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 5, 2000
Community West Bancshares
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(Exact Name of Registrant as Specified in its Charter
California 000-23575 77-0446957
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(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification Number
445 Pine Avenue, Goleta, California, 93117
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(Address of Principal Executive Offices) (Zip Code)
(805) 692-1862
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Exhibit Index at Page: 2
Total No. of Pages: 3
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On December 1, 2000, Community West Bancshares, (the "Registrant") signed a
definitive agreement to sell its wholly owned subsidiary, Palomar Community Bank
("Palomar") to Centennial First Financial Services ("Centennial") for $10.5
million, representing approximately 1.6 times tangible book value. Under the
terms of the agreement Centennial will acquire all outstanding stock of Palomar
in exchange for $10.5 million in cash, payable to the Registrant on the date of
the closing. The sale is expected to be consummated in the third quarter of
2001. Centennial First Financial Services is located in Redlands, California.
A portion of the cash received from the sale will be used by the Registrant
to retire all holding company debt, currently $5.5 million. The remaining funds
will be used to buyback common stock, and to downstream capital to its primary
subsidiary, Goleta National Bank ("Goleta"), as well as to provide for general
corporate expenses. This downstream would allow for a significantly higher
level of growth for Goleta.
The Registrant acquired Palomar in 1998 by issuing 1,367,542 shares of
common stock. The transaction was accounted for as a purchase and the asset was
recorded on the Registrant's balance sheet at the market value of the shares
issued on the date of acquisition. This acquisition of Palomar by the
Registrant created $6 million in goodwill. In accordance with Generally
Accepted Accounting Principles ("GAAP"), the Registrant will recognize
approximately $1.5 million pre-tax charge this quarter related to the impairment
of that goodwill. Due to this charge being recognized in the current quarter,
the closing of the transaction is not expected to have a significant impact on
earnings in 2001.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
The following exhibit is filed as a part of this Current Report on Form 8-K:
2 Definitive Agreement December 1, 2000
99.2 Press Release on December 4, 2000
SIGNATURES
Pursuant to the requirement 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.
Date: December 5, 2000 COMMUNITY WEST BANCSHARES
By: /s/ Lynda Pullon Radke
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Lynda Pullon Radke
Senior Vice President and
Chief Financial Officer
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