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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) - SEPTEMBER 23, 1999
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PACIFIC COMMUNITY BANKING GROUP
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(Exact name of registrant as specified in its charter)
CALIFORNIA 333-76401 33-0778067
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(Name or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
23332 MILL CREEK DRIVE, SUITE 230, LAGUNA HILLS, CALIFORNIA 92653
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(Address of principal executive officer) (Zip Code)
(Registrants' telephone number, including area code) -- (949) 460-4540
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(Former name or former address, if changed since last report.)
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Item 5. OTHER EVENTS
On September 8, 1999, Pacific Community Banking Group (the
"Company") announced that the Agreements with The Bank of Hemet, Riverside,
California, and Valley Bank, Moreno Valley, California, have been terminated
by the respective banks at the expiration of the agreement period.
The Agreements provided for the acquisition of both banks by the
Company and payment of each Bank's shareholders upon consummation of the
mergers. The merger consideration was to be funded in part by proceeds from
the initial public offering of the Company Stock through a firm commitment
underwriting and public offering.
Attached is the form of the press release that was issued by
Pacific Community Banking Group on September 8, 1999.
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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.
PACIFIC COMMUNITY BANKING GROUP
Dated: September 22, 1999 By: /s/ E. Lynn Caswell
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E. Lynn Caswell
President and Chief Executive Officer
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EXHIBIT 99(1)
* * * * N E W S R E L E A S E * * * *
Pacific Community Banking Group
Laguna Hills, California
September 8, 1999
Contact: E. Lynn Caswell - 949-460-4541
ACQUISITION AGREEMENTS TERMINATED IN THREE-PARTY TRANSACTION
Pacific Community Banking Group (PCBG) announced today that its
acquisition agreements with The Bank of Hemet, Riverside, California (NASDAQ
Bulletin Board:BHEM), ("Hemet") and Valley Bank, Moreno Valley, California
(VMOY -Electronic Bulletin Board) ("Valley") have been terminated by the
respective banks at the expiration of the agreement period.
The agreements provided for the acquisition of both banks by PCBG and
payment to each bank's shareholders upon the consummation of the mergers.
The merger consideration was to be funded in part by proceeds from the
initial public offering (IPO) of PCBG stock through a firm commitment
underwriting and public offering to be conducted by an underwriting group led
by Sutro & Co. of Los Angeles. The conditions in the acquisition agreements
for the consummation of the IPO were not met by the time provided for in the
agreements, and accordingly Hemet and Valley elected to terminate.
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