-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BYiA6robfr4gR+FHSCraCOoZBMDaFVctB0kSAMMZv+W7ve6Az1Mre82PVunLHuIy 8NBlEP9dDz/Rd7YDk/sr6Q== 0001275287-06-002018.txt : 20060420 0001275287-06-002018.hdr.sgml : 20060420 20060420060215 ACCESSION NUMBER: 0001275287-06-002018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060420 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060420 DATE AS OF CHANGE: 20060420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PACIFIC PREMIER BANCORP INC CENTRAL INDEX KEY: 0001028918 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 330743196 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22193 FILM NUMBER: 06768539 BUSINESS ADDRESS: STREET 1: 1600 SUNFLOWER AVE 2ND FLOOR CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 714-431-4000 MAIL ADDRESS: STREET 1: 1600 SUNFLOWER AVE 2ND FL CITY: COSTA MESA STATE: CA ZIP: 92626 8-K 1 pr5450.txt FORM 8-K ================================================================================ 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) April 20, 2006 PACIFIC PREMIER BANCORP, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 0-22193 33-0743196 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1600 Sunflower Ave, Second Floor, Costa Mesa, CA 92626 - ------------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (714) 431-4000 Not Applicable -------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On April 20, 2006, Pacific Premier Bancorp, Inc. (PPBI) issued a press release setting forth PPBI's first quarter 2006 financial results. A copy of PPBI's press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits 99.1 Press Release dated April 20, 2006 with respect to the Registrant's financial results for the first quarter ended March 31, 2006. 2 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. PACIFIC PREMIER BANCORP, INC. -------------------------------------------- Dated: April 20, 2006 By: /s/ STEVEN R. GARDNER ------------------------------------- Steven R. Gardner President and Chief Executive Officer 3 EX-99.1 2 pr5450ex991.txt EXHIBIT 99.1 Exhibit 99.1 PACIFIC PREMIER BANCORP, INC. ANNOUNCES FIRST QUARTER 2006 RESULTS (UNAUDITED) Costa Mesa, Calif., April 20, 2006 -- Pacific Premier Bancorp, Inc. (NASDAQ: PPBI) (the "Company"), the holding company of Pacific Premier Bank, F.S.B. (the "Bank"), announced first quarter net income of $1.7 million, or $0.26 per diluted share, compared to net income of $1.6 million, or $0.24 per diluted share, for the first quarter of 2005, an increase of 6.5%. All diluted earnings per share amounts have been adjusted to reflect warrants and stock options outstanding. Return on average assets (ROAA) for the quarter ended March 31, 2006 was 1.02%, compared to 1.18% for the same period in 2005. The Company's return on average equity (ROAE) for the quarter ended March 31, 2006 was 13.41%, compared to 14.58% for the same period in 2005. The Company's basic and diluted book value per share increased to $9.99 and $8.35, respectively, at March 31, 2006, reflecting an annualized increase of 13.2% and 12.9% from December 31, 2005. Steven R. Gardner, President and Chief Executive Officer, stated "During the quarter, our people executed our operating strategies as we increased the levels of higher yielding commercial real estate and business loans in our portfolio. These loans brought new business banking relationships to the Bank which, in part, led to the growth of transaction deposits by 5.84%, or 23.37% annualized, over the prior quarter. Additionally, we continued our strategy of selling lower yielding multi-family loans, which allowed us to reduce brokered deposits by $12.6 million. Our first quarter results also reflect our investment in our strategic growth strategy as we add additional bankers to staff our soon to be opened fourth and fifth branches. Although this investment resulted in additional expense during the current quarter, the increased personnel will facilitate our ability to grow business banking relationships and, in turn, grow core deposits in future periods." For the three months ended March 31, 2006, net interest income increased 11.9% to $4.6 million from $4.1 million for the same period a year earlier. The primary reason for the