<PAGE>
===========================================================================
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: November 3, 1999
REDWOOD EMPIRE BANCORP
(Exact number of Registrant as specified in its charter)
California File No. 0-19231 68-0166366
(State or other jurisdiction of (Commission File Number) (IRS Employer)
Incorporated or organization) Identification No.)
111 Santa Rosa Avenue, Santa Rosa, California 95404-4905
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (707) 573-4800
===========================================================================
<PAGE>
Item 5. Other Events
Press releases for the following (article attached):
Redwood Empire Bancorp reports third quarter 1999 financial results.
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.
11/3/99
Date: ___________________ REDWOOD EMPIRE BANCORP
(Registrant)
By: /s/ James E. Beckwith
---------------------
James E. Beckwith
Executive Vice President and
Chief Operating Officer
<PAGE>
FOR: REDWOOD EMPIRE BANCORP
APPROVED BY: James E. Beckwith
Executive Vice President and
Chief Operating Officer
(707) 522-5215
For Immediate Release
REDWOOD EMPIRE BANCORP REPORTS
8% INCREASE IN THIRD QUARTER 1999 OPERATING RESULTS
SANTA ROSA, Calif. (October 27, 1999) -- Redwood Empire Bancorp (NASDAQ:
REBC) today reported income from continuing operations of $1,052,000 or $0.30
per share for its third quarter ended September 30, 1999. This compares with
income from continuing operations of $977,000 or $0.28 per diluted share for the
third quarter a year ago. Return on equity from continuing operations was 10.50%
in the third quarter as compared with 10.67% in the same quarter a year ago.
Return on assets from continuing operations was .97% in the third quarter as
compared to .92% one year ago.
For the nine months ended September 30, 1999 income from continuing
operations was $3,474,000 or $1.00 per diluted share. This compares with income
from continuing operations of $2,348,000 or $0.68 per diluted share, for the
first nine months of 1998 and represents a 48% increase in income from
continuing operations. "We are extremely pleased with income growth of our core
bank operations," noted Tom Whitaker, Chairman. "Growing earning assets,
reducing overhead costs and managing capital are our key objectives as we enter
the new millenium," said Whitaker.
During the third quarter of 1999 the Company successfully completed the
divestiture of its mortgage brokerage and mortgage banking units, Valley
Financial and Allied Diversified Credit. As a result of its divestiture the
Company recorded an after-tax loss of $167,000 which is primarily comprised of
termination benefits. The Company has disclosed the operations of these units as
well as the after tax loss on disposition as discontinued operations.
Accordingly, historical financial information has been recast to present the
operating results of Valley Financial and Allied Diversified Credit as
discontinued operations.
Net income was $366,000 or $0.11 per diluted share for the quarter ended
September 30, 1999 as compared to $1,335,000 or $0.38 per diluted share one year
ago. For the nine months ended September 30, 1999 net income was $2,602,000 or
$0.75 per diluted share as compared to $3,541,000 or $1.05 for the first nine
months of 1998.
<PAGE>
Consolidated net interest income from continuing operations amounted to
$4,973,000 in the third quarter, compared to $4,689,000 in the same period in
1998 which represents a 6% increase. Net interest income for the first nine
months of 1999 was $14,619,000 compared to $13,481,000 in 1998, an increase of
8%. The increase in net interest income is attributable to both an increase in
earning assets and an improvement in the net interest margin.
The loan loss provision was $200,000 for the quarter, versus $510,000 in
the same period last year. Net charge-offs were $238,000, or .30% of average
portfolio loans for the quarter as compared to $219,000 or .31% in the same
quarter one year ago. Non-performing assets at September 30, 1999 were
$7,204,000 or 1.65% of total assets, as compared to non-performing assets of
$8,911,000, or 2.11% of total assets, as of December 31, 1998, and $9,190,000 or
2.12% of total assets as of June 30, 1999. Non-performing assets have declined
$1,707,000 or 19% during the first nine months of 1999.
