-----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, Gz2xeCWMJgmv8HQQNk/0AZo3B0GeDB/WDmLwBLgKO+bg/M2sETHZPwea/Fewr6u3 ByQ2QM2kKombJymsnsOmBg== 0001104659-08-075071.txt : 20081205 0001104659-08-075071.hdr.sgml : 20081205 20081205170410 ACCESSION NUMBER: 0001104659-08-075071 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081205 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20081205 DATE AS OF CHANGE: 20081205 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: 081233594 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 a08-29901_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:  December 5, 2008

(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)

 

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:

 

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 pursuant 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 7.01 Regulation FD Disclosure.

 

Executive management of First Regional Bancorp has provided the following information in response to questions received from securities analysts and others.

 

Question:                                           First Regional has stated that it meets all financial ratio requirements for “Well Capitalized” status.  What are those standards, and how do First Regional’s capital ratios compare to the standards?

 

Answer:                                                   Under the Prompt Corrective Action program, banking regulators have established different levels of capital adequacy based on the capital ratios of financial institutions.  The highest capital level under this program is “Well Capitalized.”  The computation of the September 30, 2008 capital ratios of First Regional Bancorp and its subsidiary, First Regional Bank, along with the Well Capitalized ratio standards are as follows:

 

 

 

 

 

Well

 

First

 

First

 

 

 

 

 

Capitalized

 

Regional

 

Regional

 

 

 

 

 

Standard

 

Bancorp

 

Bank

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity Capital

 

 

 

160,742,000

 

233,476,000

 

 

 

Plus:

Unrealized Gains

 

 

 

8,000

 

8,000

 

 

 

Plus:

Trust Preferred Securities Qualifying as

 

 

 

 

 

 

 

 

 

 

Tier I Capital

 

 

 

53,583,000

 

0

 

Line 1

 

Tier I Capital

 

 

 

214,333,000

 

233,484,000

 

 

 

Plus:

Trust Preferred Securities Qualifying as

 

 

 

 

 

 

 

 

 

 

Tier II Capital

 

 

 

43,917,000

 

0

 

 

 

Plus:

Portion of Loan Loss

 

 

 

 

 

 

 

 

 

 

Reserve Qualifying as Tier II  Capital

 

 

 

31,999,000

 

31,962,000

 

Line 2

 

Total Capital

 

 

 

290,249,000

 

265,446,000

 

 

 

 

 

 

 

 

 

 

 

Line 3

 

Average Total Assets

 

 

 

2,444,491,000

 

2,435,671,000

 

Line 4

 

Average Risk-weighted Assets

 

 

 

2,536,697,000

 

2,532,993,000

 

 

 

 

 

 

 

 

 

 

 

 

 

Tier I Leverage Ratio

 

 

 

 

 

 

 

 

 

(Line 1 / Line 3)

 

5.00

%

8.77

%

9.59

%

 

 

 

 

 

 

 

 

 

 

 

 

Tier I Capital Ratio

 

 

 

 

 

 

 

 

 

(Line 1 / Line 4)

 

6.00

%

8.45

%

9.22

%

 

 

 

 

 

 

 

 

 

 

 

 

Total Capital Ratio

 

 

 

 

 

 

 

 

 

(Line 2 / Line 4)

 

10.00

%

11.44

%

10.48

%

 

2


 

Question:                                           Is First Regional participating in the Treasury Department’s Capital Purchase Program?

 

Answer:                                                   The Company has thoroughly examined the Capital Purchase Program of the Treasury’s Troubled Assets Relief Program (the “TARP Capital Program”), under which the Federal government injects capital into financial institutions through the purchase of preferred stock and warrants.  Since both the Company and First Regional Bank already exceed all financial ratio requirements for “Well Capitalized” status, neither the significant dilution that would result from the issuance of the warrants nor the costs related to the preferred stock appear to be justified.  Accordingly, First Regional is not seeking capital under the TARP Capital Program.

 

Question:                                           Does First Regional anticipate involvement in other government programs relating to the Emergency Economic Stabilization Act?

 

Answer:                                                   First Regional is monitoring the many programs which continue to emerge as part of the Federal government’s efforts to stabilize and strengthen the nation’s economy.   All programs are evaluated based on their applicability to First Regional, and whether they will provide benefit to the Company and its shareholders.  The Company has determined that its subsidiary, First Regional Bank, will participate in the program to provide full deposit insurance coverage of non-interest bearing deposit transaction accounts under the FDIC’s Temporary Liquidity Guarantee Program.  As neither the Company nor First Regional Bank anticipate issuing qualifying debt, they will not participate in the debt guarantee portion of the Temporary Liquidity Guarantee Program.