increase in net interest income was the growth in interest income which totaled $10.4 million during the quarter ended March 31, 2006 versus $7.2 million for the quarter ended March 31, 2005. Growth in interest income was predominately attributable to a 23.4% increase in average loans outstanding of $117.9 million and a 16.6% increase in the average quarterly loan yield to 6.40% from 5.49%, over the prior year period. As part of the Bank's transformation to a commercial banking platform, management has implemented various strategies to increase interest income through the origination of higher yielding commercial real estate and small business loans. Partially offsetting the increase in interest income was an increase in interest expense of 86.8%, or $2.7 million. The increase in interest expense was attributable to increases in average deposits outstanding of $41.2 million and average borrowings of $78.1 million, as well as the increase in the average cost of deposits and borrowings of 96 and 155 basis points, respectively, over the prior year period. The Company's net interest margin for the quarter ended March 31, 2006 was 2.79% compared to 3.06% for the period ended March 31, 2005, respectively. The decrease in the margin was primarily attributable to increases in the average cost of deposits and borrowings, which was partially offset by an increase in the yield on earning assets of 92 basis points. The increase in the yield earned on assets is attributable to the repricing of the Bank's adjustable-rate loans and the origination of higher yielding commercial real estate and business loans. At March 31, 2006, the Bank's loan portfolio was comprised of $581.6 million of adjustable-rate loans, representing 96.4% of its total loan portfolio at such date. These loans, which include fixed rate hybrid loans with initial terms of 3, 5, 7 and 10 years that become adjustable-rate loans after the initial fixed rate period, have an overall average time to reprice of 14.0 months. The adjustable-rate loan portfolio contains $231.4 million of loans that are scheduled to reprice in April 2006, of which $168.3 million is indexed to the 12 Month Treasury Average rate (12-MTA), a lagging index, and $32.6 million that is indexed to the six-month LIBOR rate. The increase in cost of funds is attributable to the overall rising short-term interest rate environment and strong competitor deposit pricing within the Bank's primary markets. The provision for loan losses was zero for the three months ended March 31, 2006, compared to $145,000 for the same period in 2005. The decrease in the provision was primarily due to a $1.6 million decrease in net loans outstanding during the quarter compared to a $51.0 million increase in net loans during the same period in 2005. Net charge-offs for the first quarter of 2006 were $58,000 compared to $4,000 for the same period in 2005. Noninterest income was $946,000 for the three months ended March 31, 2006, compared to $626,000 for the same period ended March 31, 2005. The 51.1% increase was primarily due to increases in gains from loan sales of $317,000 and prepayment penalty income of $174,000 over the same period in 2005. During the first quarter of 2006, the Bank sold $38.9 million of multi-family loans as part of its strategy to diversify its loan portfolio and manage balance sheet growth. Prepayment penalties totaling $267,000 were collected from the early payoff of $12.7 million of multi-family and commercial real estate loans. Partially offsetting the gain from loan sales and prepayment penalty income was a reduction in the recoveries of charged-off loans associated with the Participation Contract of $174,000. Noninterest expense was $3.7 million for the three months ended March 31, 2006, compared to $2.8 million for the same period ended March 31, 2005. The increase in noninterest expense was the result of increases in compensation and benefits, premises and occupancy expense, and marketing costs of $341,000, $223,000, and $90,000, respectively. These increases are reflective of the Bank's investments in its strategic expansion through de novo branching and the addition of experienced business bankers to staff the new locations. The number of employees at the Bank grew