-----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, C5cYI4p60oyoXyqSrhcIFomxtdHFTnBEpthGpn1E56bh9lFamXcXjPkPt7YmKOse gScDEEvI4Nqze7x46ei7hQ== 0001104659-04-010185.txt : 20040415 0001104659-04-010185.hdr.sgml : 20040415 20040415060703 ACCESSION NUMBER: 0001104659-04-010185 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040415 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040415 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST REGIONAL BANCORP CENTRAL INDEX KEY: 0000356708 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 953582843 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10232 FILM NUMBER: 04734574 BUSINESS ADDRESS: STREET 1: 1801 CENTURY PARK EAST CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105521776 MAIL ADDRESS: STREET 1: 1801 CENTURY PARK EAST CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: GREAT AMERICAN BANCORP DATE OF NAME CHANGE: 19880309 8-K 1 a04-4466_18k.htm 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

 

Date of report:  April 15, 2004

 

(Date of earliest event reported)

 

First Regional Bancorp

(Exact name of registrant as specified in its charter)

 

California

 

000-10232

 

95-3582843

(State of

 

(Commission File Number)

 

(IRS Employer

incorporation)

 

 

 

Identification No.)

 

1801 Century Park East, Suite 800

Los Angeles, California  90067

(Address of principal executive offices, including zip code)

 

(310) 552-1776

(Registrant’s telephone number, including area code)

 

 



 

Item 7.  Financial Statements, Pro Forma Information and Exhibits

 

(c)           Exhibits

 

99.1         Press Release of First Regional Bancorp, dated April 15, 2004

 

Item 12.  Results of Operations and Financial Condition.

 

First Regional Bancorp issued a press release on April 15, 2004 announcing its financial results for the quarter ended March 31, 2004.  The press release is furnished as Exhibit 99.1 and is hereby incorporated by reference in its entirety.  First Regional does not intend for this Item 12 or Exhibit 99.1 to be incorporated by reference into filings under the Securities Exchange Act of 1934.

 

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.

 

Dated:  April 15, 2004

 

 

FIRST REGIONAL BANCORP

 

 

 

By:

/s/ Thomas E. McCullough

 

 

 

Thomas E. McCullough

 

 

Corporate Secretary

 

3



 

Exhibit Index

 

99.1         Press Release of First Regional Bancorp, dated April 15, 2004

 

4


EX-99.1 3 a04-4466_1ex99d1.htm EX-99.1

Exhibit 99.1

 

News Release

 

First Regional

 

1801 Century Park East

 

Jack A. Sweeney

Bancorp

 

Century City, California  90067

 

Board Chairman

 

 

Telephone  (310) 552-1776

 

Chief Executive Officer

 

 

Facsimile  (310) 552-1772

 

 

 

FIRST REGIONAL BANCORP POSTS RECORD FIRST QUARTER RESULTS

 

CENTURY CITY, CALIFORNIA, APRIL 15, 2004 – First Regional Bancorp (Nasdaq: FRGB) today announced sharply higher first quarter earnings, reflecting continued strong growth in assets, deposits and loans.

 

Quarterly highlights included the following:

 

                  Net income (dollars) rose 82% from the prior year level;

 

                  Total assets, deposits and loans posted increases of 72%, 63% and 79%, respectively;

 

                  Successful financing raised nearly $25 million, strengthening the capital base to support ongoing growth;

 

                  An experienced senior banker has been appointed to develop attractive new geographic markets.

 

For the three months ended March 31, 2004, First Regional’s net income totaled $1,662,000, equal to $0.50 per share (diluted), compared to $913,000 or $0.33 per share (diluted) for the corresponding quarter a year ago.

 

Jack A. Sweeney, chairman and chief executive officer, commented:  “We are pleased by First Regional’s continued ability to post robust gains in earnings as we implement expansion strategies designed to position the bank for further profitable growth.”

 

Mr. Sweeney continued: “While we have built our corporate infrastructure to keep pace with that growth, we have benefited from improved operational efficiency and economies of scale.  Our strong growth and increasing profitability also reflect the contributions of our regional offices and business units, each of which has the potential for further expansion and greater market penetration.”

 

In March 2004, First Regional raised approximately $25 million through the private placement of 583,465 common shares and trust-preferred securities.  Mr. Sweeney commented:  “A sound capital base is essential for our continued progress.  The institutional investors who participated in our capital transactions rank among the nation’s most respected fund managers.  We acknowledge once again the outstanding expertise and professionalism of the investment bankers at Keefe, Bruyette & Woods, who assisted us in these financing transactions.  Most of the net proceeds were contributed to the capital of our subsidiary, First Regional Bank, substantially strengthening its ability to support further growth.”

 

Mr. Sweeney also announced the appointment of Klaus Schilling as executive vice president:  “We are delighted to welcome Klaus Schilling to the First Regional team.  Klaus comes to First Regional after serving as president of a leading southern California bank.  He is an experienced and respected banker who brings a distinguished history of achievement to his new post, and will lead our expansion into a number of attractive new regions.”

 

Mr. Sweeney concluded:  “The year is off to a promising beginning, and we are enthusiastic about our prospects for continued progress as 2004 unfolds.  At this point, we are on target to achieve our objectives for the year.  Nevertheless, the future remains unpredictable, whether in terms of the economy, interest rates, or world events, and our performance could be impacted by unforeseen developments in these or other areas.

 

“As a management team, our primary goal is to build further value for shareholders.  We have a strong track record in this respect, having increased shareholder value approximately five fold over the past three years.  While past results are not necessarily indicative of future performance, we will continue to adhere to our conservative and proven strategies as we pursue the attractive opportunities that we believe are available to us.”

