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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) - DECEMBER 24, 1998
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BYL BANCORP
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(Exact name of registrant as specified in its charter)
CALIFORNIA 000-23257 33-0755794
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(Name or other jurisdiction (Commission IRS Employer
of incorporation) File Number) Identification No.)
1875 NORTH TUSTIN AVENUE, ORANGE, CALIFORNIA 92865
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(Address of principal executive officer) (Zip Code)
(Registrants' telephone number, including area code) -- (714) 685-1317
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18206 IMPERIAL HIGHWAY, YORBA LINDA, CA 92886
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(Former name or former address, if changed since last report.)
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Item 5. OTHER EVENTS
On December 10, 1998, BYL Bank Group ("BYL"), a wholly-owned subsidiary of
BYL Bancorp (the "Company"), entered into a Pooling and Servicing Agreement
dated as of October 31, 1998 (the "Pooling Agreement") between BYL, as
Servicer and Master Servicer, and Marine Midland Bank, as Trustee (the
"Trustee") whereby BYL has transferred certain unguaranteed interests (the
"Unguaranteed Interests") in loans (the "SBA Loans") partially guaranteed by
the U.S. Small Business Administration ("SBA") to a newly-created trust (the
"Trust") for the benefit of the SBA and the holders of certificates
representing interests in such Trust. The Trust consists of the
Unguaranteed Interests in such SBA Loans that are subject to the Pooling
Agreement, and the Trust has issued three (3) classes of certificates
representing certain fractional undivided ownership interests in the Trust.
The aggregate principal amount of the Unguaranteed Interests delivered to the
Trust on October 31, 1998 equaled approximately $38.1 million.
Pursuant to the Pooling Agreement, the Trust issued $34.4 million aggregate
principal amount of BYL Bank Group SBA Loan-Backed Adjustable Rate
Certificates, Series 1998-1, Class A ("Class A Certificates"), $6.02 million
aggregate principal amount of BYL Bank Group SBA Loan-Backed Adjustable Rate
Certificates, Series 1998-1, Class M ("Class M Certificates") and $2.58
million aggregate principal amount of BYL Bank Group SBA Loan-Backed
Adjustable Rate Certificates, Series 1998-1, Class B ("Class B
Certificates").
The Class A and the Class M Certificates were sold to a limited number of
"Qualified Institutional Buyers" as defined in Rule 144A under the Securities
Act of 1933, and institutional "Accredited Investors" as defined in Rule 501
under the Securities Act. Pursuant to the requirements of the SBA, the Class
B Certificate were retained by BYL and are subordinate to the Class A and
Class M Certificates. The Class M Certificates are subordinate to the Class A
Certificates.
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The securities offered will not be and have not been registered under the
Securities Act of 1933 and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.
ITEM 7. FINANCIAL STATEMENT AND EXHIBITS
(c) Exhibits
99(1) Copy of Press Release.
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SIGNATURE
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
BYL BANCORP
Dated: December 24, 1998 By: /s/ BARRY J. MOORE
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Barry J. Moore
Senior Executive Vice President
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FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION
PLEASE CONTACT:
December 28, 1998 ROBERT UCCIFERRI, PRESIDENT
AND CHIEF EXECUTIVE OFFICER, OR
BARRY MOORE, SENIOR EVP
AND CHIEF FINANCIAL OFFICER
(714) 685-1317
PRESS RELEASE
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BYL BANCORP ANNOUNCES SALE OF UNGUARANTEED
INTERESTS IN SBA LOANS
Yorba Linda, CA - BYL Bank Group ("BYL"), a wholly-owned subsidiary of BYL
Bancorp (the "Company") (NASDAQ National Market "BOYL"), announced that BYL
has sold approximately $38.1 million of aggregate principal amount of
unguaranteed interests (the "Unguaranteed Interests") in loans (the "SBA
Loans") partially guaranteed by the U.S. Small Business Administration (the
"SBA") to a newly-created trust (the "Trust") for the benefit of the SBA and
the holders of certificates representing interests in such Trust. The Trust
consists of the Unguaranteed Interests in the SBA Loans, and the Trust has
issued 3 classes of certificates representing certain fractional undivided
ownership interests in the Trust (the "Certificates").
The Certificates bear adjustable interest rates with the Class A Certificates
constituting $34.4 million aggregate principal amount, the Class M
Certificates constituting $6.02 million aggregate principal amount, and the
Class B Certificates constituting $2.58 million aggregate principal amount.
The Class B Certificates were retained by BYL and are subordinate to the
Class A and Class M Certificates. The Class M Certificates are subordinate to
the Class A Certificates. The Class A and the Class M Certificates were sold
to a limited number of "Qualified Institutional Buyers" as defined in Rule
144A under the Securities Act of 1933 and institutional "Accredited
Investors" as defined in Rule 501 under the Securities Act.
Robert Ucciferri, President and CEO of the Company, stated "We are very
pleased with the results of this sale of the unguaranteed interests of SBA
loans. As has been the case in similar past sales of the unguaranteed
interests in our SBA loans, this latest sale is part of our plan to
periodically sell the unguaranteed portions which are created through our
substantial SBA loan origination activities."
BYL Bancorp is a California corporation headquartered in Yorba Linda,
California whose principal operating subsidiary is the BYL Bank Group. The
Bank Group's primary market area is Orange and Riverside Counties, California
in which it operates nine full-service banking centers and two divisional
loan origination offices. Additionally, the Bank Group has mortgage loan
origination offices in Arizona, Colorado, Kansas, Oregon, Utah and Washington
state. The Bank's specialized loan origination divisions, Mortgage and SBA,
operate under the name of Bank of Yorba Linda, a division of BYL Bank Group.
The Bank Group specializes in originating and selling non-conforming and
conforming residential real estate loans and SBA guaranteed loans. The shares
of common stock of BYL Bancorp trade on the NASDAQ National Market System
under the symbol "BOYL".
