UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 25, 2009
CVB FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
| California (State or other jurisdiction of incorporation or organization) |
0-10140 (Commission file number) |
95-3629339 (I.R.S. employer identification number) |
| 701 North Haven Avenue, Ontario, California (Address of principal executive offices) |
91764 (Zip Code) |
Registrant’s telephone number, including area code: (909) 980-4030
Not Applicable
(Former name or former address, if changed since last report)
(Former name or former address, if changed since last report)
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.):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR240.13e-4(c))
Item 7.01 Regulation FD Disclosure
CVB Financial Corp. (the “Company”) is providing its investor slide presentations with
information as of December 31, 2008. The slide presentations are furnished (not filed) as Exhibit
99.1 and Exhibit 99.2 to this Current Report on Form 8-K pursuant to Regulation FD.
Item 8.01 Other Events
On March 3, 2009 at 10:45 a.m. Pacific Time (1:45 p.m. Eastern Time), the Company’s President
and Chief Executive Officer, Christopher D. Myers, will participate in the Sandler O’Neill &
Partners 2009 West Coast Financial Services Conference. Mr. Myers will discuss the slides
furnished as Exhibit 99.1 at this conference. Interested individuals may access a live webcast of
the presentation by visiting http://www.sandleroneill.com, go to the Conferences tab, then select
View Webcast under the West Coast Financial Services Conference heading. A replay of the
presentation will be available for 60 days after the event. The presentation will also be available
via audio conference at (800) 259-0251 with the passcode of Session 2.
In
addition, on February 26, 2009, Mr. Myers will discuss the slides furnished as Exhibit 99.2
with various potential investors.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits
99.1
|
Slide presentation of CVB Financial Corp. as of December 31, 2008 (furnished pursuant to Regulation FD) | |
99.2
|
Slide presentation of CVB Financial Corp. as of December 31, 2008 (furnished pursuant to Regulation FD) |
2
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.
| CVB FINANCIAL CORP. (Registrant) |
||||
| Date: February 25, 2009 | By: | /s/ Edward J. Biebrich Jr. | ||
| Edward J. Biebrich Jr., | ||||
| Executive Vice President and Chief Financial Officer |
||||
3
Exhibit Index
99.1
|
Slide presentation of CVB Financial Corp. as of December 31, 2008 (furnished pursuant to Regulation FD) | |
99.2
|
Slide presentation of CVB Financial Corp. as of December 31, 2008 (furnished pursuant to Regulation FD) |
4
Exhibit 99.1
| 1 Safe Harbor Certain matters set forth herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including forward-looking statements relating to the Company's current business plan and expectations regarding future operating results. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance or achievements to differ materially from those projected. These risks and uncertainties include, but are not limited to, the impact of changes in interest rates, a decline in economic conditions, adverse changes resulting from natural and manmade disasters, effects of government regulation and increased competition among financial services providers and other factors set forth in the Company's public reports including its Annual Report on Form 10-K for the year ended December 31, 2007, and particularly the discussion of risk factors within that document. The Company does not undertake, and specifically disclaims any obligation to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements except as required by law. |
| Headquarters Ontario, California Origin August 9, 1974 Business Financial Centers 43 Commercial Banking Centers 4 Assets $6.6 Billion Deposits $3.5 Billion Loans $3.7 Billion Market Capitalization $991 Million 2 |