 

First Regional Bancorp is a bank holding company headquartered in Century City.  Its subsidiary, First Regional Bank, specializes in providing businesses and professionals with the management expertise of a major bank and the personalized service of an independent.

 

(over)

 

1



 

CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED)

 

 

 

(000’s omitted)

 

As of March 31

 

2004

 

2003

 

 

 

 

 

 

 

ASSETS:

 

 

 

 

 

Cash and due from banks

 

$

39,327

 

$

29,803

 

Investment securities

 

4,870

 

6,825

 

Funds sold

 

0

 

4,765

 

Federally guaranteed loans

 

8,642

 

14,477

 

Other loans, net

 

782,987

 

427,154

 

Premises and equipment

 

1,965

 

1,628

 

Other real estate owned

 

0

 

0

 

Other assets

 

20,006

 

13,789

 

 

 

 

 

 

 

Total assets

 

$

857,797

 

$

498,441

 

 

 

 

 

 

 

LIABILITIES AND CAPITAL:

 

 

 

 

 

Demand deposits

 

$

254,515

 

$

174,807

 

Savings deposits

 

35,608

 

26,371

 

Money market deposits

 

295,391

 

197,101

 

Time deposits

 

142,988

 

48,291

 

 

 

 

 

 

 

Total deposits

 

728,502

 

446,570

 

 

 

 

 

 

 

Funds purchased

 

0

 

0

 

Federal Home Loan Bank advances

 

32,500

 

0

 

Subordinated debentures

 

35,000

 

12,500

 

Other liabilities

 

8,846

 

8,294

 

 

 

 

 

 

 

Total liabilities

 

804,848

 

467,364

 

 

 

 

 

 

 

Stated capital

 

32,343

 

15,626

 

Retained earnings

 

20,606

 

15,450

 

Net unrealized gains (losses) on available-for-sale securities

 

0

 

1

 

 

 

 

 

 

 

Total capital

 

52,949

 

31,077

 

 

 

 

 

 

 

Total liabilities and capital

 

$

857,797

 

$

498,441

 

 

 

 

 

 

 

Book value per share outstanding

 

$

15.44

 

$

10.95

 

 

 

 

 

 

 

Total shares outstanding

 

3,429,559

 

2,838,864

 

 

2



 

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

 

 

 

(000’s omitted)

 

 

 

Three Months Ended
March 31

 

 

 

2004

 

2003

 

 

 

 

 

 

 

Interest and fees on loans

 

$

10,663

 

$

6,542

 

Interest on funds sold

 

33

 

61

 

Interest on securities

 

16

 

14

 

 

 

 

 

 

 

Revenue from earning assets

 

10,712

 

6,617

 

 

 

 

 

 

 

Interest on deposits

 

992

 

514

 

Interest on subordinated debentures

 

375

 

152

 

Interest on FHLB advances

 

145

 

0

 

Interest on funds purchased

 

1

 

2

 

 

 

 

 

 

 

Cost of funds

 

1,513

 

668

 

 

 

 

 

 

 

 

 

9,199

 

5,949

 

 

 

 

 

 

 

Provision for loan losses

 

887

 

300

 

 

 

 

 

 

 

Net revenue from earning assets

 

8,312

 

5,649

 

 

 

 

 

 

 

Other revenue

 

1,319

 

1,008

 

 

 

 

 

 

 

Salaries and related benefits

 

4,534

 

3,323

 

Occupancy expense

 

425

 

345

 

Other operating expenses

 

1,882

 

1,440

 

 

 

 

 

 

 

Total operating expenses

 

6,841

 

5,108

 

 

 

 

 

 

 

Income before provision for taxes

 

2,790

 

1,549

 

 

 

 

 

 

 

Provision for income taxes

 

1,128

 

636

 

 

 

 

 

 

 

Net income

 

1,662

 

$

913

 

 

(over)

 

3



 

 

 

(000’s omitted)

 

 

 

Three Months Ended
March 31

 

 

 

2004

 

2003

 

 

 

 

 

 

 

Net income per share

 

 

 

 

 

Basic

 

0.59

 

$

0.34

 

Diluted

 

0.50

 

$

0.33

 

 

 

 

 

 

 

Average shares outstanding

 

2,828,975

 

2,668,402

 

Diluted average shares

 

3,573,958

 

2,754,824

 

 

 

 

 

 

 

RATIO ANALYSIS

 

 

 

 

 

 

 

 

 

 

 

Return on Average Equity (%)

 

17.93

 

13.67

 

Return on Average Assets (%)

 

0.81

 

0.73

 

Efficiency Ratio (%)

 

65.04

 

73.42

 

Assets per Employee ($000s)

 

5,167

 

3,665

 

 

 

 

 

 

 

Nonperforming Assets ($000s)

 

651

 

85

 

Reserve for Loan Losses ($000s)

 

8,659

 

5,800

 

Nonperforming Assets /
Gross Loans (%)

 

0.08

 

0.02

 

Reserve for Loan Losses /
Nonperforming Assets (%)

 

1330.11

 

6823.53

 

Reserve for Loan Losses /
Gross Loans (%)

 

1.08

 

1.30

 

 

This report includes “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.  All statements, other than statements of historical fact, included herein may constitute forward-looking statements.  Although First Regional believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct.  Important factors that could cause actual results to differ materially from First Regional’s expectations include fluctuations in interest rates, inflation, government regulations, and economic conditions and competition in the geographic and business areas in which First Regional conducts its operations.

 

4


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