Form 8-K

-----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, QssFOgoWr1Bb8BWjTWJ2V5yN7z4G09sqi5TqZPc9pIPxGuwKNFJ079246fPGtmAH wq9FOkOD+Xz8xDACuYRTKA== 0000928385-03-000465.txt : 20030305 0000928385-03-000465.hdr.sgml : 20030305 20030305084018 ACCESSION NUMBER: 0000928385-03-000465 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20030302 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20030305 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMERCIAL CAPITAL BANCORP INC CENTRAL INDEX KEY: 0001184818 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 330865080 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50126 FILM NUMBER: 03592234 BUSINESS ADDRESS: STREET 1: ONE VENTURE STREET 2: 3RD FL CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9495857500 8-K 1 d8k.htm FORM 8-K Form 8-K

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

March 5, 2003

(Date of earliest event reported)

COMMERCIAL CAPITAL BANCORP, INC.

(Exact name of registrant as specified in its charter)

Nevada

000-50126

33-0865080

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

One Venture, 3rd Floor, Irvine, California

92618

(Address of principal executive offices)

(Zip Code)

(949) 585-7500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

(a)

Not applicable.

(b)

Not applicable.

(c)

The following exhibits are included with this Report:

Exhibit 99.1 Press Release dated February 25, 2003

Exhibit 99.2 Regulation FD Presentation of Stephen H. Gordon, Chairman and Chief Executive Officer

Exhibit 99.3 Regulation FD Presentation of David S. DePillo, President and Chief Operating Officer

Exhibit 99.4 Regulation FD Commercial Capital Bancorp, Inc. Data Sheet included in Sandler O’Neill West Coast Financial Services Conference materials

Item 9. Regulation FD Disclosure

As previously announced, Commercial Capital Bancorp, Inc. (the “Company”) intends to participate in the Sandler O’Neill West Coast Financial Services Conference to be held on March 5, 2003. The Company’s Chairman and Chief Executive Officer, Stephen H. Gordon, will present an overview of the Company and discuss its 2002 performance. His presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The Company’s President and Chief Operating Officer, David S. DePillo, is scheduled to participate in the California Commercial Real Estate Panel. His presentation is attached hereto as Exhibit 99.3 and is incorporated herein by reference. The press release announcing such appearances and the data sheet with respect to the Company included in the conference materials are attached hereto as Exhibits 99.1 and 99.4, respectively, and are incorporated herein by reference.

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 thereunto duly authorized.

COMMERCIAL CAPITAL BANCORP, INC.

By:

/s/ Stephen H. Gordon

Stephen H. Gordon

Chairman of the Board and

Chief Executive Officer

Date: March 5, 2003.

EX-99.1 3 dex991.htm EXHIBIT 99.1 Exhibit 99.1

Exhibit 99.1

COMMERCIAL CAPITAL BANCORP, INC.

{LOGO}

Contact: Stephen H. Gordon		Chairman & CEO		Telephone: (949) 585-7500
David S. DePillo		President & COO		Facsimile: (949) 585-0174

COMMERCIAL CAPITAL BANCORP, INC. TO PRESENT AT SANDLER O’NEILL

CONFERENCE ON MARCH 5, 2003

Irvine, CA — February 25, 2003 — Commercial Capital Bancorp, Inc. (“CCBI” or the “Company”), (NASDAQ: “CCBI”), announced that it has been invited to participate in the Sandler O’Neill West Coast Financial Services Conference to be held at the Four Seasons Resort, Aviara in Carlsbad, CA on Wednesday, March 5^th. David S. DePillo, President and COO, is scheduled to participate in the California Commercial Real Estate Panel from 9:50 a.m. to 11:00 a.m. and Stephen H. Gordon, Chairman and CEO of CCBI, is scheduled to present an overview of the Company and discuss its 2002 performance from 4:10 p.m. to 4:40 p.m.

