowings used to fund loan growth and deposit flows, and the repricing of our borrowings in the higher interest rate environment.

Our net interest margin for the six months ended June 30, 2006 was 6.80%, an increase of 72 basis points when compared to the same period of 2005.  The increase is primarily the result of higher average loan balances and loan yields.

4




 

NONINTEREST INCOME INCREASED

Noninterest income for the second quarter of 2006 totaled $4.3 million compared to $3.3 million earned in the same period in 2005, and $3.7 million in the first quarter of 2006.  Noninterest income for the six months ended June 30, 2006 totaled $8.0 million compared to $6.8 million earned in the same period in 2005.  The increases in noninterest income result largely from increased service charges and fees for deposits and are attributed to our acquisitions.

NONINTEREST EXPENSE ITEMS

Noninterest expense for the second quarter of 2006 totaled $28.5 million compared to $19.9 million for the same period in 2005 and $26.2 million for the first quarter of 2006. The increase compared to the second quarter of 2005 relates mostly to increased compensation expense resulting from additional staff added through our acquisitions, pay rate increases, and increased employee benefits costs.  Occupancy costs increased due to additional office locations added by acquisitions and most other general operating expenses increased due to the four acquisitions completed since August 2005.  The second quarter of 2006 also includes approximately $930,000 of merger-related and consolidation costs comprised of (a) compensation, including retention bonuses, for employees assisting in the Foothill conversion and (b) accruals, primarily facilities related, for consolidating five locations into other branches.

The increase compared to the first quarter of 2006 is due mainly to an increase in most expense categories due to the Foothill acquisition.  Nevertheless, our high level of net interest income and cost control processes helped our efficiency ratio decline to 45.7% for the second quarter of 2006.  During the second quarter compensation costs and professional fees decreased.  Compensation costs were decreased by approximately $1.7 million due to reduced discretionary incentive compensation accruals which are tied to the Company’s profitability.  Professional fees decreased due to lower legal fees.

Noninterest expense includes amortization of restricted and performance stock, which is included in compensation, and intangible asset amortization.  Restricted and performance stock amortization totaled $1.9 million for the second quarter of 2006 compared to $646,000 for the second quarter of 2005 and $1.6 million for the first quarter of 2006.  The increase compared to the prior quarters resulted largely from additional awards made during the first quarter of 2006.  Amortization expense for all restricted and performance stock awards is estimated to be $7.0 million for 2006.  Intangible asset amortization increased from the first quarter of 2006 to the second quarter of 2006 by approximately $428,000 to $1.6 million.  This increase resulted from additional amortization related primarily to the Foothill acquisition. Intangible asset amortization is estimated to be $6.3 million for 2006, excluding any effect from the announced Community Bancorp acquisition.  The 2006 estimates of both restricted and performance stock award expense and intangible asset amortization are subject to change.

Noninterest expense for the six months ended June 30, 2006 totaled $54.7 million compared to $40.8 million for the same period in 2005.

5




 

CREDIT QUALITY

During the second quarter of 2006, we made a provision for credit losses of $9.5 million.  The provision reflects an increase in nonaccrual loans, the credit quality of an acquired portfolio, our analysis of current market conditions including the outlook for real estate related loans, and organic loan growth.

Our nonaccrual loans increased from $11.5 million at March 31, 2006, to $15.6 million at June 30, 2006.  The increase is largely the result of $3.0 million of Cedars-acquired loans and one foreign loan for $3.0 million that were placed on nonaccrual at June 30, 2006, offset by reductions.  We charged off $898,000 related to the foreign loan and will submit a claim to our insurer for the $3.0 million balance.  Until such time as the insurance proceeds are received, this foreign loan will remain on nonaccrual.

Our integration procedures and internal credit review have indicated that the underlying credit quality of certain of the Cedars-acquired loans was deficient compared to our standards.  As a result, we adversely classified certain Cedars-acquired loans in accordance with our criteria.  Plans have been put in place to remove these assets from classified status by either strengthening underlying documentation, obtaining additional collateral and/or payments from borrowers, or possibly selling selected loans.

