-----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, K8Alrz5J+uUf6zau0hudPImDaEAgJ437Tr9spXe6UI0QcFGnyiqJhPPKUo+1gEpx xA5wkbToYN08AYhHD51fWg== 0001157523-09-004708.txt : 20090702 0001157523-09-004708.hdr.sgml : 20090702 20090701193649 ACCESSION NUMBER: 0001157523-09-004708 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090629 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090702 DATE AS OF CHANGE: 20090701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEMECULA VALLEY BANCORP INC CENTRAL INDEX KEY: 0001172678 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 460476193 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33897 FILM NUMBER: 09924068 BUSINESS ADDRESS: STREET 1: 27710 JEFFERSON AVENUE STREET 2: SUITE A-100 CITY: TEMECULA STATE: CA ZIP: 92590 BUSINESS PHONE: 9096949940 MAIL ADDRESS: STREET 1: 27710 JEFFERSON AVENUE STREET 2: SUITE A-100 CITY: TEMECULA STATE: CA ZIP: 92590 8-K 1 a5999325.htm TEMECULA VALLEY BANCORP INC. 8-K

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

Date of Report (Date of earliest event reported): June 29, 2009

______________

TEMECULA VALLEY BANCORP INC.
(Exact name of Registrant as specified in its charter)

California

001-33897

46-0476193

(State or other

jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

27710 Jefferson Avenue

Suite A100

Temecula, California

92590

(Address of principal executive offices)

(Zip code)


Registrant’s telephone number, including area code: (951) 694-9940

Not Applicable
(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 registrant 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 8.01 – Other Events.

On June 1, 2009, Temecula Valley Bancorp Inc., along with its wholly owned bank subsidiary, Temecula Valley Bank, announced that it had entered into a non-binding letter of intent (“LOI”) with Bancroft Capital, LLC. Pursuant to the terms of the LOI, certain institutional investors, including Orient Property Group LLC, would consider, subject to the satisfaction of multiple conditions, including the completion of due diligence, entering into a definitive agreement that would call for an aggregate investment of up to $210 million. As discussed in the attached press release, on June 29, 2009, Bancroft Capital advised Temecula Valley Bancorp that it would not proceed toward the execution of a definitive agreement with Temecula Valley Bancorp or Temecula Valley Bank, principally because it was likely that the investors’ internal rate of return objectives could not be realized for an extended period of time. 

Item 9.01 – Financial Statements and Exhibits.

(d)       Exhibits

99.1      Press Release dated July 1, 2009





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.

TEMECULA VALLEY BANCORP INC.

 

 

Date: July 1, 2009

By:

/s/ FRANK BASIRICO, JR.

Frank Basirico, Jr.

Chief Executive Officer


EXHIBIT INDEX

Exhibit No.

 

Description

 
99.1 Press Release dated July 1, 2009

EX-99.1 2 a5999325ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Temecula Valley Bancorp Provides Update on Proposed Recapitalization Plan

TEMECULA, Calif.--(BUSINESS WIRE)--July 1, 2009--Temecula Valley Bancorp Inc. (NASDAQ: TMCV) today announced that it has been advised that Bancroft Capital, LLC and certain institutional investors, including Orient Property Group LLC, will not proceed with their proposed equity investment in Temecula Valley Bancorp or Temecula Valley Bank as detailed in the non-binding Letter of Intent the companies entered into and announced on June 1, 2009.

Frank Basirico, Chief Executive Officer of Temecula Valley Bancorp, said, “We’re clearly disappointed that this transaction will not be moving forward. Nonetheless, we are continuing to execute on our regulatory action plan and making progress on our strategy to deleverage our balance sheet and return to our roots as a community-focused bank. Looking ahead, we will continue to work in concert with Stifel, Nicolaus & Co. in the pursuit of an acceptable capital solution.”

Douglas McDonald, Founder and President of Bancroft Capital, said, “We worked tirelessly with the management team at Temecula Valley Bancorp to create a structure that would allow a competitive rate of return for our investors while, at the same time, preserving value for existing shareholders. However, given the macro-economic factors at play and the continued deterioration in market fundamentals, we regrettably could not structure a feasible solution given the challenges that presented themselves.”

About Temecula Valley Bank

Temecula Valley Bank was established in 1996 and operates eleven full service banking offices in California, in the communities of Temecula, Murrieta, Corona, Carlsbad, El Cajon, Escondido, Fallbrook, Rancho Bernardo, San Marcos, Solana Beach and Ontario. The Bank is an SBA Preferred Lender. Temecula Valley Bancorp Inc. was established in June 2002 and operates as a bank holding company for the Bank. For more information about the Company, visit Temecula’s website at www.temvalbank.com.

Statements concerning future performance, developments, or events concerning expectations for growth and market forecasts, and any other guidance on future periods, constitute forward-looking statements that are subject to a number of risks and uncertainties. Actual results may differ materially from stated expectations. Specific factors include, but are not limited to, the effect of interest rate changes, the ability to control costs and expenses, the impact of consolidation in the banking industry, financial policies of the U.S. government, and general economic conditions. Additional information on these and other factors that could affect financial results are included in the filings made with the Securities and Exchange Commission by Temecula Valley Bancorp Inc. The Company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise.

CONTACT:
Temecula Valley Bancorp Inc.
Frank Basirico, CEO
951-694-9940

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