Foothill Independent Bancorp (NASDAQ:FOOT)
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Board of Directors Declares $0.15 Per Share Quarterly Cash Dividend
Foothill Independent Bancorp (NASDAQ:FOOT), the holding company
for Foothill Independent Bank, today reported that, as a result of
continued growth in core deposits and loans, and a rising interest
rate environment, it achieved record net profits for the fourth
quarter and the fiscal year ended December 31, 2005.
In the quarter ended December 31, 2005, net income increased by
21% to $3.10 million, or $0.34 per diluted share, compared to $2.55
million, or $0.28 per diluted share in the fourth quarter a year ago.
For the full year ended December 31, 2005, net income grew by
nearly $1.9 million, or 21%, to $11.29 million, or $1.25 per diluted
share, from $9.36 million, or $1.05 per diluted share, in the fiscal
year ended December 31, 2004.
All per share data have been adjusted to reflect a 5-for-4 stock
split effectuated on May 25, 2005.
"We have always been focused on maximizing shareholder value, and
2005 was no exception," stated George Langley, President and CEO. "We
increased our quarterly cash dividend to $0.15 per share and issued a
5-for-4 stock split in May 2005, and we achieved increases in our
stock price as our earnings rose during 2005. Finally, on December 15,
2005 we announced that Foothill had entered into an Agreement and Plan
of Merger with First Community Bancorp (NASDAQ:FCBP). That Agreement
provides, subject to the satisfaction of certain conditions, for a
merger of Foothill with and into First Community. On consummation of
that merger, Foothill's stockholders are to receive approximately
0.4982 shares of First Community common stock for each of their
Foothill shares and, as a result, will become stockholders of First
Community."
To start off 2006, our Board of Directors just declared another
quarterly cash dividend of $0.15 per share, payable February 28th, to
shareholders of record February 9, 2006.
Foothill's performance ratios remained outstanding, and improved
in both the fourth quarter and full year ended December 31, 2005. In
the fourth quarter of 2005, our annualized return on average equity
(ROE) was 18.0%, and our annualized return on average assets (ROA)
grew to 1.58%, as compared to an ROE of 16.1% and an ROA of 1.28% in
the same quarter of 2004. For the full year ended December 31, 2005,
we achieved an ROE of 16.8% and an ROA of 1.42%, as compared to an ROA
of 15.1% and an ROE of 1.25% in the fiscal year ended December 31,
2004.
Net interest margin increased to 5.33% in the fourth quarter of
2005, compared to 5.15% in the immediately preceding quarter of 2005
and 4.74% in the fourth quarter a year ago. For the year ended
December 31, 2005, net interest margin increased to 5.14%, up from
4.80% for fiscal 2004.
"While rising interest rates helped our net interest margin, we
generated additional net interest income by keeping our funding costs
down," Langley said. "While many banks were increasing interest rates
to attract time deposits, we have been able to support our growth
while letting some of our costlier deposits run off."
Gross loans increased 9% to $552 million at December 31, 2005, up
from $506 million at the end of 2004. By comparison, total assets grew
1% to $799 million, compared to $787 million at the end of December
last year, as we funded loan growth primarily by redeploying lower
yielding assets, such as federal funds sold.
Although core deposits, which consist of no-cost demand and
low-cost savings and money market deposits, decreased by 3% during
2005 to $613 million from $631 million at December 31, 2004, during
that same period we were able to reduce time deposits by 23% to $60.0
million, compared to $77.9 million at the end of 2004. As a result, as
a percentage of total deposits, core deposits grew to 91% and time
deposits declined to 9% at December 31, 2005, compared to 89% and 11%
respectively, at December 31, 2004, while total deposits decreased 5%
to $673 million during the year ended December 31, 2005 from $709
million at December 31, 2004.
Asset quality has remained outstanding. Non-performing loans
(NPLs) declined to $113,000 at December 31, 2005, from $137,000 at
December 31, 2004. At the end of 2005, NPLs represented just 0.02% of
total loans compared to 0.03% of total loans at the end of last year.
With no repossessed assets on the books, non-performing assets (NPAs)
have remained equal to NPLs, and were 0.01% of total assets at
year-end 2005, compared to 0.02% of assets at the end of 2004.
Including a $46,000 net recovery in the year, the reserve for loan
losses was $5.06 million at the end of 2005, representing 0.92% of
gross loans and far exceeding NPAs. By comparison, the reserve for
loan losses was $5.02 million, representing 0.99% of gross loans and
far exceeding NPAs, at December 31, 2004.