Recent reports on California real estate indicate that housing activity has peaked and has since shown signs of slowing, and that real estate and construction employment has slowed significantly since the beginning of 2006.  As a result of this and the other factors cited above, and notwithstanding the strict underwriting standards we believe we have applied to loans we have originated, we increased our allowance for credit losses to recognize the additional credit risks that such factors and market trends have brought to light.

At June 30, 2006, the ratio of our allowance for credit losses to loans, net of unearned income, was 1.51% compared to 1.34% at March 31, 2006.   The allowance for total credit losses totaled $51.9 million at June 30, 2006, and was comprised of the allowance for loan losses of $43.4 million and the reserve for unfunded loan commitments of $8.5 million.  Although we expect that the actions we are taking to reduce the Company’s nonaccrual and classified loans will be successful, no assurance can be given that we will ultimately be successful and that additional losses will not be recognized.

6




 

ACCOUNTING CHANGE

On January 1, 2006, we adopted Statement of Financial Accounting Standards No. 123 (revised 2004), Share-Based Payment, (“SFAS 123R”).  As permitted under formerly effective accounting rules, we did not consider estimated forfeitures of stock awards during periods prior to January 1, 2006, and recognized the effect of forfeitures as they occurred.  As required by SFAS 123R, we recognized the cumulative effect of estimated forfeitures for unvested restricted stock awards as of December 31, 2005, by increasing our first quarter of 2006 earnings by $242,000.  The after tax effect of this adjustment was to increase net earnings by $142,000, or less than $0.01 per diluted share.

REGULATORY CAPITAL MEASURES ARE ABOVE THE WELL-CAPITALIZED MINIMUMS

First Community and its wholly-owned banking subsidiaries, Pacific Western National Bank and First National Bank, each remained well capitalized at June 30, 2006.

ACQUISITIONS

On May 9, 2006 we completed the previously announced acquisition of Foothill Independent Bancorp and its subsidiary Foothill Independent Bank, which added approximately $898 million in assets. In the merger we issued an aggregate of 3,946,912 shares of First Community common stock to Foothill stockholders. Approximately $10.2 million in cash was delivered to holders of outstanding and unexercised Foothill common stock options. Based on the closing price of First Community’s common stock on May 9, 2006, the aggregate consideration paid to Foothill stockholders and holders of options to acquire Foothill common stock was approximately $244.0 million.

On May 16, 2006 we announced that we had entered a definitive agreement and plan of merger to acquire Community Bancorp Inc. for approximately $277.0 million in consideration consisting of First Community common stock and cash for outstanding Community Bancorp stock options.  When the merger is completed, Community Bancorp shareholders will receive 0.735 of a share of First Community common stock in exchange for each share of Community Bancorp common stock, subject to possible adjustment as described more fully in the definitive agreement.  Community Bancorp, which is headquartered in Escondido, California, is the parent of Community National Bank and had $896.8 million in assets and twelve branches across San Diego and Riverside Counties at June 30, 2006. Upon completion of the acquisition, it is expected that Community National Bank will be merged into First National Bank, a San Diego-based wholly-owned subsidiary of First Community.  We expect that that merger will be completed during the fourth quarter of 2006.

ABOUT FIRST COMMUNITY BANCORP

First Community Bancorp is a bank holding company with $4.6 billion in assets as of June 30, 2006, with two wholly-owned banking subsidiaries, Pacific Western National Bank and First National Bank. Through the banks’ 57 full-service community banking branches, First Community provides commercial banking services, including real estate, construction and commercial loans, to small and medium-sized businesses. Pacific Western has 43 branches located in Los Angeles, Orange, Riverside and San Bernardino Counties, and in San Francisco, California and First National Bank has 14 branches across San Diego County.  Through its subsidiary First Community Financial, First National provides working capital financing to growing companies located throughout the Southwest, primarily in the states of Arizona, California and Texas. Additional information regarding First Community Bancorp is available on the Internet at www.firstcommunitybancorp.com. Information regarding Pacific Western National Bank and First National Bank is also available on the Internet at www.pacificwesternbank.com and www.banksandiego.com, respectively.