| U.S. Banker Magazine (2008) 6th Ranked Bank in the Nation (3-year ROE) U.S. Banker Magazine (2007) Top Business Bank in the Nation 15th Ranked Bank in the Nation America's Finest Companies investment directory # 318 out of 19,000 U.S. public companies. Bank Director Magazine 14th Ranked Bank in the Nation The Findley Report 27 Consecutive Years - Premier Performing Bank 17 Consecutive Years - Super Premier Performing Bank Fitch Ratings BBB+ (January 2009) 3 |
| *Earnings before securities gains & losses, OREO gains & losses, provisions for OREO & loan losses, provision for unfunded commitments, and income taxes. 4 |
| 5 |
| 6 Orange County 14% Central Valley 18% Inland Empire 22% |
| 7 Los Angeles County 24% Inland Empire 20% Central Valley 26% Orange County 10% San Diego County 12% Other - 8.0% LA County 19% Inland Empire 41% Orange County 11% Central Valley 15% Other 14% San Diego - 0% Land: $38 Million Construction: $213 Million |
| 8 |
| (000's) Non-Performing Loans OREO Non-Performing Assets % of Total Assets Bank of Hawaii 14,521 428 14,949 0.14% Westamerica 10,026 3,505 13,531 0.34% CVB Financial Corp. 17,684 6,565 24,249 0.36% SVB Financial 84,919 1,250 86,169 0.86% City National 211,142 11,388 222,530 1.35% Umpqua Holdings 127,914 27,898 155,812 1.81% Pacific Western 50,618 41,310 91,928 2.04% East West Bank 225,599 38,302 263,901 2.12% Pacific Capital 220,347 7,100 227,447 2.38% UCBH Holdings 406,085 27,688 433,773 3.21% 9 |
| 10 |
| 11 Agency 1.12% |
| 12 Not Rated - Pre-refunded 3.06% Not Rated - General Obligation 10.37% Rated - Investment Grade AA or better 44.81% Rated-Investment Grade BAA or better 2.97% Rated-Invested grade AAA or better 26.45% |
| Company Market Cap Total Assets City National Corp $2,603 $15,889 Bank of Hawaii $2,320 $10,472 SVB Financial Group $1,525 $6,692 Westamerica Banc $1,420 $4,559 East West Bancorp $1,349 $11,852 UCBH Holdings $1,324 $11,803 Cathay General Bancorp $1,200 $10,402 Glacier Bancorp $1,008 $4,817 Pacific Capital Bancorp $946 $7,374 First Community Bancorp $918 $5,179 Umpqua Holdings $916 $8,340 Sterling Financial Corporation $868 $12,149 CVB Financial Corp $837 $6,294 Frontier Financial Corporation $786 $3,995 Central Pacific Financial Corp $583 $5,728 14 |
| Bank Market Cap Total Assets Bank of Hawaii $1,728 $10,763 City National Corporation $1,648 $16,455 Westamerica Bancorporation $1,279 $4,032 Glacier Bancorp, Inc. $1,002 $5,554 CVB Financial Corp. $749 $6,649 SVB Financial Group $671 $10,023 Cathay General Bancorp $623 $11,593 East West $612 $12,454 Umpqua Holdings Corp $555 $8,597 Pacific Capital Bancorp $500 $9,574 PacWest Bankcorp $457 $4,495 TriCo Bancshares $315 $1,976 UCBH Holdings $288 $13,526 Western Alliance $283 $5,243 Central Pacific Financial Corp $203 $5,432 15 |
| The best privately-held and/or family- owned businesses throughout California Annual revenues of $1-200 million Top 25% in their respective industry Full relationship banking 16 |
| Citizens Business Bank will become the dominant financial services company operating throughout the State of California, servicing the comprehensive financial needs of privately-held businesses (and their owners) with annual sales/revenues of $1 to 200 million dollars. 17 |
| 18 Strong Credit Quality Liability Sensitive Balance Sheet Positive Growth Metrics New Growth Initiatives Local Competition is Diminished |
Exhibit 99.2
| CVB Financial Corp. 1 |
