<PAGE>
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) February 10, 1998
REGENCY BANCORP
(Exact name of registrant as specified in its charter)
California 33-82150 77-0378956
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
7060 N. Fresno, Fresno, California 93720
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (209) 438-2600
Not Applicable
(Former name or former address, if changed since last report).
Page 1 of 7 pages
The Exhibit Index is on Page 4.
1
<PAGE>
Item 5. OTHER EVENTS.
The Registrant issued a press release dated February 10, 1998
announcing its 4th quarter results, which states earnings of
$333,000 or $0.18 per share in the fourth quarter of 1997. The
foregoing is qualified by reference to the press release attached
as exhibit 99.1
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS.
Not Applicable.
(b) PRO FORMA FINANCIAL INFORMATION.
Not Applicable.
(c) EXHIBITS.
(99.1) Press Release dated February 10, 1998
2
<PAGE>
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.
REGENCY BANCORP
Date: February 12, 1998 /s/ STEVEN R. CANFIELD
----------------------
Steven R. Canfield
EVP/CFO
3
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Sequential
Exhibit No. Description Page No.
- ----------- ----------- --------
<S> <C> <C>
99.1 Press Release dated February 10, 1998 5 - 7
</TABLE>
4
<PAGE>
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact: Wil Goodrich, Vice President-Director of Marketing (209) 438-2600
REGENCY BANCORP ANNOUNCES 4TH QUARTER RESULTS
FRESNO, FEB. 10 --Fresno-based Regency Bancorp, parent company of Regency
Bank and Regency Investment Advisors, Inc., today announced that it had earned
$333,000 or $0.18 per share in the fourth quarter of 1997. This was a 100.6%
increase over the same period last year when its net income was $166,000 or
$0.09 per share.
"As we anticipated," said Steve Hertel, Regency's chairman, president and
chief executive officer, "the steady improvement in net income growth over the
second half of 1997, reduced our loss for the year from $1.91 million at mid-
year to $1.27 million at December 31, 1997.
"When we decided to aggressively write down the properties of our real
estate investment subsidiary, Regency Service Corporation (RSC), at the end of
last year's second quarter," Hertel noted, "it was with the stated expectation
that the company would return to profitability in succeeding quarters. Without
the write down of RSC's assets, contributions to its reserve, and other RSC-
related expenses, Regency Bancorp would have earned approximately $2.1 million
or $1.13 per share for 1997."
When the company reported its third quarter earnings, it had 220
residential lots or homes remaining in RSC's inventory. That number was
reduced to 66 by the end of the year with 48 of those homes or lots in escrow.
Substantial progress continues to be made with only 32 homes or lots on the
books at the end of January. Fourteen of those are in escrow leaving RSC with
only five model homes, six homes under construction and seven available vacant
lots.
The holding company also reported record levels of assets, loans, and
deposits for 1997. At year end, assets reached $198.2 million, up 9.5% from
1996's $181.1 million. Total loans were at $129.6 million, a growth of 26.7%
from $102.3 million the previous year, and total deposits grew 10.3% from
$159.8 million a year ago to $176.3 million at December 31, 1997.
According to Hertel, "One of brightest points for us at year's end was our
capital position. At mid-year, we began an effort to acquire additional
capital that was completed in late December. As we announced on January 7,
1998, this private placement added a net $5.9 million in new capital, bringing
the company's total shareholders' equity to $18.7 million, a 39.1% increase
over the previous year. This also enabled us to be in full compliance at
year's end with administrative orders of the FDIC and State Department of
Financial Institutions."
Following the acquisition of capital, Regency Bancorp's common stock,
which trades over the counter under the symbol, REFN, has grown from $10.625
per share, to a high of $13.75 per share in January. At year end, the stock's
book value was $7.15 per share.
5
<PAGE>
"Though challenging, 1997 will long be remembered as a pivotal year for
our company," the chairman added. "Our subsidiaries, Regency Bank and Regency
Investment Advisors, Inc. (RIA), continued their outstanding growth and
increased their market presence.
"The readers of THE FRESNO BEE'S NEIGHBORS newspaper voted Regency the
best bank for 1997," Hertel reported. "The Madera Hispanic Chamber of Commerce
selected our branch there as its Corporation of the Year for 1997, and our
Madera branch operations officer received their President's Award. That
branch, which celebrated its first anniversary in August, reached $20 million
in deposits in just ten months of operations.
"RIA closed out 1997 with a record $86.5 million in assets under
management," he added, "and reported an increase of 89% in net income for the
year as compared to 1996."
Credit quality for Regency Bank, net of RSC, was another highlight of the
year. By year end 1997, loan delinquencies comprised only 1.03% of total
loans; non-accrual loans were at $598,000 or 0.46%; and net loan charge offs
were only $147,500, or 0.13% of average loans, as compared to $169,000, or
0.17% in 1996, and $227,000, or 0.24% in 1995.