"Revenues grew 9% and 12% in the fourth quarter and full year
2005, respectively, relative to the same periods last year," Langley
said. "All of that improvement came from net interest income growth,
reflecting our commitment to keeping funding costs down despite the
rising interest rate environment." For the quarter ended December 31,
2005, revenues were $10.9 million, compared to $10.0 million a year
ago. For the fiscal year ended December 31, 2005, revenues were $42.8
million, versus $38.1 million in the same period last year.
In the final quarter of 2005, interest income was up by $1.26
million over the same quarter last year, reflecting the increase in
loan volume and the rising interest rate environment. However,
interest expense increased by only $308,000 over the fourth quarter of
2004, with the rise in rates largely offset by the decrease in time
deposits. As a result, net interest income increased by 11% to $9.60
million in the fourth quarter of 2005, compared to $8.65 million in
the same quarter of 2004. In the year ended December 31, 2005,
interest income increased by $6.1 million, while interest expense
increased by $1.0 million over 2004. As a result, net interest income
grew 16% in 2005 to $37.6 million, from $32.6 million the previous
year.
Other operating income was $1.28 million in the quarter ended
December 31, 2004, compared to $1.31 million in the fourth quarter of
2004, and was $5.13 million for the full year ended December 31, 2005,
compared to $5.58 million for fiscal 2004. Other operating expense
increased by 1% to $6.08 million in the fourth quarter of 2005,
compared to $6.03 million in the fourth quarter of last year. Other
operating expense grew 7% to $25.3 million for the year ended December
31, 2005, from $23.6 million last year.
"Our efficiency ratio improved to 54.3% in the quarter ended
December 31, 2005, compared to 60.8% in the fourth quarter of 2004,"
Langley said. "Revenues continued to grow and we were able to trim
salary expenses slightly. For the full year ended December 31, 2005,
we were able to improve our efficiency ratio to 59.3%, compared to
63.0% for 2004, despite the 7% increase in other operating expenses
during 2005."
Shareholders' equity grew to $70.27 million at December 31, 2005,
compared to $64.60 million a year earlier as a result of the earnings
achieved in fiscal 2005. Book value increased to $8.25 per share at
the end of the year, from $7.67 per share at December 31, 2004.
Capital ratios continue to be above the "Well-Capitalized" guidelines
established by the regulatory agencies. The Tier 1 Leverage Ratio was
10.21% and the Total Risk-based Capital Ratio was 13.79% at December
31, 2005.
About Foothill Independent Bancorp
Foothill Independent Bancorp is a one-bank holding company that
owns and operates Foothill Independent Bank. The Bank currently
operates 12 commercial banking offices in Los Angeles, San Bernardino
and Riverside Counties. Foothill Independent Bank has consistently
earned the highest ratings for safety and soundness from such bank
rating firms as Findley Reports, Bauer Financial Services, and
Veribanc.
On December 15, 2005 we announced that Foothill had entered into
an Agreement and Plan of Merger with First Community Bancorp. That
Agreement provides, subject to the satisfaction of certain conditions
set forth in that Agreement, for a merger to be consummated by
Foothill and First Community pursuant to which Foothill will be merged
with and into First Community and Foothill's stockholders will receive
shares of First Community Bancorp common stock for their shares of
Foothill common stock. The Agreement and Plan of Merger establishes an
initial exchange ratio of approximately 0.4982 shares of First
Community common stock for each Foothill share. The initial exchange
ratio and, therefore, the number of First Community shares that each
Foothill stockholder will receive in the merger will be subject to
adjustment depending on the average closing price of First Community's
common stock over a 15 trading day period ending 2 trading days prior
to the closing of the merger.
Consummation of the proposed merger requires the satisfaction of
certain conditions, including the approval of both Foothill's and
First Community's stockholders and bank regulatory authorities, and is
expected to close in the second quarter of 2006.
Additional Information And Where To Find It
Investors and security holders are urged to carefully review and
consider each of First Community's and Foothill Independent Bancorp's
public filings with the SEC, including but not limited to their Annual
Reports on Form 10-K for the year ended December 31, 2004 and
Quarterly Reports on Form 10-Q for the reporting periods of 2005. The
documents filed by Foothill Independent Bancorp with the SEC may be
obtained free of charge at Foothill's website at www.foothillbank.com
or at the SEC's website at www.sec.gov. These documents may also be
obtained free of charge from Foothill by requesting them in writing to
Foothill Independent Bancorp, 510 South Grand Avenue, 2nd Floor,
Glendora, CA 91741, Attention: Susan Hickam, Vice President - Investor
Relations, or by telephone at Phone: (626) 963-8551.
