FCB Bancorp Reports Strong Quarter Results.CAMARILLO, Calif. -- FCB See DOS FCB. (operating system) FCB - file control block. Bancorp (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :FCBA FCBA Federal Communications Bar Association FCBA Federal Circuit Bar Association (Washington, DC) FCBA Future Carrier Borne Aircraft FCBA Fayette County Bar Association (Kentucky) ), the holding company for First California Bank, announced today that net income for the third quarter of 2006 was $1.3 million, a 71 percent increase from the same period a year ago. Net income for the first nine months of 2006 increased 72 percent to $3.4 million from $2.0 million last year. The change in interim results is due primarily to an acquisition completed at the end of the third quarter of 2005. "The positive results from our new Commercial Mortgage Division, our excellent asset quality and our year over year growth in loans and deposits have all contributed to our success," stated C. G. Kum, President and Chief Executive Officer. "A year ago, we completed our first acquisition and since then, our tangible book value has increased by 18 percent." Kum continued, "We are proceeding with our `merger of equals' with National Mercantile Relating to trade or commerce; commercial; having to do with the business of buying and selling; relating to merchants. A mercantile agency is an individual or company in the business of collecting data about the financial status, ability, and credit of individuals Bancorp which we announced on June 15th. The necessary regulatory filings are underway and we look forward to the finalization Writing the table of contents (TOC) on a recordable CD or DVD disc. The finalization process ensures that the disc can be played back on most CD and DVD players. See disc-at-once. of this merger sometime in the early part of 2007." Overview On September 30, 2005, we consummated con·sum·mate tr.v. con·sum·mat·ed, con·sum·mat·ing, con·sum·mates 1. a. To bring to completion or fruition; conclude: consummate a business transaction. b. a reorganization pursuant to which First California Bank became a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of FCB Bancorp. We also completed the acquisition of South Coast Bancorp, Inc. and its wholly owned subsidiary, South Coast Commercial Bank, on that date for cash consideration of $36.0 million. To finance the acquisition, we issued 1,115,000 of common stock at $19.75 per share and issued $10.3 million of junior subordinated debentures subordinated debenture An unsecured bond with a claim to assets that is subordinate to all existing and future debt. Thus, in the event that the issuer encounters financial difficulties and must be liquidated, all other claims must be satisfied before . The acquisition was accounted for using the purchase method of accounting and, as a result, our balance sheet information includes the fair value of the assets acquired and the liabilities assumed from South Coast Bancorp, Inc. as of September 30, 2005. Our income statement information, however, reflects our consolidated activities since October 1, 2005. [TABLE OMITTED] Diluted earnings per share diluted earnings per share An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of for the third quarter of 2006 increased 11 percent to $0.39 per share from $0.35 per share for the same period last year. Diluted earnings per share for the first nine months of 2006 were $1.03, up 14 percent from $0.90 last year. The earnings per share data for 2006 reflect the increase in outstanding weighted average shares that resulted from the issuance of 1,115,000 shares of common stock at the end of the third quarter of 2005. At September 30, 2006, there were a total of 3,277,807 shares of our common stock outstanding. [TABLE OMITTED] Net interest income for the third quarter of 2006 was $5.3 million, an increase of 48 percent from $3.6 million posted in the third quarter of last year. The net interest margin on a tax equivalent basis for the third quarter of 2006 was 4.73 percent compared with 5.15 percent for the same quarter a year ago. Net interest income for the first nine months of 2006 was $15.8 million, up 57 percent from the same period in 2005. The net interest margin on a tax equivalent basis for the first nine months of 2006 was 4.93 percent compared with 4.95 percent during the same period in 2005. The increase in our net interest income reflects the higher level of interest earning assets Earning Assets Any income-earning asset owned by a company. Notes: These assets are generally interest-bearing accounts, bonds, and securities available for sale. See also: Asset, Asset Valuation, Earnings, Net Interest Margin due to the acquisition. The decrease in our net interest margin reflects the higher proportion of interest bearing funds to interest earning assets as well as an increase in rates paid for these funds. [TABLE OMITTED] Service charges, fees and other income for the third quarter of 2006 totaled $544,000, up 24 percent from $439,000 for the same quarter last year. For the first nine months of 2006, service charges, fees and other income increased 27 percent from the same period in 2005. Loan commissions and sales were $89,000 for the third quarter of 2006 compared with $69,000 for the third quarter of 2005. For the nine months ended September 30, 2006, loan commissions and sales totaled $169,000 compared with $237,000 for the same period in 2005. In the third quarter of 2006, we sold $6.8 million of Commercial Mortgage Division (CMD CMD cerebromacular degeneration. ) loans for a gain of $73,000. More recently, in the fourth quarter of 2006, we sold $26.4 million of CMD loans for a gain of $480,000. This sale and gain activity will be included in our 2006 fourth quarter results. Operating expenses Operating expenses The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted. for the third quarter of 2006 were $4.3 million, up from $2.7 million for the same quarter last year. For the first nine months of 2006, operating expenses were $12.4 million compared with $7.9 million for the same period a year ago. The increase in our operating expenses and in our efficiency ratios reflects the growth in our business. We expanded our business through the acquisition of South Coast Bancorp, increasing personnel, branch and office locations in Orange and Los Angeles Los Angeles (lôs ăn`jələs, lŏs, ăn`jəlēz'), city (1990 pop. 3,485,398), seat of Los Angeles co., S Calif.; inc. 1850. counties. We also built a new branch office in Simi Valley Simi Valley (sē`mē, sĭm`ē), city (1990 pop. 100,217), Ventura co., SW Calif. in an oil, fruit, and farm region; laid out 1887, inc. 1969. in December 2005. In addition, we opened a new loan production office in Sherman Oaks in the first quarter of 2006 and have since added lending, business development and credit administration personnel. [TABLE OMITTED] As of September 30, 2006, we had total loans of $354.6 million, up 9 percent from $326.2 million at the end of the same quarter a year ago. In addition, as of September 30, 2006, we had $29.7 million of loans held for sale, up from $11.6 million as of June 30, 2006. Loans held for sale comprise multifamily and commercial mortgages originated by our new Commercial Mortgage Division as well as loans originated by our SBA SBA abbr. Small Business Administration Noun 1. SBA - an independent agency of the United States government that protects the interests of small businesses and ensures that they receive a fair share of government department. As of September 30, 2006, we had total deposits of $390.5 million, up 8 percent from $361.2 at September 30, 2005. [TABLE OMITTED] We have experienced positive asset quality measures - low levels of delinquencies, low levels of nonaccrual loans, and low levels of net loan charge-offs - for an extended period of time. In light of this, as well as our continued critical evaluation of other relevant data, the allowance for loan losses was reduced to $3.7 million at September 30, 2006. The ratio of the allowance to loans was 1.04 percent at September 30, 2006. There were no nonaccrual loans at September 30, 2006. Capital and selected ratios Tangible book value per share increased 18 percent to $9.78 per share at September 30, 2006, from $8.27 per share at the end of the same period in 2005. The ratio of shareholders' equity Shareholders' Equity A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares. to total assets at September 30, 2006, was 9.84 percent compared with 9.62 percent at the end of the same period in 2005. The ratio of tangible equity to tangible assets Tangible Asset An asset that has a physical form such as machinery, buildings and land. Notes: This is the opposite of an intangible asset such as a patent or trademark. Whether an asset is tangible or intangible isn't inherently good or bad. at September 30, 2006, was 6.61 percent compared with 6.16 percent as of September 30, 2005. The return on average assets and the return on average common equity for the first nine months of 2006 was 0.92 percent and 9.54 percent, respectively. Our risk-based capital ratios Risk-based capital ratio Bank requirement that there be a minimum ratio of estimated total capital to estimated risk-weighted asset. exceeded those required for "well-capitalized" status. Merger of Equals On June 15, 2006, we announced the signing of a definitive agreement under which we will merge with National Mercantile Bancorp (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :MBLA MBLA Macedonian Business Lawyers Association MBLA Multi-Beam Laser Altimeter MBLA Man Boy Love Association (usually seen as NAMBLA) MBLA Massachusetts Black Lawyers Association MBLA Mortgage Broker License Act ) in a merger of equals. National Mercantile is the parent company for Mercantile National Bank and South Bay Bank, N.A. On a pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts. The phrase pro forma basis, giving effect to the merger, at September 30, 2006, the combined company would have consolidated assets of approximately $1 billion, with twelve full service offices and four loan production offices in Los Angeles, Orange and Ventura counties. The leadership team for the new combined company, to be called First California Financial Group, Inc. will be as follows: [TABLE OMITTED] Scott Montgomery, National Mercantile's President and Chief Executive Officer, will retire after assisting in the transition. The merger, expected to close in the first quarter of 2007, is subject to customary regulatory approvals and approval by the shareholders of both companies. FCB Bancorp FCB Bancorp and its wholly owned subsidiary, First California Bank, is a leading community banking company with headquarters in Ventura County. Established in 1979, First California Bank has eight full service offices located in Anaheim Hills, Camarillo, Irvine, Oxnard, Simi Valley, Thousands Oaks, Ventura and Westlake Village, along with loan production offices located in Sherman Oaks and Torrance. Forward-Looking Statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. This news release includes "forward-looking" statements within the meaning of Section 27A of the Securities Act. All of the statements contained in this press release, other than statements of historical fact, should be considered forward-looking statements, including, but not limited to, those concerning (i) the Company's strategies, objectives and plans for expansion of its operations, products and services, and growth of its portfolio of loans, deposits and investments, (ii) the Company's beliefs and expectations regarding actions that may be taken by regulatory authorities Noun 1. regulatory authority - a governmental agency that regulates businesses in the public interest regulatory agency administrative body, administrative unit - a unit with administrative responsibilities having oversight of the Company, (iii) the Company's beliefs as to the adequacy of the allowance for loan losses, (iv) the Company's beliefs and expectations of future operating results and (v) the combined entity's ability to achieve expected financial results from the merger of equals, as well as the timing of the closing of the transaction and the ability to obtain regulatory approvals on a timely basis or at all. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Those factors include, but are not limited to, regulatory and shareholder approval for the proposed transaction, the impact of the current national and regional economy on small business loan demand in Southern California Southern California, also colloquially known as SoCal, is the southern portion of the U.S. state of California. Centered on the cities of Los Angeles and San Diego, Southern California is home to nearly 24 million people and is the nation's second most populated region, , loan delinquency delinquency Criminal behaviour carried out by a juvenile. Young males make up the bulk of the delinquent population (about 80% in the U.S.) in all countries in which the behaviour is reported. rates, the ability of FCB Bancorp and National Mercantile and their subsidiaries to retain customers, interest rate fluctuations and the impact on margins, demographic changes, demand for the products and services of the companies and their subsidiaries, as well as their ability to attract and retain qualified people, competition with other banks and financial institutions, and other factors. For a discussion of factors that could cause actual results to differ, please see the reports on file with the Securities and Exchange Commission (the "SEC"). Readers should not place undue reliance on the forward-looking statements, which reflect management's view only as of the date hereof here·of adv. Of this. hereof Adverb Formal or law of or concerning this Adv. 1. hereof - of or concerning this; "the twigs hereof are physic" . All subsequent written and oral forward-looking statements by or attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by this qualification. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof and are not intended to give any assurance as to future results. The Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Additional Information The proposed merger will be submitted to the shareholders of each of National Mercantile Bancorp and FCB Bancorp for their consideration. First California Financial Group, Inc. filed a registration statement with the SEC, which include a joint proxy statement/prospectus to be sent to the shareholders of each of National Mercantile Bancorp and FCB Bancorp, and each of First California Financial Group, National Mercantile Bancorp and FCB Bancorp may file other relevant documents concerning the proposed merger with the SEC. Shareholders are urged to read the registration statement and the joint proxy statement/prospectus regarding the proposed merger and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. You will be able to obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information about First California Financial Group, National Mercantile Bancorp and FCB Bancorp, at the SEC's website (http://www.sec.gov). You will also be able to obtain these documents, free of charge, by accessing National Mercantile Bancorp's website (http://www.mnbla.com) under the tab "Investor Relations Investor relations The process by which the corporation communicates with its investors. ", or by accessing FCB Bancorp's website (http://www.fcbank.com) under the tab "About Us". National Mercantile Bancorp and FCB Bancorp and their respective directors and executive officers may be deemed to be participants in the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of proxies from the shareholders of National Mercantile Bancorp and FCB Bancorp in connection with the proposed merger. Information about the directors and executive officers of National Mercantile Bancorp is set forth in the proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. for its 2006 annual meeting of shareholders, as filed with the SEC on April 20, 2006. Information about the directors and executive officers of FCB Bancorp is set forth in its Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. , as filed with the SEC on March 31, 2006. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the registration statement and the joint proxy statement/prospectus filed with the SEC regarding the proposed merger. You may obtain free copies of these documents as described above. [TABLE OMITTED] [TABLE OMITTED] |
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