Also in the credit area, the bank, for the sixth consecutive year, was the
top lender of Small Business Administration (SBA) government-guaranteed loans
in the 15-county area administered by the SBA's Fresno District Office.
Regency turned in the leading performance by approving 102 loans for $34.1
million in the 1997 federal fiscal year, up 41.7% from 72 in 1996. Its volume
of $34.1 million was a growth of 132% over last year's $14.7 million. Its
loans helped retain or create 1,004 jobs in the community. The second most
productive lender in the region had 42 loans for $12.9 million.
Regency Bancorp and its subsidiaries have served Fresno and the Central
Valley since December of 1980. The company currently provides banking to the
greater Fresno market and Madera County through its three branches and has a
government-guaranteed loan production office in Modesto. It's stock trades
over the counter under the symbol: REFN, with market makers such as: Van Kasper
& Co., Hoefer & Arnett, and Sutro & Co., as well as other financial firms such
as Banc Stock Financial Services.
CERTAIN MATTERS DISCUSSED IN THIS NEWS RELEASE MAY BE FORWARD-LOOKING
STATEMENTS THAT ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL
RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED. SUCH RISKS AND
UNCERTAINTIES, WHICH COULD IMPACT FUTURE FINANCIAL PERFORMANCE, INCLUDE, AMONG
OTHERS, (1) COMPETITIVE PRESSURES IN THE BANKING INDUSTRY; (2) CHANGES IN THE
INTEREST RATE ENVIRONMENT; (3) GENERAL ECONOMIC CONDITIONS, EITHER NATIONALLY
OR REGIONALLY; (4) CHANGES IN THE REGULATORY ENVIRONMENT; (5) CHANGES IN
BUSINESS CONDITIONS AND INFLATION; AND (6) CHANGES IN SECURITIES MARKETS.
THEREFORE, THE INFORMATION SET FORTH HEREIN SHOULD BE CAREFULLY CONSIDERED WHEN
EVALUATING THE BUSINESS PROSPECTS OF THE COMPANY AND THE BANK.
6
<PAGE>
Regency Bancorp -- Summary Financial Data
<TABLE>
<CAPTION>
For the Three Months Ended Dec. 31, For the 12 Months Ended Dec. 31,
-------------------------------------------------------------------------
1997 1996 1997 1996
-------------------------------------------------------------------------
<S> <C> <C> <C> <C>
RESULTS OF OPERATIONS: $(000)
Interest income 4,146 3,448 15,285 13,227
Interest expense 1,360 1,257 5,320 4,694
-------------------------------------------------------------------------
Net interest income 2,786 2,191 9,965 8,533
Provision for loan losses 58 0 1,353 0
-------------------------------------------------------------------------
Net interest income after provision 2,728 2,191 8,612 8,533
Non interest income 563 659 2,687 3,109
Non interest expense 2,633 2,564 13,406 9,902
-------------------------------------------------------------------------
Income/(loss) before income taxes 658 286 (2,107) 1,740
Income taxes/(benefit) 325 119 (833) 732
Net income/(loss) 333 166 (1,274) 1,008
-------------------------------------------------------------------------
BALANCE SHEET: (END OF PERIOD) $(000)
Total Assets 198,241 181,058
Total Loans 129,635 102,302
Investments 36,986 33,270
Earning assets 168,866 139,752
Investments in real estate 4,338 16,489
Total deposits 176,279 159,802
Other borrowings 0 4,977
Shareholders' equity 18,734 13,470
FINANCIAL RATIOS: (PERIOD ANNL. %)
Return on average assets .68 .38 (.68) .61
Return on average equity 10.28 4.87 (9.60) 7.55
Average equity to average assets 6.63 7.79 7.13 8.02
Avg. earning assets to avg. assets 86.49 81.34 83.84 79.46
Efficiency ratio 74.79 87.17 109.89 79.81
Net interest margin 6.60 6.15 6.38 6.45
Non interest income to avg. assets 1.15 1.51 1.44 1.87
Non interest expense to avg. assets 5.40 5.86 7.20 5.95
Loan loss reserve to total loans 1.71 1.58 1.71 1.58
PER SHARE:
Earnings per share ($) .18 .09 (.68) .55
Dividends ($) .00 .06 .00 .29
Book value (end of period) ($) 7.15 7.41
Market value (end of period) ($) 10.44 9.50
Market to book value (%) 1.46 1.28
Price earnings (PE) ratio (%) 20.72 26.20 (21.48) 17.13
Shares outstanding 2,621,125 1,818,160
FEBRUARY 10, 1998
</TABLE>
7
