-----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, D1x4In/tq3Icizrck4bd47KSHqTywIkDG7lHfxTljFtze0JoDKAXT1mUSGhOUJk0 BCkXjP+usmkQRx4IIRDysQ== 0001171843-10-001082.txt : 20100609 0001171843-10-001082.hdr.sgml : 20100609 20100608181537 ACCESSION NUMBER: 0001171843-10-001082 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100607 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100609 DATE AS OF CHANGE: 20100608 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HERITAGE OAKS BANCORP CENTRAL INDEX KEY: 0000921547 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 770388249 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25020 FILM NUMBER: 10885468 BUSINESS ADDRESS: STREET 1: 545 12TH ST CITY: PASO ROBLES STATE: CA ZIP: 93446 BUSINESS PHONE: 8052395200 MAIL ADDRESS: STREET 2: 545 12TH ST CITY: PASO ROBLES STATE: CA ZIP: 93446 8-K 1 document.htm FORM 8-K FILING DOCUMENT

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 7, 2010


Heritage Oaks Bancorp
(Exact name of registrant as specified in its charter)

California   000-05020   77-0388249
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)


  545 12th Street, Paso Robles, CA   93446  
  (Address of principal executive offices)   (Zip Code)  

Registrant's telephone number, including area code:   805-369-5200



________________________________________________________________________________
(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))

SECTION 8 - Other Events

Item 8.01. Other Events.

     On June 8, 2010, the Company issued a press release announcing the closing of the escrow previously entered into with Patriot Financial Partners, L.P. and Patriot Financial Partners Parallel, L.P., which resulted in the Company's receipt of approximately $4.0 million and issuance of 4,072 shares of its Series B Mandatorily Convertible Adjustable Rate Cumulative Perpetual Preferred Stock. The Company also announced the repurchase of $5.0 million face amount of trust preferred securities for $3.3 million, resulting in a pre-tax gain of approximately $1.7 million and annual savings of interest expense of approximately $344 thousand. The Press Release is attached to this Form 8-K as Exhibit 99.1 and incorporated herein by reference.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being filed herewith:

Exhibit No.

Description


99.1

Press Release dated June 8, 2010


SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    Heritage Oaks Bancorp
(Registrant)

June 9, 2010
(Date)
  /s/ MARGARET TORRES
Margaret Torres
Chief Financial Officer
(Principal Financial Officer)
EX-99.1 2 newsrelease.htm PRESS RELEASE Heritage Oaks Bancorp Closes Escrow for Sale of $4.0 Million of Preferred Stock and Redeems $5.0 Million in Trust Preferred Securities for $1.7 Million Gain

EXHIBIT 99.1

Heritage Oaks Bancorp Closes Escrow for Sale of $4.0 Million of Preferred Stock and Redeems $5.0 Million in Trust Preferred Securities for $1.7 Million Gain

PASO ROBLES, Calif., June 8, 2010 (GLOBE NEWSWIRE) -- Heritage Oaks Bancorp (Nasdaq:HEOP) ("Company"), the holding company of Heritage Oaks Bank, today announced that in connection with its March 2010 private placement of preferred stock and following the recent receipt of all necessary regulatory approvals or non-objections, on June 7, 2010 it closed escrow with Patriot Financial Partners, L.P. and Patriot Financial Partners Parallel, L.P. (collectively, "Patriot Financial") for the issuance of 4,072 additional shares of Series B Mandatorily Convertible Adjustable Rate Cumulative Perpetual Preferred Sto ck (the "Series B Preferred Stock") in exchange for approximately $4.0 million. Together with the previously announced closing in March 2010, the Company has raised gross proceeds of approximately $60.0 million. The closing of escrow brought the overall ownership of Patriot Financial Partners to approximately 14.4%, assuming the complete conversion to common stock of all of the Company's presently issued and outstanding Series B Preferred Stock.

On June 8, 2010, the Company used $3.3 million of the proceeds to repurchase the $5.0 million in face amount trust preferred securities issued by Heritage Oaks Capital Trust III, and the related junior subordinated debentures issued by the Company. The repurchase resulted in a pre-tax gain of approximately of $1.7 million, and will result in annual savings in interest expense of approximately $344 thousand to the Company. The repurchase was made pursuant to the non-objection of the Federal Reserve Bank of San Francisco and approval of the United States Treasury Department. 

Commenting on the closing of escrow and repurchase of trust preferred securities, Lawrence P. Ward, president and CEO, said, "We are very pleased to have received all regulatory approvals necessary to complete our capital transaction.  By achieving our goal of raising $60 million in new capital, we were able to finalize the transaction to repurchase an outstanding trust preferred security at a substantial gain to the Company."  

About the Company

Heritage Oaks Bancorp is the holding company for Heritage Oaks Bank, which operates as Heritage Oaks Bank and Business First, a division of Heritage Oaks Bank. Heritage Oaks Bank has its headquarters plus one branch office in Paso Robles, two branch offices in San Luis Obispo, single branch offices in Cambria, Arroyo Grande, Atascadero, Templeton, San Miguel and Morro Bay and three branch offices in Santa Maria. Heritage Oaks Bank conducts commercial banking business in San Luis Obispo County and Northern Santa Barbara County. The Business First division has two branch offices in Santa Barbara. Visit Heritage Oaks Bancorp on the Web at www.heritageoaksbancorp.com.

The Heritage Oaks Bancorp logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7045

Securities Laws Matters

Statements concerning future performance, developments or events, expectations for growth, income forecasts, sales activity for collateral, 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 ongoing financial crisis in the United States and the markets in which the Company operates, and the response of the federal and state government and our regulators thereto, continued growth, the Bank's beliefs as to the adequacy of its existing and anticipated allowances for loan losses, beliefs and expectations regarding actions that may be taken by regulatory authorities having oversight of the Bank's operations, interest rates and financial policies of the United States government, continued weakness in the real estate markets within which we operate and general economic conditions. Additional information on these and other factors that could affect financial results are included in Heritage Oaks Bancorp's Securities and Exchange Commission filings. If any of these risks or uncertainties materializes or if any of the assumptions underlying such forward-looking statements proves to be incorrect, Heritage Oaks Bancorp's results could differ materially from those expressed in, implied or projected by such forward-looking statements. Heritage Oaks Bancorp assumes no obligation to update such forward-looking statements.

CONTACT:  Heritage Oaks Bancorp
          Lawrence P. Ward, CEO
          (805) 369-5200
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