-----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, HSNwcZ9ZpHVkOZxDVeDrLT3x1anyIxQ41aWUwE6zNQ7fVL1B+1SGpgWX3WyF6Ptf HsiA7PeA5KspTs93zY1a8w== 0001169232-05-002871.txt : 20050611 0001169232-05-002871.hdr.sgml : 20050611 20050525090021 ACCESSION NUMBER: 0001169232-05-002871 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050525 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050525 DATE AS OF CHANGE: 20050525 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: 05855570 BUSINESS ADDRESS: STREET 1: ONE VENTURE STREET 2: 3RD FL CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9495857500 8-K 1 d64030_8-k.htm CURRENT REPORT 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

May 25, 2005
Date of Report (Date of earliest event reported)

COMMERCIAL CAPITAL BANCORP, INC.
(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of incorporation)
000-50126
(Commission File Number)
33-0865080
(IRS Employer Identification No.)

8105 Irvine Center Drive, 15th Floor, Irvine, California 92618
(Address of principal executive offices) (Zip Code)

(949) 585-7500
(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):

|_|

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))


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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 May 25, 2005, Commercial Capital Bancorp, Inc. (the “Company”) and Timcor Exchange Corporation, a subsidiary of the Company, announced by press release the signing of an agreement to acquire, and concurrent closing of the acquisition of, North American Exchange Company. A copy of the press release is attached as exhibit 99.1 to this Form 8-K.

Item 9.01: Financial Statements and Exhibits.

(a)

Not applicable.


(b)

Not applicable.


(c)

The following exhibit is included with this Report:


         Exhibit 99.1 Press Release dated May 25, 2005.



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: May 25, 2005


EX-99.1 2 d64030_ex99-1.htm PRESS RELEASE EX-99.1

Exhibit 99.1


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

COMMERCIAL CAPITAL BANCORP, INC. AND SUBSIDIARY TIMCOR
EXCHANGE CORPORATION ANNOUNCE ACQUISITION OF NORTH AMERICAN
EXCHANGE COMPANY IN ALL CASH TRANSACTION

– Concurrently Enter into Strategic Alliance with North American Title Group –
–Exchange Balances to be Deposited at Commercial Capital Bank –
– Increases Commercial Capital Bank’s Business Transaction Account Deposits –
– Increases Transaction Fee Income –
–Immediately Accretive to EPS –

IRVINE, CA – May 25, 2005 – Commercial Capital Bancorp, Inc. (“CCBI” or the “Company”), (NASDAQ: “CCBI”), and TIMCOR Exchange Corporation (“TIMCOR”) announced today the signing of an agreement to acquire, and concurrent closing of the acquisition of, North American Exchange Company (“NAEC”), from North American Asset Development Corporation, a subsidiary of North American Title Group, Inc., in an all cash merger transaction. NAEC facilitates tax-deferred real estate exchanges nationwide pursuant to Section 1031 of the Internal Revenue Code of 1986 through its headquarters in Walnut Creek, California, offices in Long Beach, California; and Scottsdale, Arizona; and a presence in San Francisco, Los Angeles, and San Diego, California; Las Vegas, Nevada; Denver, Colorado; Miami, Florida; and Washington, DC. NAEC will continue to operate independently as North American Exchange Company, with Dia Demmon continuing to serve as its President. As a part of the transaction, TIMCOR, NAEC and their affiliated companies entered into a strategic alliance with North American Title Group, Inc., terms of which include the cross-referral of clients and the further development of mutual business opportunities related to 1031 exchanges, title and escrow orders.

As a qualified intermediary, NAEC has the discretion to select the financial institution that will hold on deposit their transaction related exchange balances, which totaled approximately $174 million at April 30, 2005. Concurrent with the close of the acquisition, NAEC deposited virtually all of its exchange balances at Commercial Capital Bank (the “Bank”). The exchange balances deposited and maintained at the Bank will increase the Bank’s total deposits and core business transaction deposits, decrease the Bank’s loans to deposits ratio, decrease the Bank’s cost of deposits and the Company’s cost of funds. Additionally, NAEC generates revenues through each exchange transaction by charging transaction fees, which fee income will enhance the Company’s noninterest income. The acquisition is anticipated to be immediately accretive to the Company’s earnings per share.

Stephen H. Gordon, Chairman and Chief Executive Officer of CCBI, commented, “The acquisition of North American Exchange demonstrates the determination of the Company in achieving its goal of further growing its liability base with high quality, lower cost, commercial business banking deposits both organically and through acquisitions. North American Exchange is a market leading, highly respected, sales intensive, rapidly growing, and well-branded company, comprised of a talented team led by a President with tremendous vision and history of success. We look forward to their immediate contributions to the Company.”

Dia Demmon, President of North American Exchange Company stated, “We are very excited about this acquisition, and for good reason. Having established a very successful and dynamic company in North American Exchange, we are confident that the financial strength of Commercial Capital Bancorp, the affiliation with Commercial Capital Bank, and the mutual focus on and expertise with income property investors will enhance the company’s market position and promote even stronger growth and profitability going forward.”



Timothy S. Harris, President of TIMCOR commented, “This acquisition places our companies amongst the national leaders in the 1031 exchange industry, with a significant combined number of completed transactions and exchange balances. The footprint of the companies includes a strong presence in both Northern and Southern California, as well as a presence in Nevada, Arizona, Colorado, Texas, Florida and the District of Columbia, and in June 2005, Illinois. Between the two companies and their range of products and services, we cover a tremendous amount of ground and are extremely competitive. We look forward to the continued profitable growth of these companies.”

At March 31, 2005, CCBI had total assets of $5.3 billion and the Bank had total deposits of $2.4 billion. The Bank operates banking offices located in Westlake Village (Ventura County), Tarzana, Malibu, Beverly Hills, Baldwin Hills, Westchester, Hawthorne, Manhattan Beach, Gardena, Hermosa Beach, Torrance, Redondo Beach (Los Angeles County), Orange, Irvine, Rancho Santa Margarita (Orange County), Riverside (Riverside County), La Jolla, Del Mar, San Diego (San Diego County), and San Mateo (San Mateo County), and lending offices, located in Corte Madera, San Mateo, Oakland, Encino, Glendale, Los Angeles, El Segundo, Irvine, Riverside, and La Jolla, California, with plans to open a banking office in the Crystal Cove Promenade in Newport Coast, California in mid-2005. The Bank was the 2nd largest multi-family lender in California during the 12 months ended March 31, 2005 (source: Dataquick Information Systems) and the fastest growing savings institution in California, based on percentage growth in total assets over the 36 months ended December 31, 2004 (source: www.fdic.gov). The Company is a leading Section 1031-exchange accommodator and facilitates exchange transactions nationwide through the TIMCOR and North American Exchange Company brand names through the companies’ headquarters in Los Angeles and Walnut Creek, California, respectfully, offices located in Long Beach, California; Scottsdale, Arizona; Houston, Texas; Miami, Florida; and a presence in San Francisco, Los Angeles, and San Diego, California; Las Vegas, Nevada; Denver, Colorado; and Washington, DC. TIMCOR has plans to open an office in Chicago, Illinois in June 2005.

This press release may include forward-looking statements related to the 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. The Company undertakes no obligation to revise or publicly release any revision to these forward-looking statements.


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