U. S. SECURITIES AND EXCHANGE COMMISSION FORM 10-K
AMENDMENT NO. 1
Washington, D. C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [Fee Required]
For the Fiscal Year Ended December 31, 1996
Commission File Number: 0-27384
- --------------------------------------------------------------------------------
CAPITAL CORP OF THE WEST
(Exact name of registrant as specified in its charter)
California 77-0405791
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1160 West Olive Avenue, Suite A Merced, California 95348-1952
(Address of principal executive offices) (Zip Code)
(209) 725-2200
(Registrant's telephone number, including area code)
Securities registered under Section 12(b) of the Act:
None
Securities registered under Section 12(g) of the Act (Title of Class):
Common Stock, no par value.
Preferred Stock, no par value.
The Registrant has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
X Yes No
- --- ---
Disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the best of Registrant's
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
Aggregate market value of the voting stock held by nonaffiliates of the
Registrant was approximately $32,165,469 (based on the $18.50 average of bid and
ask prices per common share on February 28, 1997). The number of shares
outstanding of the Registrant's common stock, no par value, as of February 28,
1997 was 1,738,674. No shares of preferred stock, no par value, were outstanding
at February 28, 1997.
Documents incorporated by reference:
Portions of the definitive proxy statement for the 1997 Annual Meeting of
Shareholders to be filed with the Securities and Exchange Commission pursuant to
Regulation 14A are incorporated by reference in Part I, Item 4; Part II, Item 9
and Part III, Items 10 through 13 and portions of the Annual Report to
Shareholders for 1996 are incorporated by reference in Part II, Item 5 through
8.
1
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange Act of
1934, as amended, the Company has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, on the 25th day of March,
1997
CAPITAL CORP OF THE WEST
By: /s/ THOMAS T. HAWKER
----------------------------------------------
THOMAS T. HAWKER
(President and Chief Executive Officer
of Capital Corp of the West)
By: /s/ JANEY E. BOYCE
----------------------------------------------
JANEY E. BOYCE
(Senior Vice President and Chief Financial Officer
of Capital Corp of the West)
<TABLE>
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
<CAPTION>
Signature Capacity Date
- --------- -------- ----
<S> <C> <C>
/s/ JERRY E. CALLISTER Chairman of the April 3, 1997
- ----------------------------------- Board of Directors
JERRY E. CALLISTER
/s/ HENRY DUPERTUIS Director April 3, 1997
- ----------------------------------
HENRY DUPERTUIS
/s/ ROBERT E. HOLL Director April 3, 1997
- ----------------------------------
ROBERT E. HOLL
/s/ BERTYL W. JOHNSON Director April 3, 1997
- ----------------------------------
BERTYL W. JOHNSON
/s/ DOROTHY L. BIZZINI Director April 3, 1997
- ----------------------------------
DOROTHY L. BIZZINI
/s/ LLOYD H. ALHEM Director April 3, 1997
- ----------------------------------
LLOYD H. ALHEM
/s/ JAMES W. TOLLADAY Director April 3, 1997
- ----------------------------------
JAMES W. TOLLADAY
/s/ JACK F. CAUWELS Director April 3, 1997
- ----------------------------------
JACK F. CAUWELS
<PAGE>
/s/ THOMAS T. HAWKER Director/CEO April 3, 1997
- ----------------------------------
THOMAS T. HAWKER
/s/ JOHN FAWCETT Director April 3, 1997
- ----------------------------------
JOHN FAWCETT
/s/ TAPAN MONROE Director April 3, 1997
- ----------------------------------
TAPAN MONROE
/s/ JANEY E. BOYCE Chief Financial & April 3, 1997
- ---------------------------------- Accounting Officer
JANEY E. BOYCE
CAPITAL CORP OF THE WEST
</TABLE>
<PAGE>
<TABLE>
(c) Exhibits
The following is a list of all exhibits required by Item 601 of Regulation
S-K to be filed as part of this Form 10-K:
<CAPTION>
Sequentially
Exhibit Numbered
Number Exhibit Page
------ ------- ----------
<S> <C> <C>
3.1 Articles of Incorporation (filed as Exhibit 3.1 of the Company's *
September 30, 1996 Form 10Q filed with the SEC on or about
November 14, 1996).
3.2 Bylaws (filed as Exhibit 3.2 of the Company's September 30, 1996 Form *
10Q filed with the SEC on or about November 14, 1996).
10 Employment Agreement between Thomas T. Hawker and Capital Corp.
10.1 Administration Construction Agreement (filed as Exhibit 10.4 of the *
Company's 1995 Form 10K filed with the SEC on or about March 31,
1996).
10.2 Stock Option Plan (filed as Exhibit 10.6 of the Company's 1995 Form *
10K filed with the SEC on or about March 31, 1996).
10.3 401(k) Plan (filed as Exhibit 10.7 of the Company's 1995 Form 10K *
filed with the SEC on or about March 31, 1996).
10.4 Employee Stock Ownership Plan (filed as Exhibit 10.8 of the *
Company's 1995 Form 10K filed with the SEC on or about March 31,
1996).
11 Statement Regarding the Computation of Earnings Per Share is
incorporated herein by reference from Note 1 of the Company's
Consolidated Financial Statements.
13 Annual Report to Security Holders.
27 Financial Data Schedule
* Denotes documents which have been incorporated by reference.
</TABLE>
(d) Financial Statement Schedules
All other supporting schedules are omitted because they are not applicable,
not required, or the information required to be set forth therein is
included in the financial statements or notes thereto incorporated herein by
reference.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial information extracted from Capital
Corp of the West Annual Report for 1996 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 12,982,000
<SECURITIES> 43,378,000
<RECEIVABLES> 183,247,000
<ALLOWANCES> (2,792,000)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 11,368,000
<DEPRECIATION> (5,102,000)
<TOTAL-ASSETS> 265,989,000
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 20,974,000
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 265,989,000
<SALES> 0
<TOTAL-REVENUES> 22,286,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 10,736,000
<LOSS-PROVISION> 1,513,000
<INTEREST-EXPENSE> 6,865,000
<INCOME-PRETAX> 3,172,000
<INCOME-TAX> 1,163,000
<INCOME-CONTINUING> 2,009,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,009,000
<EPS-PRIMARY> 1.27
<EPS-DILUTED> 1.27
</TABLE>