Attendance at the Sandler O’Neill conference is by invitation only. Investors, analysts and the general public may listen to the broadcast live via audio conference or webcast. To listen to the audio conference, individuals should call 800-239-8730 and reference the “Sandler O’Neill Conference”. Individuals interested in listening to the webcast should allow sufficient time prior to the presentation to register and login. On the day of the event, a link to the webcast will be available on the Company’s website www.commercialcapital.com, or through Sandler O’Neill’s website www.sandleroneill.com. An archive of the webcast will be available for thirty days following the presentation, beginning March 7, 2003. Mr. DePillo’s and Mr. Gordon’s presentation materials will be available in the News section of the Company’s website prior to the beginning of their presentations.

Commercial Capital Bancorp, Inc., headquartered in Irvine, CA, is a multifaceted financial services company which provides financial services to meet the needs of its client base of middle market commercial businesses, income-property real estate investors, high net-worth individuals, families and professionals. Commercial Capital Bank (the “Bank”), the Company’s banking subsidiary, was the fastest growing banking organization in Orange County, based on percentage growth in total assets on a quarterly basis over the 24 months ended September 30, 2002 (source: www.fdic.gov). The Bank has three full service branches located at the Company’s headquarters in Irvine, Riverside, and in Rancho Santa Margarita, CA. Financial Institutional Partners Mortgage Corporation (“FIPMC”), the Company’s mortgage banking subsidiary, was the 4th largest multifamily lender in California during the 12 months ended December 31, 2002 having originated $748.6 million of multi-family and commercial real estate loans during the year. FIPMC has originated approximately $2.0 billion in multi-family and commercial real estate loans since its inception through December 31, 2002 and has loan origination offices in Sacramento, Corte Madera (Marin County), Oakland, Burlingame, Woodland Hills, Los Angeles, Irvine, and San Diego. ComCap Financial Services, Inc., the Company’s NASD registered broker dealer, provides fixed income and mortgage-backed securities advisory and brokerage services to corporations, high net worth individuals and other financial institutions. At December 31, 2002, CCBI had total assets of $849.5 million.

The webcast and presentation referenced in this release may include forward-looking statements (related to each company’s plans, beliefs and goals), which involve certain risks, and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the following factors: competitive pressure in the banking industry; changes in the interest rate environment; the health of the economy, either nationally or regionally; the deterioration of credit quality, which would cause an increase in the provision for possible loan and lease losses; changes in the regulatory environment; changes in business conditions, particularly in California real estate; volatility of rate sensitive deposits; asset/liability matching risks and liquidity risks; and changes in the securities markets. CCBI undertakes no obligation to revise or publicly release any revision to these forward-looking statements.

