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): July 31, 2000
PACIFIC CAPITAL BANCORP
(Exact name of registrant as specified in its charter)
California 0-11113 95-3673456
(State or other jurisdiction of (Commission File Number) (I.R.S. employer
incorporation or organization) identification number)
200 East Carrillo Street, Suite 300
Santa Barbara, California 93101
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (805) 564-6310
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ITEM 5. OTHER EVENTS.
On July 31, 2000, Pacific Capital Bancorp, Santa Barbara, California (the
"Company"), completed its acquisition of all of the outstanding capital stock of
San Benito Bank, Hollister, California. The Company acquired San Benito Bank
through the statutory merger(the "Merger") of Interim San Benito, Inc., a wholly
owned subsidiary of the Company, with and into San Benito Bank, with San Benito
Bank being the surviving corporation in the Merger.
As a result of the Merger, and in accordance with the terms of the
agreement and plan of merger, each of the 2,867,984 outstanding shares of San
Benito Bank common stock was converted into 0.605 shares of Pacific Capital
Bancorp common stock, plus cash in lieu of any fractional share interests. In
addition, pursuant to the terms of the agreement and plan of merger, all
outstanding and unexercised options to purchase shares of common stock of San
Benito Bank granted under various stock option plans maintained by San Benito
Bank were assumed by Pacific Capital Bancorp and were converted into stock
options to purchase shares of Pacific Capital Bancorp common stock.
The Merger, which was approved by the shareholders of San Benito Bank at a
special meeting held on June 20, 2000, was accounted for under the pooling of
interests method of accounting for business combinations.
Effective August 1, 2000, San Benito Bank was then merged with and into
First National Bank of Central California, a wholly owned subsidiary of Pacific
Capital Bancorp, with First National Bank of Central California as the surviving
bank.
A copy of the Company's press release announcing its completion of the
acquisition of San Benito Bank is attached as Exhibit 99.1 to this Current
Report and is incorporated herein by this reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits.
The following exhibits are furnished in accordance with Item 601 of
Regulation S-K.
Exhibit No. Description
99.1 Press Release dated July 31, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
PACIFIC CAPITAL BANCORP
Dated: August 7, 2000 By:
William S. Thomas, Jr, President
and CEO
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INDEX TO EXHIBITS
Exhibit No. Description
99.1 Press Release of Pacific Capital Bancorp, dated July 31, 2000, announcing
completion of acquisition of San Benito Bank..
<PAGE>
EXHIBIT 99.1
PACIFIC CAPITAL BANCORP
COMPLETES ACQUISITION OF
SAN BENITO BANK
Santa Barbara, California, July 31, 2000 - Pacific Capital Bancorp
(Nasdaq:SABB) announced that its acquisition of Hollister, California-based San
Benito Bank (OTC BB:SABH), was completed today. San Benito Bank operates three
offices in San Benito County and one in Santa Clara County. San Benito Bank will
be combined with First National Bank of Central California, and will continue to
operate under the San Benito Bank name.
The acquisition of San Benito Bank presents a significant opportunity for
in-market savings and is expected to be accretive to Pacific Capital Bancorp
earnings within the first full year of operation. It will be accounted for under
the pooling of interests method of accounting for business combinations. Under
the terms of the agreement, each outstanding share of San Benito Bank common
stock was converted into .605 shares of Pacific Capital Bancorp common stock.
"We are very pleased to welcome San Benito to our unique network of
community banks," said Clayton C. Larson, Vice Chairman of Pacific Capital
Bancorp and President of First National Bank of Central California. "Customers
of this quality bank should anticipate the same high level of service and
personalized attention they've come to expect from their local bankers, who will
continue to operate with the same local leadership, authority and decision
making that sets community banks apart from other financial institutions.
Additionally, we are looking forward to providing San Benito customers with some
exciting new choices in banking products and services, including trust and
investment services, international banking, trade finance, and the higher
lending limits available through a larger organization."
Pacific Capital Bancorp, with $3.2 billion in assets, is a
community-banking network serving customers in six Central Coast counties.
Pacific Capital Bancorp is parent to First National Bank of Central California
and its affiliates South Valley National Bank and San Benito Bank; Santa Barbara
Bank & Trust; and Los Robles Bank.
Pacific Capital Bancorp reported record net income of $11.6 million for
the second quarter of 2000, up $2.5 million, or 27%, compared to earnings in the
second quarter of 1999. This is the 19th consecutive quarter in which quarterly
earnings achieved by the Company were higher than earnings reported in the
comparable quarter of the prior year.
In June, Pacific Capital Bancorp was named among the top ranked financial
services performers in the U.S. in two separate industry studies. The Company
was ranked 39th in a listing of the nation's top 100 banking performers by the
ABA Banking Journal, based on 1999 return on average equity; and 7th among the
country's mid-sized commercial banks by U.S. Banker magazine, based on return on
average equity and growth in per-share net income over the five years ended
December 31, 1999.
This press release contains forward-looking statements with respect to the
financial condition, results of operation and business of Pacific Capital
Bancorp. These include statements that relate to or are dependent on estimates
or assumptions relating to the prospects of continued loan growth, improved
credit quality and certain operating efficiencies resulting from the integration
of combined operations. These forward-looking statements involve certain risks
and uncertainties. Factors that may cause actual results to differ materially
from those contemplated by such forward-looking statements include, among
others, the following possibilities: (1) competitive pressure among financial
services companies increases significantly; (2) changes in the interest rate
environment reduce interest margins; (3) general economic conditions,
internationally, nationally or in the State of California are less favorable
than expected; (4) legislation or regulatory requirements or changes adversely
affect the business in which the combined organization will be engaged; and (5)
other risks detailed in the Pacific Capital Bancorp reports filed with the
Securities and Exchange Commission.
Contact: Deborah Lewis
(805) 884-6680
