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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): October 13, 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 October 13, 2000, Greater Bay Bancorp (the "Registrant") completed the
acquisition of Bank of Petaluma which was accounted for as a pooling-of-
interests. Shareholders of Bank of Petaluma received 0.5731 shares of the
Registrant's Common Stock for each outstanding share of Bank of Petaluma Common
Stock. A total of approximately 834,000 (presplit) shares were issued in the
transaction.
The supplemental consolidated financial statements filed herewith have been
prepared 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 October 13, 2000, these supplemental consolidated
financial statements will become the historical financial statements of the
Company.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBIT
NO. EXHIBITS
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23.1 Consent of PricewaterhouseCoopers LLP
27.1 Restated Financial Data Schedules for the years ended December 31, 1999
and 1998 (included in electronic filing through EDGAR)
27.2 Restated Financial Data Schedules for the year ended December 31, 1997
(included in electronic filing through EDGAR)
99.1 Supplemental Consolidated Financial Statements and Supplementary Data
(restated to include Bank of Petaluma)
For the Years Ended December 31, 1999, 1998 and 1997:
Selected Financial Data
Management's Discussion and Analysis
Supplemental Consolidated Balance Sheet as of December 31, 1999 and
1998
Supplemental Consolidated Statements of Operations for the Years Ended
December 31, 1999, 1998 and 1997
Supplemental Consolidated Statements of Comprehensive Income for the
Years
Ended December 31, 1999, 1998 and 1997
Supplemental Consolidated Statements of Shareholders' Equity for the
Years
Ended December 31, 1999, 1998 and 1997
Notes to Supplemental Consolidated Financial Statements
Report of Independent Accountants
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/ Steven C. Smith
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Steven C. Smith
Executive Vice President, Chief Administrative Officer and
Chief Financial Officer
Date: October 17, 2000
3
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EXHIBIT INDEX
Exhibits.
23.1 Consent of PricewaterhouseCoopers LLP
27.1 Restated Financial Data Schedules for the years ended December 31, 1999
and 1998 (included in electronic filing through EDGAR)
27.2 Restated Financial Data Schedules for the year ended December 31, 1997
(included in electronic filing through EDGAR)
99.1 Supplemental Consolidated Financial Statements and Supplementary Data
(restated to include Bank of Petaluma)
For the Years Ended December 31, 1999, 1998 and 1997:
Selected Financial Data
Management's Discussion and Analysis
Supplemental Consolidated Balance Sheets as of December 31, 1999 and 1998
Supplemental Consolidated Statements of Operations for the Years Ended
December 31, 1999, 1998 and 1997
Supplemental Consolidated Statements of Comprehensive Income for the Years
Ended December 31, 1999, 1998 and 1997
Supplemental Consolidated Statements of Shareholders' Equity for the Years
Ended December 31, 1999, 1998 and 1997
Notes to Supplemental Consolidated Financial Statements
Report of Independent Accountants
4