from 75 at March 31, 2005 to 97 at March 31, 2006. A large portion of the increase in premises and occupancy expense, $117,000, is attributable to the rent associated with the Bank's new depository branches in the cities of Costa Mesa and Los Alamitos (both scheduled to open in the second quarter), Newport Beach (scheduled to open in the third quarter) and the SBA loan production office in Pasadena, which opened in January 2006. The Bank expects to continue to add additional staffing in 2006 in connection with the opening of the Newport Beach branch and its continued transition to a commercial banking platform. The Company's tax provision for the three months ended March 31, 2006 was $151,000. For the same period a year earlier, the tax provision was $156,000. The Company benefited from a reduction in its valuation allowance for deferred taxes of $500,000 in both quarters ending March 31, 2006 and 2005. The Company's valuation allowance for deferred taxes was $1.9 million at March 31, 2006. Total assets of the Company were $684.9 million as of March 31, 2006, compared to $702.7 million as of December 31, 2005. The $17.8 million, or 2.5%, decrease in total assets was the result of a decrease of $28.7 million, or 84.4%, in cash and cash equivalents which was partially offset by the purchase of Bank Owned Life Insurance ("BOLI") of $10.0 million at the end of March 2006. The reduction in cash and cash equivalents was primarily due to the redemption of $12.6 million and $8.7 million of broker and consumer certificates of deposit ("CDs"), respectively. A reduction in brokered CDs was part of the Bank's stated strategy to reduce, over time, its reliance on wholesale sources of funding. The reduction of consumer CDs is reflective of the Bank's strategy of not matching or exceeding the highest market rates paid on consumer CDs. Management will negotiate rates with customers that have their full or a substantial banking relationship with the Bank and, as such, may lose consumers who are merely shopping for the highest rate in the market. Net loans decreased by $1.6 million during the quarter, primarily due to loan sales of multi-family loans totaling $38.9 million, which generated net gains of $386,000. Net loans were also impacted by the prepayment of loans totaling $17.3 million which generated prepayment penalty income of $267,000. During the quarter, the Bank originated $57.1 million of new loans consisting of $38.6 million of multi-family, $16.0 million of commercial real estate, and $2.5 million of business loans. Management has utilized loan sales to manage its liquidity, interest rate risk, loan to deposit ratio, diversification of its loan portfolio, and net balance sheet growth, and expects to continue to do so for the foreseeable future. The Bank's pipeline of new loans, at March 31, 2006, was $83.9 million. The allowance for loan losses decreased $58,000 to $3.0 million as of March 31, 2006, compared to December 31, 2005. The reduction in the allowance for loan losses was primary due to decreases in net loans of $1.6 million and non-accrual loans of $297,000 during the quarter. The allowance for loan losses as a percent of non-accrual loans increased to 216% as of March 31, 2006 from 181% at December 31, 2005. Net non-accrual loans and other real estate owned were $1.2 million and $158,000, respectively, at March 31, 2006, compared to $1.5 million and $211,000, respectively, as of December 31, 2005. The ratio of net nonperforming assets to total assets at March 31, 2006 was 0.20%. All nonperforming assets are concentrated in the Bank's single family residential loans and are associated with its prior origination of sub-prime mortgages, which were discontinued in 2000. 