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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 THE REPORT: January 7, 2000
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VIB Corp
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(Exact name of the registrant as specified in its charter)
California
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(State or other jurisdiction of incorporation
333-43021 33-0780371
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(Commission File Number) (IRS Employer I.D. Number)
1498 Main Street, El Centro, California 92243
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(Address of principal executive offices) (Zip Code)
(760) 337-3200
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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)
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Item 2. Acquisition or Disposition of Assets.
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On January 7, 2000, pursuant to the Agreement and Plan of Reorganization
dated September 7, 1999, Kings River Bancorp ("Bancorp") merged with KRBHC
Merger Corp, Registrant's wholly-owned subsidiary. The merged entity was then
merged with and into Registrant, thus making Kings River State Bank ("Bank") a
wholly-owned subsidiary of Registrant.
As a result, Registrant acquired total assets of $87.9 million, comprising
$5.9 million in cash and due from banks, $25.3 million in securities and
investments, $54.4 million in net loans and $2.3 million in other assets. Total
liabilities assumed amount to $80.1 million, of which $72.7 million comprised
deposits. The remainder represented other borrowed funds and other liabilities.
The merger with Bancorp and resultant acquisition of Bank was a cash
transaction. The total purchase price was $21,728,325, or $72.22 per share for
each of Bancorp's 300,863 shares of common stock. The funds necessary for the
purchase originated primarily from the up- streaming of dividends from Valley
Independent Bank ("VIB"), a wholly-owned subsidiary of Registrant, to
Registrant. In addition, Registrant cashed some of its deposit accounts held
with VIB. Additionally, Dennis L. Kern, the Registrant's President and Chief
Executive Officer, was added to Bank's Board of Directors.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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A. Financial Statements of Business Acquired.
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Registrant's investment in Bank as a percentage of Registrant's total
consolidated assets, Bank's assets as a percentage of total consolidated assets,
and Bank's pre-tax income as a percentage of total consolidated pre-tax income
are all less than 20%. Accordingly, pursuant to Rule 3-05(b)(2)(i) of Regulation
S-X, no financial statements are required.
B. Pro Forma Financial Information.
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Pursuant to Rule 11-01(c) of Regulation S-X, pro forma combined
financial information is not required.
C. Exhibits.
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2.1 Agreement and Plan of Reorganization by and
between VIB Corp and Kings River Bancorp
and Kings River State Bank dated September
7, 1999 . . . . . . . . . . . . . . . . . . . . . . . (1)
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1 Filed as Exhibit 2.1 to Registrant's Form 8-K dated September 16, 1999.
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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 hereunto duly authorized.
VIB CORP
Date: January 18, 2000 /s/ Harry G. Gooding, III
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Harry G. Gooding, III
Executive Vice President
and Chief Executive Officer