EX-99.2 4 dex992.txt EXHIBIT 99.2 Exhibit 99.2 [LOGO] Commercial Capital Bancorp, (CCBI - Nasdaq National Market) March 5, 2003 Regulation FD This presentation may include forward-looking statements (related to each company's plans, beliefs and goals), which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the following factors: competitive pressure in the banking industry; changes in the interest rate environment; the health of the economy, either nationally or regionally; the deterioration of credit quality, which would cause an increase in the provision for possible loan and lease losses; changes in the regulatory environment; changes in business conditions, particularly in California real estate; volatility of rate sensitive deposits; asset/liability matching risks and liquidity risks; and changes in the securities markets. CCBI undertakes no obligation to revise or publicly release any revision to these forward-looking statements. =============================================================================== CCBI Overview =============================================================================== Diversified Financial Services Company Based in Irvine, California . Uniquely focused business strategy . Attractive client base . Strong organic growth [LOGO] 3 =============================================================================== Initial Public Offering December 2002 =============================================================================== Completed Initial Public Offering of 5,375,000 shares of Common Stock in December 2002 / January . 5,000,000 sh. issued Dec. 20, 2002, raising $35.8 million, net . 375,000 sh. issued Jan 9, 2003, raising $2.8 million, net . $36.6 million contributed to the Bank to support growth . 14.35 million shares outstanding after offering [LOGO] 4 =============================================================================== CCBI Highlights =============================================================================== Data is as of or for the Year Ended December 31, 2002 unless otherwise indicated Financial Position Total Assets $849 Million Loans Held for Investment $469 Million Deposits $312 Million Equity $78 Million Tangible Equity $65 Million Year Ended Quarter Ended Financial Results 12/31/2002 12/31/2002 Net Income $9.7 Million $3.2 Million Return on Average Equity 27.69% 29.03% Return on Average Assets 1.50% 1.59% Net Interest Margin 3.38% 3.27% Efficiency Ratio 35.00% 32.05% Loan Originations $761 Million $200 Million [LOGO] 5 ================================================================================ Business Strategy ================================================================================ .. Focused on financial needs of income property investors, middle-market businesses, high net-worth individuals and professionals .. Integrate borrower and depositor, expand relationship banking: . Business . Private .. Continue core asset origination strategy to support broader business objectives: . Originate high quality multi-family loans . Grow balance sheet and net interest income via purchase of FIP production . Sell remaining FIP production for cash gains .. Expand organically: consider opening branches in locations with high concentrations of existing franchise clients [LOGO] 6 ================================================================================ Platform Supports Strategy ================================================================================ [LOGO] COMMERCIAL CAPITAL BANCORP, INC. [LOGO] [LOGO] [LOGO] FINANCIAL INSTITUTIONAL PARTNERS COMMERCIAL CAPITAL COMCAP FINANCIAL MORTGAGE CORPORATION BANK SERVICES, INC. [LOGO] 7 ================================================================================ Attractive Multi-family Market ================================================================================ [MAP] Sacramento County - ----------------- 4.1% of Multi-Family Alameda County - -------------- 8.8% of Multi-Family Los Angeles County - ------------------ 47.5% of Multi-Family Orange County - ------------- 9.4% of Multi-Family San Diego County - ---------------- 7.4% of Multi-Family - -------------------------------------------------------------------------------- .. $311 B CA Market (15% of U.S.) (source: National Multi Housing Council Oct.2001) .. 35% Growth Between 2001 and 2002 ($13.4B - $18.1B) .. 29,000 + Loans Originated in 2002 (average size of $616,000) .. 6 of the Top 10 U.S. Markets in CA .. 