2 Total deposits were $311.4 million as of March 31, 2006, compared to $327.9 million at December 31, 2005. The decrease in deposits was comprised of decreases in brokered CDs of $12.6 million and retail CDs of $8.7 million, partially offset by an increase in transaction accounts of $4.8 million. The cost of deposits as of March 31, 2006 was 3.44%, an increase of 28 basis points since December 31, 2005. At March 31, 2006, total borrowings of the Company amounted to $315.3 million, a $2.8 million decrease from December 31, 2005. These borrowings were comprised of the Bank's $230.0 million and $74.0 million of FHLB term borrowings and overnight advances, respectively, $1.0 million of other borrowings and the Company's $10.3 million of subordinated debentures which were used to fund the issuance of trust preferred securities. The total cost of the Company's borrowings and deposits at March 31, 2006 was 3.92% compared to 3.63% at December 31, 2005. The Bank's tier 1 (core) capital and total risk-based capital ratios at March 31, 2006 were 8.18% and 12.09%, respectively. The minimum ratios for well-capitalized banks are 5.00% and 10.00% for tier 1 (core) capital and risk-based capital, respectively. The Company owns all of the capital stock of the Bank, a federal savings bank. We currently provide business and consumer banking products to our customers through our three full-service depository branches and a loan production office in Southern California located in the cities of San Bernardino, Seal Beach, Huntington Beach, and Pasadena. The Bank is scheduled to open its fourth and fifth branches in Los Alamitos and Costa Mesa, California, respectively, during the second quarter of 2006 and its sixth branch in Newport Beach, California in the third quarter of 2006. FORWARD-LOOKING COMMENTS The statements contained herein that are not historical facts are forward looking statements based on management's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be the same as those anticipated by management. Actual results may differ from those projected in the forward-looking statements. These forward-looking statements involve risks and uncertainties. These include, but are not limited to, the following risks: (1) changes in the performance of the financial markets, (2) changes in the demand for and market acceptance of the Company's products and services, (3) changes in general economic conditions including interest rates, presence of competitors with greater financial resources, and the impact of competitive projects and pricing, (4) the effect of the Company's policies, (5) the continued availability of adequate funding sources, and (6) various legal, regulatory and litigation risks. Contact: Pacific Premier Bancorp, Inc. Steven R. Gardner President/CEO 714.431.4000 John Shindler Executive Vice President/CFO 714.431.4000 3 PACIFIC PREMIER BANCORP AND SUBSIDIARY CONSOLIDATED BALANCE SHEET (In thousands)
MARCH 31, DECEMBER 31, 2006 2005 ------------ ------------ (Unaudited) (Audited) ASSETS - ----------------------------------------------------------- Cash and due from banks $ 5,314 $ 10,055 Federal Funds Sold - 24,000 ------------ ------------ Cash and cash equivalents 5,314 34,055 Investment securities available for sale 35,641 35,850 Investment securities held to maturity 14,288 13,945 Loans held for sale 415 456 Loans held for investment, net of allowance for loan losses of $2,992 in 2006 and $3,050 in 2005 respectively 601,351 602,937 Accrued interest receivable 3,176 3,007 Foreclosed real estate 158 211 Premises and equipment 6,208 5,984 Income taxes receivable 212 133 Deferred income taxes 5,766 5,188 Bank Owned Life Insurance 10,001 - Other assets 2,371 967 ------------ ------------ Total assets $ 684,901 $ 702,733 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY - ----------------------------------------------------------- LIABILITIES: Deposit accounts Transaction accounts $ 86,599 $ 81,816 Certificates of deposit 224,819 246,120 ------------ ------------ Total Deposits 311,418 327,936 Other borrowings 305,000 307,835 Subordinated debentures 10,310 10,310 Accrued expenses and other liabilities 5,545 6,073 ------------ ------------ Total liabilities 632,273 652,154 ------------ ------------ STOCKHOLDERS' EQUITY: Common stock, $.01 par value 53 53 Additional paid-in capital 67,618 67,198 Accumulated deficit (14,319) (16,059) Unrealized loss on available for sale securities, net of tax (724) (613) ------------ ------------ Total stockholders' equity 52,628 50,579 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 684,901 $ 702,733 ============ ============
4 PACIFIC PREMIER BANCORP AND SUBSIDIARY CONSOLIDATED INCOME STATEMENT UNAUDITED (In thousands, except per share data)