 

7




 

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking information about First Community that is intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of First Community. First Community cautions readers that a number of important factors could cause actual results to differ materially from those expressed in, implied or projected by, such forward-looking statements. Risks and uncertainties include, but are not limited to: the possibility that personnel changes will not proceed as planned; planned acquisitions and related cost savings cannot be realized or realized within the expected time frame; costs and uncertainties related to the outcome of pending litigation;  revenues are lower than expected; competitive pressure among depository institutions increases significantly; the integration of acquired businesses costs more, takes longer or is less successful than expected; the cost of additional capital is more than expected; a change in the interest rate environment reduces interest margins; general economic conditions, either nationally or in the market areas in which First Community operates, are less favorable than expected; legislative or regulatory requirements or changes that adversely affect First Community’s business or regulatory capital requirements, or that alter the regulatory capital treatment of the Company’s trust preferred securities; changes in the securities markets and other risks that are described in First Community’s public filings with the U.S. Securities and Exchange Commission (the “SEC”). If any of these risks or uncertainties materializes or if any of the assumptions underlying such forward-looking statements proves to be incorrect, First Community’s results could differ materially from those expressed in, implied or projected by such forward-looking statements. First Community assumes no obligation to update such forward-looking statements.

For a more complete discussion of risks and uncertainties, investors and security holders are urged to read First Community Bancorp’s annual report on Form 10-K, quarterly reports on Form 10-Q and other reports filed by First Community with the SEC.  The documents filed by First Community with the SEC may be obtained at First Community Bancorp’s website at www.firstcommunitybancorp.com or at the SEC’s website at www.sec.gov.  These documents may also be obtained free of charge from First Community by directing a request to: First Community Bancorp c/o Pacific Western Bank, 275 North Brea Boulevard, Brea, CA 92821.  Attention: Investor Relations. Telephone 714-671-6800.

This press release does not constitute an offer to sell securities or a solicitation of an offer to buy and does not constitute solicitation material in respect of the proposed acquisition of Community Bancorp. In connection with the proposed Community Bancorp transaction, First Community intends to file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that will include a proxy statement-prospectus to be mailed to stockholders of Community Bancorp and First Community and other relevant documents in connection with the proposed transaction.  Shareholders of Community Bancorp and First Community are urged to read the proxy statement-prospectus and any other relevant documents filed with the SEC because they will contain important information about First Community, Community Bancorp and the proposed Community Bancorp transaction. The final proxy statement-prospectus will be mailed to shareholders of Community Bancorp and First Community.

 

8




 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

June 30,

 

December 31,

 

 

 

2006

 

2005

 

 

 

(In thousands, except share data)

 

Assets:

 

 

 

 

 

Cash and due from banks

 

$

138,396

 

$

100,662

 

Federal funds sold

 

14,000

 

4,600

 

Total cash and cash equivalents

 

152,396

 

105,262

 

 

 

 

 

 

 

Interest-bearing deposits in financial institutions

 

287

 

90

 

 

 

 

 

 

 

Federal Reserve Bank and Federal Home Loan Bank stock, at cost

 

41,692

 

26,753

 

Securities available-for-sale

 

228,221

 

212,601

 

Total securities

 

269,913

 

239,354

 

 

 

 

 

 

 

Loans, net of unearned income

 

3,435,026

 

2,467,828

 

Allowance for loan losses

 

(43,448

)

(27,303

)

Net loans

 

3,391,578

 

2,440,525

 

Premises and equipment

 

28,902

 

19,063

 