2 Largest Originators Comprise 25% of Market (900 + lenders account for the balance) source: DataQuick Dec. 2002 Data - ------------------------------------------------------------------------------- [LOGO] ================================================================================ Leading Loan Originator and High Growth Bank ================================================================================ .. Since Inception Originated $2.0 billion in Multi-family and Commercial RE Loans .. FIP Mortgage is 4th Largest Multi-family Originator in CA with 2.7% Market Share During Year Ended 12/31/02 .. Invested in Infrastructure Capable of Supporting $2 Billion of Annual Originations - -------------------------------------------------------------------------------- "According to data compiled by the FDIC, CCBI was the fastest growing bank in Orange County over the past 24 months...." FDIC Website; 24 Month Period Ending 9/30/2002 [LOGO] 9 ================================================================================ Asset Quality ================================================================================ [GRAPHIC] Since Inception - -------------------------------------------------------------------------------- Policy Actual/(1)/ --------------------------- Multi-Family Loan-to-Value 75.00% 69.65% Debt Coverage Ratio 1.15 to 1 1.31 to 1 Commercial RE Loan-to-Value 75.00% 64.74% Debt Coverage Ratio 1.25 to 1 1.38 to 1 - --------------------- /(1)/ In-House FIP Mortgage Originations. Year Ended 12/31/02 - -------------------------------------------------------------------------------- [LOGO] 10 ================================================================================ Asset Quality of Multi-family Loans ================================================================================ Non-Accrual Loans/ Nationwide Total Loans/(1)/ ------------------ Multi-family 0.13% Single family 0.93% Commercial Real Estate 1.22% Construction 1.60% Business Loans 2.17% Consumer 0.64% Multi-family Loans ------------------------------------------------------------------------------ CCBI 0.00% ------------------------------------------------------------------------------ Western Region Thrifts 0.05% Nationwide Thrifts 0.13% - -------------- /(1)/ Based upon 12/31/02 Thrift Financial Reports for nationwide savings institutions [LOGO] 11 ================================================================================ Financial and Operating Performance Balance Sheet ================================================================================ ($ in Millions) [CHART] Total Assets 22.7% CQGR (1) $203 $225 $264 $424 $602 $649 $753 $849 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [CHART] Total Deposits 20.8% CQGR (1) $83 $89 $103 $118 $173 $256 $328 $312 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [CHART] Loans Held for Investment at Bank 25.6% CQGR (1) $95 $108 $137 $189 $282 $334 $406 $469 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [CHART] Stockholders' Equity $24.7 $25.7 $27.6 $26.8 $28.2 $33.4 $38.0 $77.6 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 - --------------------- (1) CQGR-Compound Quarterly Growth Rate: 3/01 to 12/02 [LOGO] 12 ================================================================================ Financial and Operating Performance Loans ================================================================================ FIPMC Originations [CHART] Millions $81 $120 $145 $137 $185 $179 $185 $199 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 FIP Mortgage Loan Composition In-House Originations Year Ended 12/02 [CHART] Multi-Family Residential 91.8% Commercial Real Estate 8.2% FIPMC Originations by Average LTV & DCR [CHART] Loan to Value 70.6% 70.0% 68.9% 69.1% 70.4% 68.4% 68.5% 69.7% Debt Coverage Ratio 1.29 1.29 1.33 1.30 1.31 1.33 1.30 1.31 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Bank Loan Composition Loans Held for Investment at 12/02 [CHART] Multi-Family Residential 84.7% Commercial Real Estate 12.3% Business Loans 2.1% Other 0.9% [LOGO] 13 ================================================================================ Financial and Operating Performance Deposits ================================================================================ Total Deposits [CHART] Millions $83 $89 $103 $118 $173 $256 $328 $312 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Deposit Composition: 12/01 [CHART] Certificates of Deposit 86.8% NOW & Non-Interest Bearing Demand 5.5% Money Markets 4.4% Savings Accounts 3.3% Deposit Composition: 12/02 [CHART] Money Markets 56.4% Certificates of Deposit 40.7% NOW & Non-Interest Bearing Demand 2.2% Savings Accounts 0.7% [LOGO] 14 ================================================================================ Financial and Operating Performance Revenues and Expenses ================================================================================ Net Interest Income 28.3% CQGR (1) [CHART] Millions $1.1 $1.3 $1.7 $2.5 $4.0 $5.0 $5.6 $6.3 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 G&A Expenses to Average Assets [CHART] 3.58% 2.68% 2.36% 3.02% 1.63% 1.44% 1.59% 1.35% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Noninterest Income/Total Revenue [CHART] 19.9% 20.4% 26.2% 26.2% 13.0% 13.3% 19.0% 18.7% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Efficiency Ratio [CHART] 98.4% 61.4% 49.1% 69.6% 36.8% 34.0% 38.0% 32.1% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [LOGO] 15 (1) CQGR - Compound Quarterly Growth Rate: 3/01 to 12/02 ================================================================================ Financial and