-----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, F7SRn6gGKporZ4xYASrlPgG+lj6GF4Z3jFyGIv/MsMFty8MLsvcgC2aoCLaIM6CT XNFa30tmYJrYCnKASp1MoA== 0000910117-00-000010.txt : 20000207 0000910117-00-000010.hdr.sgml : 20000207 ACCESSION NUMBER: 0000910117-00-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000131 ITEM INFORMATION: FILED AS OF DATE: 20000204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTENNIAL BANCORP CENTRAL INDEX KEY: 0000702430 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 930792841 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-10489 FILM NUMBER: 524384 BUSINESS ADDRESS: STREET 1: 675 OAK ST CITY: EUGENE STATE: OR ZIP: 97401 BUSINESS PHONE: 5033423970 MAIL ADDRESS: STREET 1: 675 OAK STREET CITY: EUGENE STATE: OR ZIP: 97401 FORMER COMPANY: FORMER CONFORMED NAME: VALLEY WEST BANCORP DATE OF NAME CHANGE: 19900812 8-K 1 FORM 8-K 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): January 31, 2000 ---------------- CENTENNIAL BANCORP (Exact name of registrant as specified in its charter) Oregon (State or other jurisdiction of incorporation) 0-10489 (Commission File No.) 93-0792841 (IRS Employer Identification No.) Benjamin Franklin Plaza One S.W. Columbia Street, Suite 900 Portland, Oregon 97258 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (503) 973-5556 Item 5. Other Events. Centennial Bancorp (the "Company") (NASDAQ: CEBC) announced that its Board of Directors has adopted a stock repurchase program authorizing the Company to repurchase up to 5% of its outstanding shares over the next two years. For further information with respect to the stock repurchase program, please see Exhibit 99.1 filed herewith. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Press Release dated January 31, 2000 announcing Centennial Bancorp's stock repurchase program. 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. Centennial Bancorp Date: February 3, 2000. By: /s/ Michael J. Nysingh ---------------------- Michael J. Nysingh Chief Financial Officer EX-99.1 2 PRESS RELEASE DATED JANUARY 31, 2000 EXHIBIT 99.1 CENTENNIAL BANCORP [LOGO] January 31, 2000 NEWS RELEASE CENTENNIAL BANCORP NASDAQ: CEBC FOR IMMEDIATE RELEASE CONTACT: Richard C. Williams, President & Chief Executive Officer, Centennial Bancorp (541) 342-3970 Ted R. Winnowski, President & Chief Executive Officer, Centennial Bank (503) 973-5556 CENTENNIAL BANCORP ANNOUNCES STOCK REPURCHASE PROGRAM - ----------------------------------------------------- (Portland, OR) Centennial Bancorp (the Company) (NASDAQ: CEBC) announced that its Board of Directors has adopted a stock repurchase program authorizing the Company to repurchase up to 5% of its outstanding shares over the next two years. The Company currently has 19,645,931 shares outstanding, after adjustment for a recently announced 11-for-10 (10%) stock split, effective March 3, 2000 to shareholders of record on February 11, 2000. Under the repurchase program, the Company expects to purchase shares from time to time in the open market, depending on market price and other considerations. The shares will be held as authorized but unissued shares. "The Board is of the opinion that the markets have undervalued the stock price of small banks in general, and Centennial in particular. The repurchase program gives us the chance to purchase a portion of our shares at a time when we believe our best investment opportunity is an investment in Centennial stock," said Richard Williams, Centennial Bancorp's President and Chief Executive Officer. Centennial Bancorp is an Oregon chartered bank holding company, headquartered in Portland, with Centennial Bank and Centennial Mortgage Co. as its wholly owned subsidiaries. Centennial Bank operates eighteen banking offices: eleven in the Portland Metropolitan area (including one in Vancouver, Washington), four in Eugene, and one in each of Springfield, Cottage Grove and Salem, Oregon. Centennial Mortgage Co. is engaged in mortgage banking and operates five offices: two in Eugene, and one office in each of Lake Oswego, Clackamas and the Tanasbourne area of Beaverton. THIS PRESS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 (THE "ACT"), WHICH CAN BE IDENTIFIED BY WORDS SUCH AS "MAY," "EXPECTS," "ANTICIPATE," "ESTIMATE," "CONTINUE" OR COMPARABLE WORDS. ALL STATEMENTS THAT ADDRESS ACTIVITIES THAT THE COMPANY EXPECTS OR ANTICIPATES WILL OR MAY OCCUR IN THE FUTURE ARE FORWARD-LOOKING STATEMENTS. THE COMPANY CAUTIONS INVESTORS AND PROSPECTIVE INVESTORS THAT SIGNIFICANT FACTORS MAY AFFECT THE COMPANY'S ACTUAL RESULTS AND CAUSE THEM TO DIFFER MATERIALLY FROM THE RESULTS ANTICIPATED IN ANY SUCH FORWARD-LOOKING STATEMENTS. INVESTORS AND PROSPECTIVE INVESTORS SHOULD READ THIS PRESS RELEASE IN CONJUNCTION WITH THE COMPANY'S MOST RECENT FORM 10-K AND FORMS 10-Q. -----END PRIVACY-ENHANCED MESSAGE-----