Pff Bancorp Inc - Current report filing (8-K)
April 01 2008 - 5:24PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
March 26, 2008
PFF BANCORP, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE
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001-16845
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95-4561623
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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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9337 Milliken Avenue
Rancho Cucamonga, CA 91730
(Address of Principal Executive Offices, including
Zip Code)
(909) 941-5400
(Registrants 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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01
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Entry into a Material Definitive Agreement.
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On March 31, 2008, PFF
Bancorp, Inc. (the Company), the holding company for PFF Bank & Trust, Glencrest Investment Advisors and Diversified Builder Services, Inc (DBS), completed the sale of substantially all of the DBS loan portfolio, for an
aggregate purchase price of $13,262,379, pursuant to a Loan Purchase and Sale Agreement (the Agreement) entered into on that date. Pursuant to the terms of the Agreement, DBS received $1,500,000 of the aggregate purchase price in cash on
March 31, 2008 and will receive an additional $11,762,379 on April 30, 2008, with interest at 6.50% per annum accruing from March 31, 2008.
On March 26, 2008, at the request of the Office of
Thrift Supervision (the OTS), the board of directors of the Company passed a resolution requiring, among other things, that the Company obtain the OTSs non-objection prior to declaring or paying any dividends or permitting the
Company or certain of its subsidiaries (other than PFF Bank & Trust) to incur or rollover any debt. The Company had previously announced the suspension of the Companys cash dividend in January 2008 due to the uncertainty surrounding the
timing of the recovery in residential real estate and the impact of credit on the Companys operating results. The resolutions also required the Company will reduce the level of problem assets at DBS, which has been addressed by an accelerated
dispositions program undertaken by the Company which included negotiated payoffs and principal reductions, culminating in the sale transaction described above.
Item 9.01
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Financial Statements and Exhibits
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(c) The following exhibits are
filed with this Current Report:
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Exhibit No.
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Description
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10.1
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Loan Purchase and Sale Agreement dated March 31, 2008
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99.1
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Press Release dated April 1, 2008
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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.
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Date: April 1, 2008
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PFF BANCORP, INC.
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/s/ Gregory C. Talbott
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Gregory C. Talbott
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Senior Executive Vice President,
Chief Operating
Officer/Chief Financial
Officer and Treasurer
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