| Safe Harbor Certain matters set forth herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including forward-looking statements relating to the Company's current business plan and expectations regarding future operating results. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance or achievements to differ materially from those projected. These risks and uncertainties include, but are not limited to, the impact of changes in interest rates, a decline in economic conditions, adverse changes resulting from natural and manmade disasters, effects of government regulation and increased competition among financial services providers and other factors set forth in the Company's public reports including its Annual Report on Form 10-K for the year ended December 31, 2007, and particularly the discussion of risk factors within that document. The Company does not undertake, and specifically disclaims any obligation to update any forward- looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements except as required by law. 2 |
| 1974 Chino Valley Bank formed 1981 CVB Financial Corp. (holding company formed) 1996 Chino Valley Bank becomes Citizens Business Bank 2001 CVB Financial listed on NASDAQ ("CVBF") 3 CVB Financial Corp. |
| Headquarters Ontario, California Origin August 9, 1974 Business Financial Centers 43 Commercial Banking Centers 4 Assets $6.6 Billion Deposits $3.5 Billion Loans $3.7 Billion Market Capitalization $991 Million 4 CVB Financial Corp. December 31, 2008 |
| Edward J. Biebrich Jr. Executive Vice President 27 Years 11 Years Chief Financial Officer Todd E. Hollander Executive Vice President 18 Years 1 Year Sales Division Christopher D. Myers President 24 Years 3 Years Chief Executive Officer Yamynn De Angelis Executive Vice President 30 Years 22 Years Chief Risk Officer Elsa Zavala Executive Vice President 29 Years 16 Years Chief Information Officer Chris A. Walters Executive Vice President 22 Years 2 Years CitizensTrust Banking CVB Name Position Experience Service CVB Financial Corp. Senior Leadership Team 5 Larry Zivelonghi Executive Vice President 29 Years 16 Years Dairy & Livestock Industries Group Jim Dowd Executive Vice President 32 Years 1 Year Chief Credit Officer Vince L. Gottuso Senior Vice President 23 Years 16 Years Sales Division Ted Dondanville Senior Vice President 27 Years 11 Years Commercial Banking Center |
| Nancy A. Sinclair Senior Vice President 40 Years 12 Years The Marketing Group James E. Mead Senior Vice President 34 Years 16 Years Regional Manager - San Gabriel Valley Mark Richardson Senior Vice President 20 Years 16 Years Real Estate Banking Group David Brager Senior Vice President 23 Years 5 Years Regional Manager - Central Valley Mike Mulcahy Senior Vice President 31 Years 2 Years Regional Manager - South Bay Average: 26 Years 10 Years Banking CVB Name Position Experience Service Tim Noone Senior Vice President 26 Years 2 Years Specialty Banking Group David M. Krebs Senior Vice President 15 Years 6 Years Human Resources Paul Russ Senior Vice President 25 Years 11 Years Regional Manager - Inland Empire Mike Helmuth Senior Vice President 27 Years 16 Years Regional Manager - Orange County CVB Financial Corp. Senior Leadership Team |
| The Vision "The vision of CVB Financial Corp. is to be recognized as the premier relationship financial institution for businesses and professionals in California with earnings growth of 15.0% a year, a return on equity of 20.0% and a return on assets of 1.35%." 7 |
| The Mission "The Mission of CVB Financial Corp. is to achieve superior performance and rank in the top 10% of all financial institutions in the nation in return on equity and return on assets. This will be achieved by delivering the finest in financial products and services through relationship banking commitments with businesses and professionals in the Inland Empire, Los Angeles County, Orange County and the Central Valley areas of California. It will be supported by an unqualified commitment to our five core values." 8 |
| 5 Core Values Financial Strength Superior People Customer Focus Cost Effective Operation Having Fun 9 |
| Bank Ratings & Awards U.S. Banker Magazine (2008) 6th Ranked Bank in the Nation (3-year ROE) U.S. Banker Magazine (2007) Top Business Bank in the Nation 15th Ranked Bank in the Nation America's Finest Companies investment directory # 318 out of 19,000 U.S. public companies. Bank Director Magazine 14th Ranked Bank in the Nation The Findley Report 27 Consecutive Years - Premier Performing Bank 17 Consecutive Years - Super Premier Performing Bank Fitch Ratings BBB+ (January 2009) 10 |
