- Current report filing (8-K)
July 01 2009 - 5:19PM
Edgar (US Regulatory)
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):
June 26, 2009
WILSHIRE BANCORP, INC.
(Exact name of Company as specified
in its charter)
California
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000-50923
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20-0711133
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(State or other
jurisdiction
of incorporation)
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(Commission File
Number)
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(IRS Employer
Identification No.)
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3200 Wilshire Boulevard, Los
Angeles,
California 90010
(Address
of principal executive offices) (Zip Code)
(213) 387-3200
(Companys
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 Company under any of the following provisions (see
General Instruction A.2. below):
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 1.01 Entry into a Material Definitive Agreement
On
June 26, 2009, Wilshire Bancorp, Inc. (the Company) announced that
Wilshire State Bank, a wholly owned subsidiary of the Company, had entered into
a definitive purchase and assumption with loss sharing agreement (the Agreement)
with the Federal Deposit Insurance Corporation (the FDIC). Pursuant to the Agreement, Wilshire State
Bank assumed all of the deposits (and certain other liabilities consisting of
Federal Home Loan Bank and other borrowings), and purchased substantially all
of the assets of Mirae Bank, a commercial bank headquartered in Los Angeles,
California.
Based
upon a preliminary balance sheet as of June 26, 2009, Wilshire State Bank
agreed to purchase total assets of approximately $408 million, including a loan
portfolio of $342 million. Wilshire
State Bank also agreed to assume liabilities of approximately $372 million,
which consist of deposits totaling approximately $296 million and other
borrowings of approximately $76 million.
Pursuant
to the Agreement, Wilshire State Bank is receiving a discount of approximately
$36 million on the net assets and is paying a 1.1% deposit premium on the total
deposits assumed, excluding brokered deposits.
Based upon a preliminary balance sheet as of June 26, 2009, it is
estimated that the final deposit premium will be approximately $2.6 million.
All
of the purchased loans and foreclosed real estate that are being purchased by
Wilshire State Bank under the Agreement are covered by a loss sharing agreement
between the FDIC and Wilshire State Bank.
Under this loss sharing agreement, the FDIC has agreed to bear 80% of
loan and foreclosed real estate losses in an amount of up to $83 million and
95% of losses that exceed $83 million.
The loss sharing agreement significantly mitigates the credit loss
exposure to Wilshire State Bank in connection with the purchased assets because
of the 85% and 95% loss sharing by the FDIC.
Moreover, the customer base associated with the purchased loan portfolio
is similar to the existing customer base of Wilshire State Bank. Bank management believes that its familiarity
with these customers will benefit Wilshire State Bank in its collection
efforts, further minimizing any risk associated with the purchased loans.
Wilshire
State Bank will apply the mark-to-market provisions of Statement of Financial
Accounting Standard 141R to account for the purchase of assets and assumption
of liabilities, including recognition of a core deposit intangible asset. Accounting rules also require
recognition of the FDICs estimated loss assistance, based upon the estimated
market value of loans and repossessed loan collateral.
On
June 26, 2009, the Company issued a news release regarding the entry by
Wilshire State Bank into the Agreement with the FDIC. A copy of this news release is attached
hereto as Exhibit 99.1 and is incorporated by reference.
The foregoing summary of the
Agreement is not complete and is qualified in its entirety by reference to the
full text of the Agreement, a copy of which is attached as Exhibit 10.1
and incorporated by reference herein.
2
Item 2.01 Completion of
Acquisition or Disposition of Assets
The information set forth under Item 1.01 Entry
into a Material Definitive Agreement is incorporated by reference into this
Item 2.01.
Item 9.01 Financial Statements and Exhibits
(a)
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Financial
Statements of Businesses Acquired
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To
the extent that consolidated financial statements are required by this Item,
they will be filed in an amendment to this report no later than
September 11, 2009.
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(b)
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Pro
Forma Financial Information
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To
the extent that pro forma financial information is required by this Item,
it will be filed in an amendment to this report no later than
September 11, 2009.
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(d)
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Exhibits
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10.1
Purchase and Assumption Agreement, dated June 26, 2009
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99.1
Press release dated June 26, 2009
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3
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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WILSHIRE
BANCORP, INC.
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Date: July 1, 2009
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By:
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/s/ Alex Ko
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Alex Ko, Chief
Financial Officer
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4
EXHIBIT INDEX
Exhibit
No.
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Description
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10.1
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Purchase
and Assumption Agreement, dated June 26, 2009
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99.1
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Press
release dated June 26, 2009, issued by Wilshire Bancorp, Inc.
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5
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