This Release may be deemed to be solicitation material in respect
of the proposed acquisition of Foothill Independent Bancorp. First
Community and Foothill intend to file a registration statement
including a joint proxy statement/prospectus and other documents
regarding the proposed acquisition with the SEC. Before making any
voting or investment decision, investors and security holders of
either Foothill or First Community are urged to carefully read the
entire registration statement and proxy statement, when they become
available, as well as any amendments or supplements to these
documents, because they will contain important information about the
proposed acquisition. A definitive proxy statement will be sent to the
shareholders of each institution seeking any required shareholder
approval of these documents.
Investors and security holders will be able to obtain the
registration statement and proxy statement free of charge from
Foothill by requesting them in writing from Foothill Independent
Bancorp, 510 South Grand Avenue, Glendora, CA 91741, Attention: Susan
Hickam, Vice President - Investor Relations, or by telephone at Phone:
(626) 963-8551.
Foothill, its directors, executive officers and certain other
persons may be soliciting proxies from Foothill shareholders in favor
of the approval of the acquisition. Shareholders may obtain additional
information regarding the interests of such participants by reading
the registration statement and proxy statement when they become
available.
Forward Looking Information
This Release contains forward-looking statements within the
meaning of the Securities Exchange Act of 1934, as amended.
Forward-looking statements can be identified by the fact that they do
not relate strictly to historical or current facts and often include
the words "believe," "expect," "anticipate," or words of similar
meaning, or future or conditional verbs such as "will," "would,"
"should," "could," or "may." Forward-looking statements set forth our
expectations or beliefs regarding our future financial condition or
future financial performance, which are based on current information.
Our actual results in future periods could differ significantly from
our current estimates, expectations and beliefs, as set forth in this
Release, due to a number of risks and uncertainties that could affect
our business or operating results. Those risks and uncertainties
include, but are not limited to:
-- The risk of increased competition from other financial
institutions, which could require us to reduce the interest
rates we are able to charge on loans or to increase the
interest we must pay to attract or maintain deposits, either
or both of which could lead to reductions in our net interest
margin or net earnings.
-- The risk of adverse changes in national economic conditions or
changes in Federal Reserve Board monetary policies, which
could lead to reductions in interest rates and in our net
interest margins and to declines in loan demand or a weakening
in the financial ability of borrowers to meet their loan
obligations to us.
-- The risk of a significant decline in real property values in
Southern California which, because approximately 90% of our
loans are secured by real property, could result in a
deterioration in the performance of our loan portfolio and, as
a result, could require us to increase the provisions we must
make for potential loan losses and could lead to increase in
loan write-offs, which would reduce our earnings and could
adversely affect our financial condition.
-- The risk that natural disasters, such as earthquakes or fires,
which are not uncommon in Southern California, or localized
economic downturns, could adversely affect our operating
results.
-- The risk of changes in federal and state bank regulatory
policies that might have the effect of reducing yields on
earning assets or increasing our operating costs.
-- The risk that we may have to reduce or eliminate cash
dividends due to the occurrence of any of the foregoing
events.
Certain of those risks and uncertainties, as well as others, are
described more fully in our Annual Report on Form 10-K for the fiscal
year ended December 31, 2004, as filed with the Securities and
Exchange Commission. Readers of this Release are urged to read the
cautionary statements, which are set forth under the caption
"Management's Discussion and Analysis of Financial Condition and
Results of Operations -- Factors That Could Affect Our Future
Financial Performance" in Part II of that Report.
Due to these uncertainties and risks, readers are cautioned not to
place undue reliance on forward-looking statements contained in this
Release, which speak only as of this date. We undertake no obligation
to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.
