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 26, 2000
Greater Bay Bancorp
(Exact name of registrant as specified in its charter)
California 77-0387041
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
Commission file number: 0-25034
2860 West Bayshore Road
Palo Alto, California 94303
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (650) 813-8200
Item 5. Other Events.
On January 26, 2000, Greater Bay Bancorp (the "Registrant") entered into an
Agreement and Plan of Reorganization with Bank of Santa Clara ("BSC") and GBB
Merger Corp. ("Newco") providing for the merger of Newco with and into BSC (the
"Merger"), subject to the terms and conditions therein, including the receipt of
all required regulatory approvals and the approval of the shareholders of BSC.
As a result of the Merger, BSC will become a wholly owned subsidiary of the
Registrant.
Item 7. Financial Statements and Exhibits.
Exhibits
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2 Agreement and Plan of Reorganization, dated as of January 26, 2000, by
and among Greater Bay Bancorp, Bank of Santa Clara and GBB Merger Corp.
99.1 Press Release dated January 27, 2000
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Greater Bay Bancorp
(Registrant)
Dated: February 3, 2000 By: /s/ Linda M. Iannone
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Linda M. Iannone
Senior Vice President and General
Counsel
3
Exhibit Index
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2 Agreement and Plan of Reorganization, dated as of January 26, 2000 by
and among Greater Bay Bancorp, Bank of Santa Clara and GBB Merger Corp.
99.1 Press Release dated January 27, 2000