Intangible assets

 

593,088

 

323,188

 

Cash surrender value of life insurance

 

68,916

 

56,207

 

Other assets

 

54,133

 

42,722

 

Total assets

 

$

4,559,213

 

$

3,226,411

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity:

 

 

 

 

 

Liabilities:

 

 

 

 

 

Noninterest-bearing deposits

 

$

1,493,865

 

$

1,179,808

 

Interest-bearing deposits

 

1,685,639

 

1,225,553

 

Total deposits

 

3,179,504

 

2,405,361

 

 

 

 

 

 

 

Accrued interest payable and other liabilities

 

48,798

 

38,318

 

Borrowings

 

324,100

 

160,300

 

Subordinated debentures

 

129,902

 

121,654

 

Total liabilities

 

3,682,304

 

2,725,633

 

 

 

 

 

 

 

Shareholders’ Equity:

 

 

 

 

 

Common stock

 

758,216

 

400,868

 

Retained earnings

 

121,479

 

102,325

 

Accumulated other comprehensive income:

 

 

 

 

 

Unrealized loss on securities available-for-sale, net

 

(2,786

)

(2,415

)

Total shareholders’ equity

 

876,909

 

500,778

 

Total liabilities and shareholders’ equity

 

$

4,559,213

 

$

3,226,411

 

 

 

 

 

 

 

Shares outstanding (includes 654,707 shares at June 30, 2006, and 405,831 shares at December 31, 2005, underlying unvested stock awards)

 

24,840,915

 

18,346,566

 

 

 

 

 

 

 

Book value per share

 

$

35.30

 

$

27.30

 

 

9




 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

 

 

 

Quarters Ended

 

Six Months Ended
June 30,

 

 

 

6/30/06

 

3/31/06

 

6/30/05

 

2006

 

2005

 

 

 

(In thousands, except per share data)

 

Interest income:

 

 

 

 

 

 

 

 

 

 

 

Interest and fees on loans

 

$

68,330

 

$

59,949

 

$

40,611

 

$

128,279

 

$

78,549

 

Interest on federal funds sold

 

66

 

15

 

51

 

130

 

302

 

Interest on time deposits in other financial institutions

 

5

 

64

 

1

 

20

 

3

 

Interest on investment securities

 

2,588

 

2,166

 

1,982

 

4,754

 

4,045

 

Total interest income

 

70,989

 

62,194

 

42,645

 

133,183

 

82,899

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

Interest expense on deposits

 

7,136

 

5,629

 

2,420

 

12,765

 

4,406

 

Interest expense on borrowings

 

3,118

 

2,163

 

964

 

5,281

 

1,761

 

Interest expense on subordinated debentures

 

2,697

 

2,450

 

2,049

 

5,147

 

3,935

 

Total interest expense

 

12,951

 

10,242

 

5,433

 

23,193

 

10,102

 

Net interest income before provision for credit losses

 

58,038

 

51,952

 

37,212

 

109,990

 

72,797

 

Provision for credit losses

 

9,500

 

100

 

620

 

9,600

 

1,420

 

Net interest income after provision for credit losses

 

48,538

 

51,852

 

36,592

 

100,390

 

71,377

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest income:

 

 

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

 

1,986

 

1,559

 

1,558

 

3,545

 

3,262

 

Other commissions and fees

 

1,641

 

1,554

 

1,076

 

3,195

 

2,073

 

Gain on sale of loans, net

 

 

 

144

 

 

259

 

Increase in cash surrender value of life insurance

 

531

 

421

 

412

 

952

 

829

 

Other income

 

178

 

171

 

141

 

349

 

410

 

Total noninterest income

 

4,336

 

3,705

 

3,331

 

8,041

 

6,833

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest expense:

 

 

 

 

 

 

 

 

 

 

 

Compensation

 

14,865

 

15,230

 

11,436

 

30,095

 

23,289

 

Occupancy

 

