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As filed with the Securities and Exchange Commission on June 28, 1996
Registration No.: 333-02777
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
CU BANCORP
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
California 6711 95-3657044
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification Number)
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16030 VENTURA BOULEVARD
ENCINO, CALIFORNIA 91436
(818) 907-9122
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
STEPHEN G. CARPENTER
CHIEF EXECUTIVE OFFICER
16030 VENTURA BOULEVARD
ENCINO, CALIFORNIA 91436
(818) 907-9122
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
WITH A COPY TO:
Anita Y. Wolman, Esq. T. Hale Boggs, Esq.
General Counsel Manatt, Phelps & Phillips, LLP
16030 Ventura Boulevard 11355 W. Olympic Boulevard
Encino, California 91436 Los Angeles, California 90064
(818) 907-9122 (310) 312-4269
Approximate date of commencement of proposed sale to the public:
As soon as practicable after this Registration Statement has become effective.
If any of the securities being registered on this Form are to
be offered in connection with the formation of a holding company and there is
compliance with General Instruction G, check the following box: / /
CALCULATION OF REGISTRATION FEE
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<CAPTION>
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Proposed Proposed
Amount maximum maximum Amount of
Title of each class of to be offering price aggregate registration
securities to be registered registered(1) per unit(2) offering price(2) fee
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<S> <C> <C> <C> <C>
Common Stock without par value 5,940,034.00 $ 10.10 $ 60,000,000.00 $ 20,689.00
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(1) Based on approximate number of shares to be issued in respect of
outstanding shares of common stock of Home Interstate Bancorp
(2) Estimated solely for the purpose of calculating the amount of the
registration fee pursuant to Rule 457(c) and (f).
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
Date: June 27, 1996 C U BANCORP
STEPHEN G. CARPENTER
By
Stephen G. Carpenter
President and Chief
Executive Officer
PATRICK HARTMAN
By
Patrick Hartman
Chief Financial Officer
59
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Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the Registrant and in the capacities and on the dates indicated.
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<CAPTION>
Signature Title Date
- --------- ------- ----
<S> <C> <C>
KENNETH BERNSTEIN Director June 27, 1996
_________________
Kenneth Bernstein
STEPHEN G. CARPENTER
__________________________________ Director, June 27, 1996
Stephen G. Carpenter Chairman/
Chief Executive
Officer
________________________________ Director June 27, 1996
Richard H. Close Secretary
PAUL W. GLASS
___________________________________ Director June 27, 1996
Paul W. Glass
RONALD S. PARKER Director June 27, 1996
____________________
Ronald S. Parker
DAVID I. RAINER
____________________ Director, June 27, 1996
David I. Rainer President, Chief
Operating Officer
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Supplemental Information to be Furnished with Reports Filed Pursuant to Section
15(d) of the Act by Registrant Which Have Not Registered Securities Pursuant
to Section 12 of the Act.
The proxy statement with respect to the annual meeting of the shareholders
shall be furnished to shareholder subsequent to the filing of this Form 10-K
and shall also be furnished to the Securities and Exchange Commission.
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EXHIBIT 20
HOME INTERSTATE BANCORP CU BANCORP
1633 Cherry Avenue 16030 Ventura Boulevard
Signal Hill, California 90806 Encino, California 91436
(310) 988-9600 (818) 907-9122
June 26, 1996
Dear Shareholders:
We are pleased to announce that, as of June 21, 1996, the California
Superintendent of Banks approved the proposed merger between California United
Bank and Home Bank. This approval is subject to certain conditions including
shareholder approvals and other regulatory agency approvals.
As more fully set out on Pages 4 and 38 of the Joint Proxy
Statement/Prospectus dated June 10, 1996 (the "Joint Proxy Statement"), the
approval of the Federal Reserve Bank of San Francisco is also required for
consummation of the mergers between CU Bancorp and Home Interstate Bancorp and
California United Bank and Home Bank. The Federal Reserve Bank is currently
reviewing the applications filed by the parties.
We also want to take this opportunity to point out to you a
typographical error on Page 9 of the Joint Proxy Statement. In the bottom
quadrant of the page the equivalent per share value of Home Interstate Bancorp
Common Stock as adjusted pro forma for the merger and based upon the value of
CU Bancorp Common Stock on January 9, 1996 should have been $14.27 (Ask) and
$13.57 (Bid), respectively, assuming the conversion ratio of 1.409 shares of
CU Bancorp Common Stock for each share of Home Interstate Bancorp Common
Stock. We apologize for this error. For your convenience we enclose a gummed
"sticker" which should be inserted over the lower portion of Page 9 of the
Joint Proxy Statement so that the corrected material is easily accessible.
With the State Banking Department approval, we are optimistic about
the completion of this transaction in a timely manner. YOUR VOTE REMAINS
CRUCIAL TO THE MERGER. APPROVAL OF THE TRANSACTION REQUIRES THE AFFIRMATIVE
VOTE OF A MAJORITY OF THE OUTSTANDING SHARES OF EACH COMPANY. PLEASE VOTE
EARLY SO THIS CAN BE ACCOMPLISHED IN THE MOST EXPEDITIOUS MANNER.
Should you have any questions or comments, we would be pleased to hear
from you.
Very truly yours,
HOME INTERSTATE BANCORP CU BANCORP
/s/ JAMES P. STAES /s/ STEPHEN G. CARPENTER
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JAMES P. STAES, STEPHEN G. CARPENTER,
Chief Executive Officer Chief Executive Officer