-0-
*T
FOOTHILL INDEPENDENT BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in Thousands, Except Per Share Data)
Three Months Ended
December 31, Percent
----------------------- -------
2005 2004 Change
----------- ----------- -------
Interest on loans & leases $9,238 $8,031
Interest on securities 1,695 1,461
Interest on federal funds sold 198 346
Interest other 13 46
----------- -----------
Total Interest Income 11,144 9,884 13%
Deposits 1,315 1,124
Interest on borrowings 225 108
----------- -----------
Total Interest Expense 1,540 1,232 25%
Net Interest Income 9,604 8,652 11%
Provision for Loan Losses -- --
----------- -----------
Net Interest Income after Provision 9,604 8,652 11%
Fees on deposits 1,027 1,178
Gain on sales of SBA loans -- --
Other 256 128
----------- -----------
Total Other Operating Income 1,283 1,306 -2%
Salaries & employee benefits 2,783 3,043
Occupancy and equipment 1,080 1,102
Other 2,218 1,881
----------- -----------
Total Other Operating Exp. 6,081 6,026 1%
----------- -----------
Income before taxes 4,806 3,932
Income tax 1,711 1,382
----------- -----------
NET INCOME $3,095 $2,550 21%
=========== ===========
Earnings per common share - Basic $0.36 $0.30 20%
=========== ===========
Weighted average shares outstanding
- Basic 8,515,512 8,408,755
=========== ===========
Earnings per common share - Diluted $0.34 $0.28 21%
=========== ===========
Weighted average shares outstanding
- Diluted 9,072,969 8,960,975
=========== ===========
Twelve Months Ended
December 31, Percent
----------------------- -------
2005 2004 Change
----------------------- -------
Interest on loans & leases $35,335 $31,016
Interest on securities 6,805 5,225
Interest on federal funds sold 878 653
Interest other 96 136
----------- -----------
Total Interest Income 43,114 37,030 16%
Deposits 4,683 4,073
Interest on borrowings 795 394
----------- -----------
Total Interest Expense 5,478 4,467 23%
Net Interest Income 37,636 32,563 16%
Provision for Loan Losses -- --
----------- -----------
Net Interest Income after Provision 37,636 32,563 16%
Fees on deposits 4,166 4,999
Gain on sales of SBA loans 13 5
Other 955 581
----------- -----------
Total Other Operating Income 5,134 5,585 -8%
Salaries & employee benefits 11,705 11,697
Occupancy and equipment 4,417 4,296
Other 9,150 7,617
----------- -----------
Total Other Operating Exp. 25,272 23,610 7%
----------- -----------
Income before taxes 17,498 14,538
Income tax 6,212 5,183
----------- -----------
NET INCOME $11,286 $9,355 21%
=========== ===========
Earnings per common share - Basic $1.33 $1.11 20%
=========== ===========
Weighted average shares outstanding
- Basic 8,479,126 8,401,810
=========== ===========
Earnings per common share - Diluted $1.25 $1.05 19%
=========== ===========
Weighted average shares outstanding
- Diluted 9,029,651 8,947,711
=========== ===========
(1) Per share data for the three and twelve month periods ended
December 31, 2005 and 2004 have been retroactively adjusted
to reflect a 5-for-4 stock split that was effectuated on May 25,
2005.
FOOTHILL INDEPENDENT BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Unaudited)
(Dollars in Thousands, Except Per Share Data)
December 31, Percentage
-------------------
2005 2004 Change
--------- --------- ----------
ASSETS:
Noninterest earning demand deposits and
cash on hand $32,163 $23,611
Federal funds sold and overnight
repurchase agreements 5,500 28,900
Interest-earning deposits 1,287 9,803
--------- ---------
Total Cash and Cash Equivalents 38,950 62,314 -37%
Securities available for sale 172,064 186,575
Securities held to maturity 7,364 7,980
--------- ---------
Total Securities 179,428 194,555 -8%
Loans and leases receivable 552,487 505,623 9%
Reserve for loan losses (5,062) (5,016)
--------- ---------
Loans & Leases Receivable, Net 547,425 500,607 9%
Accrued interest receivable 3,400 3,006
Other real estate owned -- --
Premises and equipment 4,470 4,815
Federal Home Loan Bank (FHLB) stock, at
cost 4,305 3,460
Federal Reserve Bank (FRB) stock, at
cost 348 348
Other assets 20,380 17,850
--------- ---------
TOTAL ASSETS $798,706 $786,955 1%
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Liabilities:
Non-interest bearing demand deposits $267,047 $259,285