3,905

 

3,145

 

2,485

 

7,050

 

5,048

 

Furniture and equipment

 

981

 

761

 

645

 

1,742

 

1,311

 

Data processing

 

1,719

 

1,335

 

1,221

 

3,054

 

2,341

 

Other professional services

 

1,016

 

1,120

 

631

 

2,136

 

1,822

 

Business development

 

353

 

347

 

260

 

700

 

519

 

Communications

 

749

 

626

 

474

 

1,375

 

929

 

Insurance and assessments

 

492

 

472

 

433

 

964

 

878

 

Intangible asset amortization

 

1,577

 

1,149

 

813

 

2,726

 

1,626

 

Other

 

2,832

 

2,058

 

1,494

 

4,890

 

3,080

 

Total noninterest expense

 

28,489

 

26,243

 

19,892

 

54,732

 

40,843

 

Earnings before income taxes and effect of accounting change

 

24,385

 

29,314

 

20,031

 

53,699

 

37,367

 

Income taxes

 

9,934

 

12,053

 

8,213

 

21,987

 

15,287

 

Net earnings before cumulative effect of accounting change

 

14,451

 

17,261

 

11,818

 

31,712

 

22,080

 

Cumulative effect on prior years (to December 31, 2005) of changing the method of accounting for stock-based compensation forfeitures

 

 

142

 

 

142

 

 

Net earnings

 

$

14,451

 

$

17,403

 

$

11,818

 

$

31,854

 

$

22,080

 

 

 

 

 

 

 

 

 

 

 

 

 

Per share information

 

 

 

 

 

 

 

 

 

 

 

Number of shares (weighted average):

 

 

 

 

 

 

 

 

 

 

 

Basic

 

22,509.2

 

19,377.8

 

15,972.8

 

20,952.2

 

15,915.5

 

Diluted

 

22,736.9

 

19,673.7

 

16,326.8

 

21,208.5

 

16,293.0

 

Basic earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings before accounting change

 

$

0.64

 

$

0.89

 

$

0.74

 

$

1.51

 

$

1.39

 

Accounting change

 

 

0.01

 

 

0.01

 

 

Basic earnings per share

 

$

0.64

 

$

0.90

 

$

0.74

 

$

1.52

 

$

1.39

 

Diluted earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings before accounting change

 

$

0.64

 

$

0.88

 

$

0.72

 

$

1.50

 

$

1.36

 

Accounting change (1)

 

 

 

 

 

 

Diluted earnings per share

 

$

0.64

 

$

0.88

 

$

0.72

 

$

1.50

 

$

1.36

 

 


(1) Less than $0.01 per diluted share for the quarter ended March 31, 2006 and the six months ended June 30, 2006.

10




 

UNAUDITED AVERAGE BALANCE SHEETS

 

 

 

  
Quarters Ended

 

Six Months Ended
June 30,

 

 

 

6/30/06

 

3/31/06

 

6/30/05

 

2006

 

2005

 

 

 

(Dollars in thousands)

 

Average Assets:

 

 

 

 

 

 

 

 

 

 

 

Loans, net of unearned income

 

$

3,163,362

 

$

2,842,121

 

$

2,154,171

 

$

3,003,629

 

$

2,131,386

 

Investment securities

 

260,536

 

238,804

 

250,676

 

249,730

 

257,389

 

Federal funds sold

 

5,898

 

7,418

 

7,194

 

6,654

 

26,526

 

Interest-bearing deposits in financial institutions

 

468

 

1,886

 

113

 

1,173

 

256

 

Average earning assets

 

3,430,264

 

3,090,229

 

2,412,154

 

3,261,186

 

2,415,557

 

Other assets

 

738,114

 

603,267

 

437,401

 

671,063

 

440,287

 

Average total assets

 

$

4,168,378

 

$

3,693,496

 

$

2,849,555

 

$

3,932,249

 

