SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 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) February 29, 2000
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NORTH BAY BANCORP
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(Exact name of registrant as specified in its charter)
California 333-93365 68-0434802
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
1500 Soscol Avenue, Napa, California 94559-3045
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (707) 257-8585
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events. (a) Earnings Release. On February 29, 2000, North Bay
Bancorp issued a press release announcing its earnings for the year ended
December 31, 1999. A copy of the press release is attached to this Current
Report as Exhibit 99.1 and incorporated into this report by reference.
(b). Stock Offering. On March 2, 2000, North Bay Bancorp issued a press
release announcing a $5,000,000 public offering of North Bay's common stock at
$25.00 per share. A copy of the press release is attached to this Current Report
as Exhibit 99.2 and incorporated into this report by reference. The offering was
registered under the Securities Act of 1933 on Registration Statement 333- 93365
which was declared effective on February 9, 2000.
Item 7. Financial Statements and Exhibits.
(b) Exhibits
99.1 Press release announcing earnings for year ended December
31, 2000.
99.2 Press release announcing public offering of common stock.
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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.
Date: March 9, 2000 NORTH BAY BANCORP
/s/ Terry L. Robinson
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By: Terry L. Robinson, President and Chief
Executive Officer (Principal Executive Officer)
NORTH BAY BANCORP
PRESS RELEASE
February 29, 2000
North Bay Bancorp, holding company for The Vintage Bank, reported record
consolidated earnings of $2,715,377, or $1.66 per share, for the year ended
December 31, 1999. This compares with earnings of $2,110,736, or $1.30 per
share, for 1998. Total assets were $197,106,319 as of December 31, 1999. Return
on average assets for the year was 1.44% and return on average shareholders'
equity was 15.5%.
"We are very pleased with the 1999 financial results, especially considering
that we absorbed significant costs associated with forming a holding company and
commencing organization of Solano Bank, a proposed state-chartered bank", stated
Terry Robinson, President & CEO of North Bay Bancorp. Robinson explained that,
while preparations are being made to open the proposed bank, North Bay is
awaiting regulatory approval from the State Department of Financial
Institutions, the Federal Reserve Bank and the Federal Deposit Insurance
Corporation.
Earlier this month the Holding Company announced a 5% stock dividend and a $.20
per share cash dividend. Both dividends are payable March 20, 2000 for
shareholders of record as of March 1, 2000.
Stock of North Bay Bancorp is quoted on the Over-The-Counter (OTC) Bulletin
Board, Symbol NBAN.
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Questions regarding this press release should be directed to Terry L.
Robinson at (707) 258-3969.
EXHIBIT 99.1
NORTH BAY BANCORP
PRESS RELEASE
March 2, 2000
North Bay Bancorp, Holding Company for The Vintage Bank, announced a
$5,000,000 public offering of the company's common stock at an offering price of
$25.00 per share. The net proceeds of the offering will be utilized by North Bay
Bancorp to provide, in part, the initial capitalization of Solano Bank
(proposed), a planned banking subsidiary of North Bay which, subject to
regulatory approval, intends to establish offices in Vacaville, Fairfield, and
Benicia. For information regarding this offering and a copy of the prospectus
and subscription application contact Glen C. Terry, the proposed President &
CEO, Solano Bank (proposed) at (707) 423-2055.
This does not constitute an offer of sale of any securities. The offer
and sale of these securities will only be made through means of a prospectus and
subscription application
Stock of North Bay Bancorp is quoted on the Over-The-Counter (OTC)
Bulletin Board, Symbol NBAN.
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Questions regarding this press release should be directed to Glen C.
Terry at (707) 423-2055.
EXHIBIT 99.2