SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number:
SVB Financial Services, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 22-3438058
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
103 West End Avenue, Somerville, New Jersey 08876
(Address of principal executive officers) (Zip Code)
(908) 704-1188
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant (1) 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
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
[ ] Yes [ X ] No
As of June 30, 1996 there were no shares of common stock, $4.17 par value
outstanding
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SOMERSET VALLEY BANK
FORM 10-Q
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 Financial Statements (see Note below)
ITEM 2 Management's Discussion and Analysis of Financial Condition
and Results of Operations (see Note below)
PART II - OTHER INFORMATION
ITEM 1 Legal Proceedings
ITEM 2 Change in Securities
ITEM 3 Defaults upon Senior Securities
ITEM 6 Exhibits and Reports on Form 8-K
SIGNATURES
Part I - Financial Information
Item 1 - Financial Statements (see Note below)
Item 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations (see Note below)
NOTE: SVB Financial Services, Inc. (The Company) was incorporated under the laws
of the State of New Jersey on February 7, 1996 for the sole purpose of becoming
the one bank holding company for Somerset Valley Bank (the Bank). On May 30,
1996, the shareholders of Somerset Valley Bank approved the exchange of shares
upon the terms and conditions set for in the Proxy Statement and Prospectus of
SVB Financial Services, Inc. dated April 2, 1996. Among those terms and
conditions were the acceptance of the Exchange Offer by at least 80% of the
outstanding shares of the common stock of Somerset Valley Bank. Such acceptance
would be accomplished by delivering the shares to the Exchange Agent before 5:00
p.m. on June 25, 1996, unless extended to a date not later than July 30, 1996.
Other terms and conditions included the approval of the Board of Governors of
the Federal Reserve System and the New Jersey Commissioner of Banking.
As of June 30, 1996, the Company has not yet received the 80% of the outstanding
shares of common stock of Somerset Valley Bank and the period of acceptance of
the Exchange Offer was extended to July 30, 1996. The Company had also not yet
received the approvals of either the Board of Governors of the Federal Reserve
System or the New Jersey Commissioner of Banking. As a result, the Company has
not issued any of its authorized shares and has no assets, liabilities or equity
as of June 30, 1996, and there are no financial statements or Management's
<PAGE>
Discussion and Analysis of Financial Condition and Results of Operations in this
report.
When the terms and conditions of the Exchange Offer have been met, the Company
will acquire all of the assets, liabilities and equity of the Bank and its
Financial Statements will be consolidated with those of the Bank.
<PAGE>
Part II - Other Information
Item 1 Legal Proceedings
None
Item 2 Change in Securites
None
Item 3 Defaults upon Senior Securities
None
Item 4 Submission of Matters to a vote of Securities Holders
The shareholders of Somerset Valley Bank were solicited by
proxy by SVB Financial Services, Inc. For a special meeting of
the shareholders of Somerset Valley Bank held on May 30, 1996.
The purpose of the meeting was to approve the offer of SVB
Financial Services, Inc. to exchange shares of its common
stock for all of the outstanding shares of the common stock of
Somerset Valley Bank, upon the terms and conditions set forth
in the Proxy Statement and Prospectus of SVB Financial
Services, Inc. dated April 2, 1996. The results of the vote
were as follows:
Total Votes Cast 766,579 (78.4%)
Votes For 765,529
Votes Against 100
Abstaining 500
Item 6 - Exhibits and Reports on Form 8-K
None
(3) (I) Articles of Incorporation. The certificate of
incorporation of SVB Financial Services, Inc. dated February
7, 1996 is incorporated by reference to the company's Form S-1
filed with the Securities and Exchange Commission on April 2,
1996, accepted that date and effective April 22, 1996
Registration No. 333-3180.
(3) (ii) By-laws of SVB Financial Services, Inc. Are incorporated
by reference to the company's Form s-1 filed with the
Securities and Exchange Commission on April 2, 1996.
<PAGE>
SIGNATURES
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.
SVB FINANCIAL SERVICES, INC.
Dated: __________________ By:
Robert P. Corcoran, President
By:
Keith B. McCarthy, Principal Financial
and Chief Accounting Officer