THREE MONTHS ENDED --------------------------- MARCH 31, MARCH 31, 2006 2005 ------------ ------------ INTEREST INCOME: - ------------------------------------------------------- Loans $ 9,770 $ 6,767 Other interest-earning assets 604 440 ------------ ------------ Total interest income 10,374 7,207 ------------ ------------ INTEREST EXPENSE: - ------------------------------------------------------- Interest-bearing deposits 2,710 1,680 Other borrowings 2,861 1,266 Subordinated debentures 184 135 ------------ ------------ Total interest expense 5,755 3,081 ------------ ------------ NET INTEREST INCOME 4,619 4,126 ------------ ------------ PROVISION FOR LOAN LOSSES - 145 ------------ ------------ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 4,619 3,981 ------------ ------------ NONINTEREST INCOME: - ------------------------------------------------------- Loan servicing fee income 338 152 Bank and other fee income 102 128 Net gain from loan sales 386 69 Other income 120 277 ------------ ------------ Total noninterest income 946 626 ------------ ------------ NONINTEREST EXPENSE: - ------------------------------------------------------- Compensation and benefits 2,230 1,889 Premises and occupancy 545 322 Data processing 95 83 Net loss (gain) on foreclosed real estate 81 (9) Marketing expense 133 43 Other expense 590 489 ------------ ------------ Total noninterest expense 3,674 2,817 ------------ ------------ NET INCOME BEFORE TAXES 1,891 1,790 PROVISION FOR INCOME TAXES 151 156 ------------ ------------ NET INCOME $ 1,740 $ 1,634 ============ ============ Basic Average Shares Outstanding 5,254,160 5,258,738 Basic Earnings per Share $ 0.33 $ 0.31 Diluted Average Shares Outstanding 6,681,371 6,699,788 Diluted Earnings per Share $ 0.26 $ 0.24
5 PACIFIC PREMIER BANCORP AND SUBSIDIARY STATISTICAL INFORMATION UNAUDITED (In thousands)
AS OF AS OF AS OF MARCH 31, DECEMBER 31, MARCH 31, 2006 2005 2005 ------------ ------------ ------------ ASSET QUALITY: - -------------------------------------------------- Non-accrual loans, net of specific allowance $ 1,205 $ 1,502 $ 1,734 Real estate owned $ 158 $ 211 $ 264 Nonperforming assets, net of specific allowance $ 1,363 $ 1,713 $ 1,998 Net charge-offs (recoveries) for the quarter ended $ 58 $ (92) $ 4 Allowance for loan losses $ 2,992 $ 3,050 $ 2,767 Net charge-offs to average loans, annualized 0.04% (0.06)% 0.00% Net non-accrual loans to total loans 0.20% 0.25% 0.33% Net non-accrual loans to total assets 0.18% 0.21% 0.30% Net non-performing assets to total assets 0.20% 0.24% 0.34% Allowance for loan losses to total loans 0.49% 0.50% 0.53% Allowance for loan losses to non-accrual loans 215.90% 180.82% 142.06% AVERAGE BALANCE SHEET: FOR THE QUARTER ENDED - -------------------------------------------------- Total assets $ 683,151 $ 666,938 $ 554,062 Loans $ 610,581 $ 595,328 $ 492,721 Deposits $ 331,723 $ 329,799 $ 290,482 Borrowings $ 282,318 $ 269,579 $ 204,250 Subordinated debentures $ 10,310 $ 10,310 $ 10,310 SHARE DATA: - -------------------------------------------------- Basic book value $ 9.99 $ 9.67 $ 8.65 Diluted book value $ 8.35 $ 8.09 $ 7.28 Closing stock price $ 11.73 $ 11.80 $ 11.00 PACIFIC PREMIER BANK CAPITAL: - -------------------------------------------------- Tier 1 (core) capital $ 55,660 $ 54,376 $ 50,498 Tier 1 (core) capital ratio 8.18% 7.79% 8.65% Total risk-based capital ratio 12.09% 11.78% 13.02% LOAN PORTFOLIO - -------------------------------------------------- Real estate loans: Multi-family $ 446,398 $ 459,714 $ 426,784 Commercial and land 136,209 125,426 75,025 One-to-four family 15,429 16,561 19,853 Business loans 5,432 3,248 844 Other loans 27 27 77 ------------ ------------ ------------ Total gross loans $ 603,495 $ 604,976 $ 522,583 ============ ============ ============
Three Months Three Months Three Months Ended Ended Ended March 31, December 31, March 31, 2006 2005 2005 ------------ ------------ ------------ PROFITABILITY AND PRODUCTIVITY: - ---------------------------------------------------- Return on average assets 1.02% 1.02% 1.18% Return on average equity 13.41% 13.58% 14.58% Net interest margin 2.79% 2.75% 3.06% Non-interest expense to total assets 2.15% 1.49% 1.92% Efficiency ratio 64.56% 62.05% 59.47%
6 -----END PRIVACY-ENHANCED MESSAGE-----