Operating Performance Profitability Ratios ================================================================================ Return on Average Assets [CHART] -0.3% 0.5% 1.1% 1.0% 1.4% 1.5% 1.5% 1.6% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Return on Average Equity [CHART] -1.8% 3.8% 10.6% 10.6% 21.4% 29.9% 29.2% 29.0% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Net Interest Margin [CHART] 2.7% 2.8% 3.0% 3.5% 3.6% 3.5% 3.3% 3.3% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [LOGO] 16 ================================================================================ Financial and Operating Performance Equity ================================================================================ Consolidated Equity to Assets Ratios [CHART] Tangible Equity to Assets 5.4% 5.4% 5.4% 3.3% 2.5% 3.1% 3.3% 7.6% Equity to Assets 12.2% 11.4% 10.5% 6.3% 4.7% 5.2% 5.1% 9.1% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Bank Equity to Assets [CHART] Tangible Equity to Assets 6.0% 6.2% 6.0% 7.7% 8.3% 8.4% 7.5% 12.0% Equity to Assets 6.0% 6.2% 6.0% 11.7% 10.8% 10.8% 9.5% 13.8% 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Book Value [CHART] Tangible Book Value per Share $1.28 $1.39 $1.61 $1.56 $1.70 $2.28 $2.78 $4.62 Book Value Per Share $2.89 $2.95 $3.14 $3.03 $3.15 $3.73 $4.24 $5.55 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [LOGO] 17 ================================================================================ Financial and Operating Performance Earnings ================================================================================ Quarterly Net Income [CHART] 58.7% CQGR (1) Millions $(0.1) $0.2 $0.7 $0.7 $1.5 $2.3 $2.6 $3.2 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 Fully Diluted Quarterly EPS [CHART] 47.6% CQGR (1) $(0.1) $0.03 $0.08 $0.08 $0.17 $0.24 $0.27 $0.31 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 [LOGO] 18 (1) CQGR - Compound Quarterly Growth Rate: 6/01 to 12/02 [LOGO] Commercial Capital Bancorp, Inc. EX-99.3 5 dex993.txt EXHIBIT 99.3 Exhibit 99.3 [LOGO] Commercial Capital Bancorp, (CCBI - Nasdaq National Market) March 5, 2003 Regulation FD This presentation may include forward-looking statements (related to each company's plans, beliefs and goals), which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the following factors: competitive pressure in the banking industry; changes in the interest rate environment; the health of the economy, either nationally or regionally; the deterioration of credit quality, which would cause an increase in the provision for possible loan and lease losses; changes in the regulatory environment; changes in business conditions, particularly in California real estate; volatility of rate sensitive deposits; asset/liability matching risks and liquidity risks; and changes in the securities markets. CCBI undertakes no obligation to revise or publicly release any revision to these forward-looking statements. Financial Institutional Partners Mortgage Corporation ("FIPMC")- Mortgage Banking Subsidiary of CCBI .. FIPMC is the 4th largest lender for multi-family in California (source DataQuick Dec 31, 2002) .. $749 million in originations for 2002 .. Originate Multi-family and Commercial Real Estate Loans .. 7 offices located throughout California [LOGO] 3 Financial Institutional Partners Mortgage Corporation FIPMC Originations [CHART] 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 ---- ---- ---- ----- ---- ---- ---- ----- millions 81 120 145 137 185 179 185 199 [LOGO] 4 Financial Institutional Partners Mortgage Corporation FIPMC Originations by Average LTV & DCR [CHART] 3/01 6/01 9/01 12/01 3/02 6/02 9/02 12/02 ---- ---- ---- ----- ---- ---- ---- ----- Loan to Value 70.6% 70.0% 68.9% 69.1% 70.4% 68.4% 68.5% 69.7% Debt Coverage Ratio 1.29 1.29 1.33 1.30 1.31 1.33 1.30 1.31 [LOGO] 5 Financial Institutional Partners Mortgage Corporation FIPMC Loan Composition In-House Originations Year Ended 12/02 [PIE CHART] Multi-Family Residential 91.8% Commercial Real Estate 8.2% [LOGO] 6 Market Outlook .. Continued strong performance for multi-family & retail .. Flat performance for other commercial real estate product types .. More buyers than sellers for investment property as equity market continues to show lackluster performance .. Financing rates at historic lows for all product types [LOGO] 7 Cautions .. Cap rates for properties continuing to fall across all property types .. Supply and demand imbalance (too many buyers) .. Rising interest rates could cause defaults .. Significant competition from lenders could loosen standards [LOGO] 8 [LOGO] FINANCIAL INSTITUTIONAL PARTNERS MORTGAGE CORPORATION [LOGO] 9 EX-99.4 6 dex994.txt EXHIBIT 99.4 Exhibit 99.4 Commercial Capital Bancorp, Inc. (CCBI)

- ------- (1) Includes loss on early extinguishment of debt for 2002 periods and amortization of goodwill in 2001 periods. (2) Excludes the allowance for loan losses (3) For comparability, exclude effect of non-recurring expenses. Sandler O'Neill Equity Research -----END PRIVACY-ENHANCED MESSAGE-----