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: June 30, 2007
(Date of earliest event reported)
First Regional Bancorp
(Exact name of registrant as specified in its charter)
California |
| 000-10232 |
| 95-3582843 |
(State of |
| (Commission File Number) |
| (IRS Employer |
incorporation) |
|
|
| Identification No.) |
1801 Century Park East, Suite 800
Los Angeles, California 90067
(Address of principal executive offices, including zip code)
(310) 552-1776
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
(a) First Regional Bancorp issued a press release on July 18, 2007 announcing its financial results for the quarter and six months ended June 30, 2007. The press release is furnished as Exhibit 99 and is hereby incorporated by reference in its entirety.
Item 7.01 Regulation FD Disclosure.
First Regional had no loans on nonaccrual status as of June 30, 2007.
As previously disclosed, the figure for Construction Loans in First Regional’s SEC filings differ from the Construction Loans total appearing in First Regional’s regulatory call reports. This is because, for regulatory reporting purposes, First Regional has reported certain loans as Construction Loans in conformity with the Federal Home Loan Bank’s definition of Construction Loan, which includes certain loans where greater than 10% of the proceeds are to be used for renovation purposes. First Regional does not consider all of such loans to be Construction Loans for financial accounting purposes. The following table may help reconcile the composition of First Regional’s construction loan portfolio:
|
| Portfolio |
| Number of |
| Simple |
| Portfolio |
| |
Commercial real estate |
| $ | 267,948 |
| 102 |
| 65 | % | 13.94 | % |
Commercial business loans |
| 233,915 |
| 679 |
| NA |
| 12.17 | % | |
Construction and Land Development |
| 869,005 |
| 225 |
| 60 | % | 45.20 | % | |
Multifamily loans (5 or more families) |
| 529,684 |
| 127 |
| 66 | % | 27.55 | % | |
Residential loans (1 to 4 families) |
| 16,798 |
| 9 |
| 67 | % | 0.87 | % | |
Other consumer loans |
| 4,975 |
| 64 |
| NA |
| 0.26 | % | |
Other Loans |
| 240 |
| 3 |
| NA |
| 0.01 | % | |
|
|
|
|
|
|
|
|
|
| |
Gross Loans |
| 1,922,565 |
|
|
|
|
|
|
| |
Less: Net Deferred loan fees |
| 8,849 |
|
|
|
|
|
|
| |
Loans |
| $ | 1,913,716 |
|
|
|
|
|
|
|
* The Call Report number differs from GAAP because First Regional has included as construction loans, for regulatory reporting purposes, and loans where greater than 10% of the proceeds are to be used for renovation purposes. Also, approximately $7 million in loan investments are treated as loans for regulatory reporting purposes and as investments for financial reporting purposes. The details are:
|
| (000’s) |
| |
Construction |
| $ | 511,641 |
|
Land |
| 188,903 |
| |
FHLB 10% Rehabilitation |
| 138,925 |
| |
Condominium Conversion |
| 29,536 |
| |
|
| $ | 869,005 |
|
The following table breaks out First Regional’s multifamily loan portfolio by dollar amount outstanding as of June 30, 2007:
Range |
| Multifamily |
| Number of |
| Simple |
| |
$0 to $1,000,000 |
| $ | 7,951 |
| 13 |
| 66.46 | % |
$1,000,000 to $5,000,000 |
| 207,884 |
| 84 |
| 63.88 | % | |
$5,000,000 to $10,000,000 |
| 106,002 |
| 16 |
| 70.45 | % | |
$10,000,000 to $15,000,000 |
| 122,352 |
| 10 |
| 68.83 | % | |
$15,000,000 to $20,000,000 |
| 36,058 |
| 2 |
| 70.43 | % | |
$20,000,000 to $25,000,000 |
| 20,297 |
| 1 |
| 83.27 | % | |
$25,000,000 & Over |
| 29,140 |
| 1 |
| 79.26 | % | |