"We again achieved significant progress in the reduction of non-performing
assets," said Whitaker. "This continues to be a high priority for management and
staff."
Other fee income from continuing operations amounted to $1,193,000 in the
quarter ended September 30, 1999 as compared to $1,396,000 in the same period in
1998 or a 15% decrease.
Non interest expense from continuing operations amounted to $4,200,000 in
the third quarter of 1999 as compared to $4,044,000 in the same period one year
ago.
Total assets were $437,164,000 at quarter-end. Common book value per share
was $11.70. The Company's Tier 1 capital to average assets ratio was 8.96% as of
September 30, 1999.
Redwood Empire Bancorp is the holding company for National Bank of the
Redwoods, a commercial bank. The Company operates through branches in Sonoma,
Mendocino and Lake Counties.
The statements contained in this release, which are not historical facts,
are forward-looking statements that are subject to risks and uncertainties.
Actual results may differ materially from those set forth in or implied by
forward-looking statements. These risks are described in the Company's
Securities and Exchange Commission filings.
(Tables to follow)
<PAGE>
<TABLE>
REDWOOD EMPIRE BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(Dollars in thousands except for earnings per share and share data)
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Interest income $7,811 $22,329 $23,170
7,686
Interest expense 3,122 7,710 9,689
2,713
Net interest income 4,973 4,689 14,619 13,481
Provision for loan losses 200 510 700 1,530
Net interest income after loan loss provision 4,773 4,179 13,919 11,951
Other income 1,193 1,396 3,897 3,981
Other expense 4,200 4,044 12,155 12,235
Income before tax from continuing operations 1,766 1,531 5,661 3,697
Income tax expense from continuing operations 714 554 2,187 1,349
Income from continuing operations 1,052 977 3,474 2,348
Discontinued operations:
Income/(loss) from discontinued operations
(less applicable income taxes of ($356), $210, ($439)
and $760) (519) 358 (429) 1,305
Loss on disposal of discontinued operations
(less applicable income taxes of ($113) ) (167) 0 (167)
Income/(loss) from discontinued operations (686) 358 (596) 1,305
Net income before extraordinary item 366 1,335 2,878 3,653
Extraordinary item, net of tax 0 0 276
Net income 366 1,335 2,602 3,653
Preferred dividends 0 0 0 112
Net income available for common $366 $1,335 $2,602 $3,541
Basic earnings per share:
Income from continuing operations $0.31 $0.29 $1.03 $0.76
Income/(loss) from discontinued operations (0.20) 0.11 (0.18) 0.42
Income before extraordinary item 0.11 0.40 0.85 1.18
Income after extraordinary item 0.11 0.40 0.77 1.18
Weighted average shares-basic 3,390,000 3,369,000 3,385,000 3,101,000
Diluted earnings per share:
Income from continuing operations $0.30 $0.28 $1.00 $0.68
Income/(loss) from discontinued operations (0.20) 0.10 (0.17) 0.38
Income before extraordinary item 0.11 0.38 0.83 1.05
Income after extraordinary item 0.11 0.38 0.75 1.05
Weighted average shares-basic 3,458,000 3,486,000 3,472,000 3,465,000
Selected Ratios
Return on Average Total Equity from continuing operations 11.14 % 10.83% 12.43 % 9.13 %
Return on Average Assets from continuing operations 1.03 % 0.93% 1.14 % .75 %
</TABLE>
<TABLE>
Selected Balance Sheet Data
(In Thousands)
<CAPTION> September 30, September 30
1999 1998
<S> <C> <C>
Total Loans, including Mortgage Loans Held for Sale $325,219 $289,213
Allowance for Loan Loss 7,963 8,221
Total Assets 437,164 420,973
Total Deposits 367,928 358,013
Equity Capital 39,429 37,748
Nonperforming Assets 7,204 10,412
</TABLE>