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 and Exchange Act of 1934
Date of Report (Date of earliest event reported) September 22, 2000
THE SAN FRANCISCO COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 0-10198 94-3071255
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File number) Identification No.)
550 MONTGOMERY STREET, SAN FRANCISCO, CALIFORNIA 94111
(Address of principal executive offices)(Zip Code)
(415)781-7810
(Registrant's telephone number, including area code)
NONE
(Former name or former address, if changed since last report.)
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THE SAN FRANCISCO COMPANY
Item 5. OTHER EVENTS -
On September 22, 2000, the San Francisco Company and its
wholly owned subsidiary, Bank of San Francisco, entered into an
Agreement and Plan of Merger with First Banks America, Inc. The
press release issued on September 22, 2000 is attached as Exhibt
I.
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THE SAN FRANCISCO COMPANY
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
THE SAN FRANCISCO COMPANY
(Registrant)
Date: September 26, 2000 /s/ James E. Gilleran
James E. Gilleran
Chairman and Chief Executive Officer
Date: September 26, 2000 /s/Keary L. Colwell
Keary L. Colwell
Executive Vice President
and Chief Financial Officer
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PRESS RELEASE
Exhibit I
FIRST BANKS AMERICA, INC. BANK OF SAN FRANCISCO
ST. LOUIS, MISSOURI SAN FRANCISCO, CALIFORNIA
CONTACT: Frank H. Sanfilippo Keary L. Colwell
Executive Vice President Executive Vice President and
and Chief Financial Officer Chief Financial Officer
(314) 995-8700 (415) 781-7810
TRADED: NYSE
SYMBOL: FBA
FOR IMMEDIATE RELEASE
BANK OF SAN FRANCISCO AND
FIRST BANKS AMERICA, INC.
ANNOUNCE SIGNING OF
AGREEMENT AND PLAN OF MERGER
SAN FRANCISCO, CALIFORNIA, September 22, 2000. James E.
Gilleran, Chairman of the Board and Chief Executive Officer of
The San Francisco Company and its wholly-owned subsidiary, Bank
of San Francisco, and James F. Dierberg, Chairman, President and
Chief Executive Officer of First Banks America, Inc. (FBA)
jointly announced the signing of a Definitive Agreement providing
for the acquisition of Bank of San Francisco, San Francisco,
California, by FBA.
Bank of San Francisco has one banking location in the San
Francisco financial district. As of June 30, 2000, Bank of San
Francisco had total assets of $203 million. Mr. Gilleran
commented, "We are delighted that FBA will be the acquirer
because of their outstanding reputation. Our customers and
employees can look forward to the strength, convenience and
resources of the combined institutions."
Dierberg said, "We are excited about the opportunity to join
with Bank of San Francisco and to continue to build on the base
they have established. FBA currently has three other banking
locations in San Francisco, as well as nine in the surrounding
Bay area. This network of banking locations can further enhance
the services Bank of San Francisco provides its customers, and
allow them greater convenience."
The management of FBA and Bank of San Francisco expects a smooth
transition in this process. Under the terms of the agreement,
the shareholders of The San Francisco Company will receive $1.95
per share in cash, or a total of approximately $63.0 million. The
transaction, which is subject to regulatory approvals and other
conditions, is expected to be completed during the first quarter
of 2001. FBA had total assets of $1.1 billion as of June 30, 2000
and operates 17 commercial banking locations in California and
six commercial banking locations in Texas. Within California,
FBA operates First Bank of California, headquartered in
Sacramento, and Redwood Bank, headquartered in San Francisco. As
of June 30, 2000, these banks had total assets of $766 million.
In June 2000, FBA announced the signing of an agreement to
acquire Commercial Bank of San Francisco, which is also located
in the downtown San Francisco financial district, and, in August
2000, FBA announced the signing of an agreement to acquire
Millennium Bank, which has one office in the San Francisco
financial district and one office in the Oakland City Center. As
of June 30, 2000, Commercial Bank of San Francisco had total
assets of $177 million and Millennium Bank had total assets of
$104 million.
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