|
| $ | 529,684 |
|
|
|
|
|
2
The following table presents certain information relating to the largest 20 loans in First Regional’s multifamily (5 or more families) loan portfolio as of June 30, 2007:
Largest 20 Multifamily Credits
as of June 30,2007
Rank |
| Balance |
| Renovation? |
| Zip Code |
| Loan-to-Value |
| Debt Service |
| Personal |
| Grade |
| |
1 |
| $ | 29,140 |
| yes |
| 89156 |
| 79 | % | 1.14 |
| No |
| Pass |
|
2 |
| 20,297 |
|
|
| 95841 |
| 83 | % | 1.41 |
| No |
| Pass |
| |
3 |
| 19,192 |
| yes |
| 32246 |
| 73 | % | 1.33 |
| No |
| Pass |
| |
4 |
| 16,866 |
|
|
| 91304 |
| 68 | % | 1.02 |
| No |
| Pass |
| |
5 |
| 14,625 |
| yes |
| 90024 |
| 80 | % | 0.40 |
| No |
| Pass/In Escrow |
| |
6 |
| 14,419 |
|
|
| 32601 |
| 66 | % | 1.13 |
| No |
| Pass |
| |
7 |
| 13,447 |
|
|
| 91402 |
| 69 | % | 1.00 |
| No |
| Pass |
| |
8 |
| 12,780 |
|
|
| 90057 |
| 66 | % | 1.00 |
| No |
| Paid-off 7/11 |
| |
9 |
| 12,145 |
|
|
| 90650 |
| 75 | % | 1.18 |
| Yes |
| Pass |
| |
10 |
| 12,000 |
| Yes |
| 89121 |
| 74 | % | 0.69 |
| No |
| Pass |
| |
11 |
| 11,713 |
| Yes |
| 89129 |
| 67 | % | 0.94 |
| No |
| Pass |
| |
12 |
| 10,824 |
| Yes |
| 89142 |
| 64 | % | 0.93 |
| No |
| Pass |
| |
13 |
| 10,295 |
| Yes |
| 91605 |
| 63 | % | 1.00 |
| No |
| Paid-off 7/11 |
| |
14 |
| 10,104 |
| Yes |
| 90057 |
| 65 | % | 1.00 |
| Yes |
| Pass |
| |
15 |
| 9,800 |
|
|
| 85033 |
| 80 | % | 1.45 |
| yes |
| Pass |
| |
16 |
| 8,064 |
|
|
| 90291 |
| 67 | % | 1.00 |
| yes |
| Pass |
| |
17 |
| 7,546 |
| Yes |
| 96815 |
| 69 | % | 0.95 |
| yes |
| Pass |
| |
18 |
| 7,291 |
|
|
| 98092 |
| 80 | % | 1.06 |
| yes |
| Pass |
| |
19 |
| 7,280 |
| Yes |
| 90004 |
| 68 | % | 0.63 |
| yes |
| Pass |
| |
20 |
| 6,800 |
| Yes |
| 89102 |
| 72 | % | 0.87 |
| yes |
| Pass |
| |
|
| $ | 254,628 |
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table breaks out First Regional’s construction loan portfolio by dollar amount outstanding as of June 30, 2007:
Range |
| Construction |
| Number of |
| Simple |
| |
$0 to $1,000,000 |
| $ | 21,309 |
| 37 |
| 55 | % |
$1,000,000 to $5,000,000 |
| 321,893 |
| 126 |
| 60 | % | |
$5,000,000 to $10,000,000 |
| 325,238 |
| 47 |
| 64 | % | |
$10,000,000 to $15,000,000 |
| 105,666 |
| 9 |
| 66 | % | |
$15,000,000 to $20,000,000 |
| 94,899 |
| 6 |
| 54 | % | |
$20,000,000 to $25,000,000 |
| 0 |
|
|
|
|
| |
$25,000,000 & Over |
| 0 |
|
|
|
|
| |
|
| $ | 869,005 |
|
|
|
|
|
The following table presents certain information relating to the largest 20 loans in First Regional’s construction loan portfolio as of June 30, 2007:
Largest 20 Construction Credits
as of June 30, 2007
Rank |
| Balance |
| Zip Code |
| Loan-to-Value |
|
| Personal |
| Grade | |
1 |
| $ | 16,900 |
| 91764 |
| 65 | % |
| Yes |
| Pass |
2 |
| 15,977 |
| 91978 |
| 72 | % |
| No |
| Pass | |
3 |
| 15,926 |
| 93013 |
| 72 | % |
| Yes |
| Pass | |
4 |
| 15,879 |
| 90068 |
| 60 | % |
| No |
| Pass | |
5 |
| 15,115 |
| 90274 |
| 65 | % |
| Yes |
| Pass | |
6 |
| 15,102 |
| 32210 |
| 81 | % |
| No |
| Pass | |
7 |
| 13,096 |
| 32730 |
| 77 | % |
| No |
| Pass | |
8 |
| 12,735 |
| 90077 |
| 58 | % |
| Yes |
| Pass | |
9 |
| 12,056 |
| 96815 |
| 75 | % |
| Yes |
| Pass | |
10 |
| 11,597 |
| 92274 |
| 49 | % |
| Yes |
| Pass | |
11 |
| 11,587 |
| 91302 |
| 75 | % |
| Yes |
| Pass | |
12 |
| 11,522 |
| 98383 |
| 84 | % |
| Yes |
| Pass | |
13 |
| 11,466 |
| 91301 |
| 75 | % |
| Yes |
| Pass | |
14 |
| 11,091 |
| 90272 |
| 53 | % |
| Yes |