Savings & NOW deposits 172,648 164,947
Money market deposits 173,094 206,919
Time deposits 59,975 77,899
--------- ---------
Total Deposits 672,764 709,050 -5%
Accrued employee benefits 3,774 3,446
Accrued interest and other liabilities 1,650 1,642
Other debt 50,248 8,248
--------- ---------
Total Liabilities 728,436 722,386 1%
Stockholders' Equity:
Common stock $0.001 par value-
authorized: 25,000,000 shares;
Issued and outstanding: 8,519,892 and
6,731,631 shares, respectively 7 7
Additional paid-in capital 68,701 67,831
Retained earnings 3,934 (2,608)
Accumulated other comprehensive income
net of taxes (2,372) (661)
--------- ---------
Total Stockholders' Equity 70,270 64,569 9%
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $798,706 $786,955 1%
========= =========
FOOTHILL INDEPENDENT BANCORP AND SUBSIDIARIES
CONSOLIDATED FINANCIAL RATIOS AND OTHER DATA
(Dollars in thousands, except per share amounts)
Three Months Twelve Months
Ended Ended
December 31, December 31,
---------------- -------------
2005 2004 2005 2004
------ ------ ------ ------
Financial Ratios:
Return on average assets 1.58%(1) 1.28%(1) 1.42% 1.25%
Return on average equity 18.00%(1) 16.09%(1) 16.84% 15.05%
Efficiency ratio 54.33% 60.83% 59.29% 63.01%
Annualized operating
expense/average assets 3.11%(1) 3.06%(1) 3.17% 3.16%
Net interest margin 5.33%(1) 4.74%(1) 5.14% 4.80%
Tier 1 capital ratio 10.21% 9.10% 10.21% 9.10%
Risk adjusted capital ratio 13.79% 13.40% 13.79% 13.40%
Other Consolidated Financial Data
Provision for loan losses $-- $-- $-- $--
Net charge-offs (recoveries) $(16) $(35) $(46) $(69)
(1) These ratios have been annualized.
At December 31,
-------------------
2005 2004
--------- ---------
(Dollars in thousands,
Other Consolidated Financial Data (continued) except per share
amounts)
-------------------
Net loans and leases $547,425 $500,607
Non-performing/non-accrual loans (1)
Amounts $113 $137
As a percentage of gross loans 0.02% 0.03%
Real estate owned - loans $-- $--
Total non-performing assets
Amounts $113 $137
As a percentage of total assets 0.01% 0.02%
Loan loss reserves
Amounts $5,062 $5,016
As a percentage of gross loans 0.92% 0.99%
Book value per share $8.25 $7.67(2)
(1) Non-Accrual loans are loans that have made no payments of
principal or interest for more than 90 days.
(2) Retroactively adjusted for a 5-for-4 stock split effectuated on
May 25, 2005.
FOOTHILL INDEPENDENT BANCORP AND SUBSIDIARIES
AVERAGE BALANCES
(Unaudited)
(Dollars in Thousands, Except Per Share Data)
Three Months Ended Twelve Months Ended
December 31, December 31,
2005 2004 2005 2004
--------- --------- --------- ---------
ASSETS
Earning assets:
Interest-earning deposits $1,388 $9,118 $3,820 $7,934
Federal funds sold and
overnight repurchase
agreements 20,017 73,082 27,942 46,176
Investment securities 190,536 176,118 196,444 160,463
Loans and leases (net of
unearned income) 516,562 480,717 512,789 472,664
--------- --------- --------- ---------
Total earning assets 728,503 739,035 740,995 687,237
Loan loss reserve (5,053) (4,985) (5,030) (4,975)
Non-earning assets 58,443 62,579 61,341 64,071
--------- --------- --------- ---------
Total Assets $781,893 $796,629 $797,306 $746,333
========= ========= ========= =========
LIABILITIES AND STOCKHOLDERS'
EQUITY
Interest-bearing liabilities:
Deposits:
Savings and interest
bearing transaction
accounts $351,195 $382,204 $361,271 $351,308
Certificates of deposit,
$100,000 or more 34,686 33,236 36,847 30,400
Other time deposits 26,418 37,220 32,320 40,401
--------- --------- --------- ---------
Total interest-bearing
deposits 412,299 452,660 430,438 422,109
Other interest-bearing
liabilities 14,870 8,248 15,675 8,248
--------- --------- --------- ---------
Total interest bearing
liabilities 427,169 460,908 446,113 430,357
Non-interest bearing
liabilities:
Demand deposits 279,504 266,165 278,168 248,386
Other non-interest bearing
liabilities 6,415 6,153 5,987 5,421
--------- --------- --------- ---------
Total liabilities 713,088 733,226 730,268 684,164
Stockholders' equity 68,805 63,403 67,038 62,169
--------- --------- --------- ---------
Total Liabilities and
Stockholders' Equity $781,893 $796,629 $797,306 $746,333
========= ========= ========= =========
*T