 

Question:                                           First Regional has reported its total “non-performing assets” and loans past due 30 to 89 days.  Can you provide an update on the composition and status of these items?

 

Answer:                                                   Per banking industry convention, non-performing assets consist of loans past due 90 or more days and still accruing interest, loans on non-accrual status, and other real estate owned (“OREO”).  As of September 30, 2008 First Regional had no loans past due 90 or more days which were still accruing.  First Regional’s non-performing assets as of that date were as follows:

 

Amount

 

Status

 

Asset Type

 

Collateral

 

 

 

 

 

 

 

 

 

3,734,400

 

Nonaccrual

 

Land Loan

 

105 acres of residential land in Riverside County, California

 

5,290,400

 

Nonaccrual

 

Land Loan

 

18 acres of residential land in Riverside County, California

 

3,345,000

 

Nonaccrual

 

Land Loan

 

Residential land (for 34 units) in Los Angeles County, California

 

12,025,000

 

Nonaccrual

 

Land loan

 

162 acres of residential land in Riverside County, California

 

20,744,204

 

Nonaccrual

 

Construction Loan

 

Condominium project in Spring Valley (San Diego County) California

 

1,384,051

 

Nonaccrual

 

Construction Loan

 

Residence in Los Angeles, California. Paid off in November, 2008

 

3,930,467

 

Nonaccrual

 

Construction Loan

 

Luxury residence in Tarzana (Los Angeles County) California

 

8,081,850

 

Nonaccrual

 

Construction Loan

 

Condominium conversion in San Diego County, California

 

3,050,000

 

 

 

OREO

 

23 acres of residential land in Silverdale, Washington

 

3,647,800

 

 

 

OREO

 

Apartment building in San Diego County, California

 

2,000,000

 

Nonaccrual

 

Loan to Individual

 

Unsecured – borrower deceased

 

 

 

 

 

 

 

 

 

67,233,172

 

Gross Non-performing Assets

 

 

 

33,990,238

 

Less: prior writedowns

 

 

 

140,800

 

Less: writedowns this period

 

 

 

33,102,134

 

Reported Non-performing Assets

 

 

 

 

First Regional’s loans which were 30 to 89 days past due as of September 30, 2008 were as follows:

 

Amount

 

Status

 

Asset Type

 

Collateral

 

 

 

 

 

 

 

 

 

16,575,000

 

Past Due 30-89 days

 

Land Loan

 

9 acres of residential land in Los Angeles County, California

 

401,174

 

Past Due 30-89 days

 

Construction Loan

 

Condominium project in San Diego County, California

 

1,617,705

 

Past Due 30-89 days

 

Loan to Company

 

Unsecured

 

1,500,000

 

Past Due 30-89 days

 

Loan to Company

 

Unsecured

 

194,980

 

Past Due 30-89 days

 

Loan to Individual

 

Unsecured

 

324,829

 

Past Due 30-89 days

 

Loan to Individual

 

Unsecured

 

 

 

 

 

 

 

 

 

20,613,688

 

Gross Other Delinquent Loans

 

 

 

0

 

Less: prior writedowns

 

 

 

20,613,688

 

Reported Other Delinquent Loans

 

 

 

 

3


 

Question:                                           First Regional’s time deposits experienced significant growth over the past twelve months.  What is the reason for this increase?

 

Answer:                                                   The third quarter growth in First Regional’s time deposits reflects the Company’s decision to increase deposits obtained from under-represented sources such as time deposits.  Historically, the Company has not competed aggressively for such deposits, since the cost of time deposits is typically higher than the costs of the Company’s other funding sources.  In the second quarter of 2008, however, the Company made the decision to seek more time deposits in order to reduce the utilization of supplemental funding sources (such as advances from the Federal Home Loan Bank) in order to hold such supplemental sources in reserve to deal with possible future funding needs.  This program continued in the third quarter of 2008.  The increase in time deposits was accomplished by quoting more competitive interest rates than had previously been the Company’s practice, and while the cost of the deposits is higher than the supplemental funding sources which they replaced, the rates paid remained at the low end of the market for such deposits.

 

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.

 

Statements made herein are made as of the date hereof only.  The Company shall have no obligation to update information and forward-looking statements presented herein.

 

4


 

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:  December 5, 2008

 

 

 

FIRST REGIONAL BANCORP

 

 

 

 

 

By:

  /s/ Thomas E. McCullough

 

 

Thomas E. McCullough

 

 

Corporate Secretary

 

5

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