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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): July 21, 2000
GREATER BAY BANCORP
(Exact name of registrant as specified in its charter)
California 77-0387041
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
COMMISSION FILE NUMBER: 0-25034
2860 West Bayshore Road, Palo Alto, California 94303
(Address of principal executive offices) (Zip Code)
(650) 813-8200
(Registrant's telephone number, including area code)
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ITEM 5. OTHER ITEMS.
On July 21, 2000, Greater Bay Bancorp (the "Registrant") completed the
acquisition of Bank of Santa Clara which was accounted for as a pooling-of-
interests. Shareholders of Bank of Santa Clara received 0.8499 shares of the
Registrant's Common Stock for each outstanding share of Bank of Santa Clara
Common Stock. A total of approximately 2,001,000 shares were issued in the
transaction.
The supplemental consolidated financial statements, which reports results
of the Registrant as of and for the quarter ended June 30, 2000, filed herewith
have been prepared accounting for the merger using the pooling-of-interests
method of accounting. On July 26, 2000, the Registrant filed a Report on Form
8-K which included supplemental consolidated financial statements of the
registrant, as of and for the year ended December 31, 1999 and as of and for the
quarter ended March 31, 2000, accounting for the merger using the pooling-of-
interests method of accounting. Upon publication of the Registrant's financial
statements for a period which includes July 21, 2000, these supplemental
consolidated financial statements will become the historical financial
statements of the Registrant.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBIT
NO. EXHIBITS
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27.1 Restated Financial Data Schedules for the six months ended June 30, 2000
(included in electronic filing through EDGAR)
99.1 Supplemental Consolidated Financial Statements and Supplementary Data
(restated to include Bank of Santa Clara)
For the Quarters Ended June 30, 2000 and 1999:
Supplemental Consolidated Balance Sheet as of June 30, 2000 and
December 31, 1999
Supplemental Consolidated Statements of Operations for the Three and Six
Months Ended June 30, 2000 and 1999
Supplemental Consolidated Statements of Comprehensive Income for the Three
and Six Months Ended June 30, 2000 and 1999
Supplemental Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 2000 and 1999
Notes to Supplemental Consolidated Financial Statements
Management's Discussion and Analysis
2
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SIGNATURES
IN ACCORDANCE WITH THE REQUIREMENTS OF THE SECURITIES AND EXCHANGE ACT OF 1934,
AS AMENDED, THE REGISTRANT HAS CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY
THE UNDERSIGNED THEREUNTO DULY AUTHORIZED.
GREATER BAY BANCORP
(Registrant)
By:
/s/ Shawn E. Saunders
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Shawn E. Saunders
Senior Vice President,
Finance and Accounting
Date: August 7, 2000
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EXHIBIT INDEX
Exhibits.
27.1 Restated Financial Data Schedules for the three months ended March 31,
2000 filing through EDGAR) (included in electronic
99.1 Supplemental Consolidated Financial Statements and Supplementary Data
(restated to include Bank of Santa Clara)
For the Quarters Ended June 30, 2000 and 1999:
Supplemental Consolidated Balance Sheet as of June 30, 2000 and
December 31, 1999
Supplemental Consolidated Statements of Operations for the Three and
Six Months Ended June 30, 2000 and 1999
Supplemental Consolidated Statements of Comprehensive Income for the
Three and Six Months Ended June 30, 2000 and 1999
Supplemental Consolidated Statements of Cash Flows for the Three and
Six Months Ended June 30, 2000 and 1999
Notes to Supplemental Consolidated Financial Statements
Management's Discussion and Analysis
4