$

2,855,844

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Liabilities and Shareholders’ Equity:

 

 

 

 

 

 

 

 

 

 

 

Average liabilities

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing deposits

 

$

1,342,328

 

$

1,238,758

 

$

1,030,239

 

$

1,290,829

 

$

1,006,353

 

Interest-bearing deposits

 

1,613,881

 

1,501,782

 

1,150,307

 

1,558,141

 

1,190,511

 

Average deposits

 

2,956,209

 

2,740,540

 

2,180,546

 

2,848,970

 

2,196,864

 

Other interest-bearing liabilities

 

383,804

 

321,336

 

248,597

 

352,743

 

239,326

 

Other liabilities

 

53,990

 

50,893

 

34,038

 

52,450

 

37,664

 

Average liabilities

 

3,394,003

 

3,112,769

 

2,463,181

 

3,254,163

 

2,473,854

 

Average equity

 

774,375

 

580,727

 

386,374

 

678,086

 

381,990

 

Average liabilities and shareholders’ equity

 

$

4,168,378

 

$

3,693,496

 

$

2,849,555

 

$

3,932,249

 

$

2,855,844

 

 

 

 

 

 

 

 

 

 

 

 

 

Yield Analysis:

 

 

 

 

 

 

 

 

 

 

 

Average earning assets

 

$

3,430,264

 

$

3,090,229

 

$

2,412,154

 

$

3,261,186

 

$

2,415,557

 

Yield

 

8.30

%

8.16

%

7.09

%

8.24

%

6.92

%

Average interest-bearing deposits

 

$

1,613,881

 

$

1,501,782

 

$

1,150,307

 

$

1,558,141

 

$

1,190,511

 

Cost

 

1.77

%

1.52

%

0.84

%

1.65

%

0.75

%

Average deposits

 

$

2,956,209

 

$

2,740,540

 

$

2,180,546

 

$

2,848,970

 

$

2,196,864

 

Cost

 

0.97

%

0.83

%

0.45

%

0.90

%

0.40

%

Average interest-bearing liabilities

 

$

1,997,685

 

$

1,823,118

 

$

1,398,904

 

$

1,910,884

 

$

1,429,837

 

Cost

 

2.60

%

2.28

%

1.56

%

2.45

%

1.42

%

 

 

 

 

 

 

 

 

 

 

 

 

Interest spread

 

5.70

%

5.88

%

5.53

%

5.79

%

5.50

%

Net interest margin

 

6.79

%

6.82

%

6.19

%

6.80

%

6.08

%

 

 

 

 

 

 

 

 

 

 

 

 

Average interest sensitive liabilities

 

$

3,340,013

 

$

3,061,876

 

$

2,429,143

 

$

3,201,713

 

$

2,436,190

 

Cost

 

1.56

%

1.36

%

0.90

%

1.46

%

0.84

%

 

 

 

 

 

 

 

 

 

 

 

 

 

LOAN CONCENTRATION (unaudited)

 

 

 

As of the Dates Indicated

 

 

 

6/30/06

 

3/31/06

 

12/31/05

 

9/30/05

 

6/30/05

 

 

 

(Dollars in thousands)

 

Loan Category:

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

$

716,418

 

$

672,211

 

$

639,393

 

$

610,075

 

$

587,716

 

Real estate–construction

 

763,861

 

683,180

 

570,080

 

506,469

 

438,740

 

Commercial real estate–mortgage

 

1,812,484

 

1,321,657

 

1,117,030

 

1,049,745

 

991,556

 

Consumer

 

54,455

 

49,958

 

47,221

 

41,739

 

43,965

 

Foreign:

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

95,692

 

98,152

 

94,930

 

94,402

 

97,672

 

Other

 

7,182

 

7,728

 

8,320

 

9,365

 

9,962

 

Total gross loans

 

$

3,450,092

 

2,832,886

 

2,476,974

 

2,311,795

 

2,169,611

 