| Pass | |
15 |
| 10,515 |
| 93292 |
| 66 | % |
| Yes |
| Pass | |
16 |
| 9,863 |
| 91212 |
| 76 | % |
| Yes |
| Pass | |
17 |
| 9,834 |
| 94115 |
| 72 | % |
| Yes |
| Pass | |
18 |
| 9,575 |
| 93021 |
| 74 | % |
| Yes |
| Pass | |
19 |
| 9,375 |
| 91607 |
| 69 | % |
| No |
| Pass | |
20 |
| 9,344 |
| 90210 |
| 60 | % |
| Yes |
| Pass | |
|
| $ | 248,555 |
|
|
|
|
|
|
|
|
|
3
The following table breaks out First Regional’s non-residential commercial real estate loan portfolio by dollar amount outstanding as of June 30, 2007:
Range |
| Non-Residential (000’s) |
| Number of |
| Simple |
| |
$0 to $1,000,000 |
| $ | 20,082 |
| 32 |
| 60 | % |
$1,000,000 to $5,000,000 |
| 142,569 |
| 60 |
| 68 | % | |
$5,000,000 to $10,000,000 |
| 58,950 |
| 8 |
| 68 | % | |
$10,000,000 to $15,000,000 |
| 0 |
| 0 |
| N/A |
| |
$15,000,000 to $20,000,000 |
| 0 |
| 0 |
| N/A |
| |
$20,000,000 to $25,000,000 |
| 46,347 |
| 2 |
| 48 | % | |
$25,000,000 & Over |
| 0 |
| 0 |
| N/A |
| |
|
| $ | 267,948 |
|
|
|
|
|
The following table presents certain information relating to the largest 20 loans in First Regional’s non-residential commercial real estate loan portfolio as of June 30, 2007:
Largest 20 Non-residential Commercial Real Estate Credits
as at June 30, 2007
Rank |
| Balance |
| Zip Code |
| Loan-to-Value |
| Personal |
| Grade | |
1 |
| $ | 24,126 |
| 90023 |
| 60 | % | Yes |
| Pass |
2 |
| 22,221 |
| 90038 |
| 35 | % | No |
| Pass | |
3 |
| 9,180 |
| 84123 |
| 60 | % | Yes |
| Pass | |
4 |
| 9,000 |
| 92509 |
| 48 | % | Yes |
| Pass | |
5 |
| 9,000 |
| 93101 |
| 70 | % | No |
| Pass | |
6 |
| 8,209 |
| 91790 |
| 74 | % | Yes |
| Pass | |
7 |
| 6,366 |
| 90402 |
| 71 | % | Yes |
| Pass | |
8 |
| 6,206 |
| 92647 |
| 67 | % | Yes |
| Pass | |
9 |
| 5,635 |
| 90404 |
| 72 | % | Yes |
| Pass | |
10 |
| 5,356 |
| 98168 |
| 53 | % | Yes |
| Pass | |
11 |
| 4,999 |
| 90401 |
| 73 | % | Yes |
| Pass | |
12 |
| 4,784 |
| 89109 |
| 62 | % | Yes |
| Pass | |
13 |
| 4,480 |
| 90025 |
| 80 | % | No |
| Pass | |
14 |
| 4,379 |
| 92037 |
| 53 | % | No |
| Pass | |
15 |
| 4,366 |
| 85015 |
| 70 | % | Yes |
| Pass | |
16 |
| 4,305 |
| 99335 |
| 75 | % | Yes |
| Pass | |
17 |
| 4,000 |
| 26201 |
| 63 | % | Yes |
| Pass | |
18 |
| 3,999 |
| 89512 |
| 79 | % | Yes |
| Pass | |
19 |
| 3,975 |
| 93101 |
| 75 | % | Yes |
| Pass | |
20 |
| 3,900 |
| 85363 |
| 75 | % | Yes |
| Pass | |
|
| $ | 148,486 |
|
|
|
|
|
|
|
|
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99 Press Release of First Regional Bancorp, dated June 30, 2007, announcing financial results for the quarter and six months ended June 30, 2007
This report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein may constitute forward-looking statements. Although First Regional believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Important factors that could cause actual results to differ materially from First Regional’s expectations include fluctuations in interest rates, inflation, government regulations, and economic conditions and competition in the geographic and business areas in which First Regional conducts its operations.
4
SIGNATURE
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.
Dated: July 23, 2007
FIRST REGIONAL BANCORP | ||
| By: | /s/ Thomas E. McCullough |
|
| Thomas E. McCullough |
|
| Corporate Secretary |
5
Exhibit Index
99 Press Release of First Regional Bancorp, dated June 30, 2007, announcing financial results for the quarter and six months ended June 30, 2007
6