 

11




 

CREDIT QUALITY MEASURES  (Unaudited)

 

 

 

As of or for the:

 

 

 

Quarter Ended

 

Quarter Ended

 

Year Ended

 

 

 

6/30/06

 

3/31/06

 

12/31/05

 

 

 

 

 

 

 

 

 

Nonaccrual loans

 

$

15,613

 

$

11,539

 

$

8,422

 

Other real estate owned

 

 

 

 

Total nonperforming assets

 

$

15,613

 

$

11,539

 

$

8,422

 

 

 

 

 

 

 

 

 

Charged-off loans

 

$

(1,299

)

$

(385

)

$

(3,518

)

Recoveries

 

528

 

477

 

2,360

 

Net recoveries (charge-offs)

 

$

(771

)

$

92

 

$

(1,158

)

 

 

 

 

 

 

 

 

Allowance for loan losses to loans, net of unearned income

 

1.26

%

1.12

%

1.11

%

Allowance for credit losses to loans, net of unearned income

 

1.51

%

1.34

%

1.34

%

Allowance for loan losses to nonaccrual loans

 

278.3

%

273.0

%

324.2

%

Allowance for credit losses to nonaccrual loans

 

332.6

%

328.8

%

391.5

%

Allowance for loan losses to nonperforming assets

 

278.3

%

273.0

%

324.2

%

Allowance for credit losses to nonperforming assets

 

332.6

%

328.8

%

391.5

%

Nonperforming assets to loans, net of unearned income, and other real estate owned

 

0.45

%

0.41

%

0.34

%

Annualized net recoveries (charge-offs) to average loans

 

(0.10

)%

0.01

%

(0.05

)%

Nonaccrual loans to loans, net of unearned income

 

0.45

%

0.41

%

0.34

%

 

ALLOWANCE FOR CREDIT LOSSES (unaudited)

 

 

 

As of or for the:

 

 

 

Quarter Ended

 

Quarter Ended

 

Year Ended

 

 

 

6/30/06

 

3/31/06

 

12/31/05

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

37,937

 

$

32,971

 

$

29,507

 

Loans charged-off:

 

 

 

 

 

 

 

Commercial

 

(333

)

(368

)

(1,646

)

Real estate – construction

 

(29

)

 

 

Real estate – mortgage

 

 

 

(100

)

Consumer

 

(39

)

(17

)

(180

)

Foreign

 

(898

)

 

(1,592

)

Total loans charged-off

 

(1,299

)

(385

)

(3,518

)

 

 

 

 

 

 

 

 

Recoveries on loans charged-off:

 

 

 

 

 

 

 

Commercial

 

508

 

377

 

2,106

 

Real estate – construction

 

 

 

 

Real estate – mortgage

 

 

1

 

11

 

Consumer

 

20

 

 

241

 

Foreign

 

 

99

 

2

 

Total recoveries on loans charged-off

 

528

 

477

 

2,360

 

Net recoveries (charge-offs)

 

(771

)

92

 

(1,158

)

Provision for credit losses

 

9,500

 

100

 

1,420

 

Additions due to acquisitions

 

5,257

 

4,774

 

3,202

 

Balance at end of period

 

$

51,923

 

$

37,937

 

$

32,971

 

 

12




 

COMPONENTS OF ALLOWANCE FOR CREDIT LOSSES (unaudited)

 

 

As of or for the:

 

 

 

Quarter Ended

 

Quarter Ended

 

Year Ended

 

 

 

6/30/06

 

3/31/06

 

12/31/05

 

 

 

 

 

 

 

 

 

Allowance for loan losses

 

$

43,448

 

$

31,501

 

$

27,303

 

Reserve for unfunded loan commitments

 

8,475

 

6,436

 

5,668

 

Balance at end of period

 

$

51,923

 

$

37,937

 

$

32,971

 

 

13



-----END PRIVACY-ENHANCED MESSAGE-----