| CVB Financial Corp. December 31, 2008 Financial Performance 11 |
| CVB Financial Corp. CVB Financial Corp. *Earnings before securities gains & losses, OREO gains & losses, provisions for OREO & loan losses, provision for unfunded commitments, and income taxes. 12 |
| Yields/Spreads Yields/Spreads 13 |
| 14 Loan Growth - Average Growth 179,763 283,075 279,572 Total Average Loan Growth - $2.4 Billion |
| CVB Financial Corp. Loan Growth + Loan Quality 15 |
| Loan Portfolio: Performance Loan Portfolio: Performance 16 |
| Loan Portfolio $3.7 Billion 17 Orange County 14% Central Valley 18% Inland Empire 22% |
| 18 Loan Portfolio $3.7 Billion Residential Construction and Land - 2.7% Commercial Construction and Land - 6.7% Commercial Real Estate - 51.9% SFR Mortgage - 8.9% Commercial and Industrial - 9.9% Dairy and Livestock - 12.3% Other - 7.6% |
| Residential Real Estate Construction & Land Loans Total: $101 Million 19 Los Angeles County 24% Inland Empire 20% Central Valley 26% Orange County 10% San Diego County 12% Other - 8.0% |
| Commercial Real Estate Construction & Land Loans Total: $251 Million 20 LA County - 19% Inland Empire - 41% Orange County - 11% Central Valley - 15% Other - 14% San Diego - 0% Land: $38 Million Construction: $213 Million |
| Capital Ratios 21 |
| Capital Ratios Capital Ratios 22 |
| As of 12/31/08 $3.7 Billion in Loans $17.7 Million in Non- Performing Loans $6.6 Million in Real Estate Owned 23 |
| 24 $24.2 Million in N.P.A./Oreo (000's) OREO - $6,565 Residential Construction & Land - $7,524 Mortgage Pools - $3,116 Commercial - $6,732 Consumer - $312 |
| CVB Financial Corp. Investment Portfolio 25 |
| Investment Portfolio $2.5 Billion 26 Agency 1.12% |
| Municipal Securities Underlying Rating Breakdown Total: $684 Million 27 Not Rated - Pre-refunded 3.06% Not Rated - General Obligation 10.37% Rated - Investment Grade AA or better 44.81% Rated-Investment Grade BAA or better 2.97% Rated-Invested grade AAA or better 26.45% |
| Investment Portfolio: $2.5 Billion - --Mark to Market-- (CHART) |
| CVB Financial Corp. Shareholder Performance 29 |
| WKBI Evaluation Feb. 2008 WKBI Evaluation Feb. 2008 30 |
| WKBI Evaluation Feb. 2009 WKBI Evaluation Feb. 2009 31 |
| Peer Banks ($2-16 Billion in Assets) 32 Share Price1/1/07 Share Price2/9/09 % Change Westamerica 50.63 48.28 (4.64%) CVBF 13.15 9.91 (24.64%) Bank of Hawaii 53.95 39.80 (26.23%) City National 71.20 23.11 (50.43%) SVB Financial Corp. 46.62 35.29 (50.44%) Pacific Western 52.27 10.91 (62.93%) Pacific Capital 33.58 18.26 (65.07%) Umpqua Holdings 29.43 10.47 (68.82%) East West Bank 35.42 10.41 (70.61%) UCBH Holdings 17.56 2.38 (86.45%) |
| 33 Comparison of Cumulative Total Shareholder Return CVB Financial Corp. NASDAQ Market Index S & PIndex 1/1/2000 100.00 100.00 100.00 2/9/2009 220.77 42.03 67.59 Annual Increase 9.08% (9.07%) (4.21%) |
| CVBF Stock Price 34 34 |
| CVB Financial Corp. Financial Comparison 35 |
| Efficiency Ratio December 31, 2008 36 36 Source: SNL Efficiency Ratio: Non-interest expense before OREO expenses, amortization of intangibles and goodwill impairments as a percent of taxable equivalent net interest income (before provision for loan losses) and non-interest income excluding any non-recurring items |
| Non-Performing Assets December 31, 2008 December 31, 2008 December 31, 2008 37 |
| Non-Interest Bearing Deposits December 31, 2008 38 |
| CVB Financial Corp Performance as of December 2008 Performance as of December 2008 Performance as of December 2008 Source: Federal Deposit Insurance Corporation 39 CA Banks & US Banks: 9/30/08 |
| 40 *Assets in millions. California Banks Rank Peer Bank Asset Size * 1 Union Bank of California $69,850 2 Bank of the West $66,890 3 City National Bank $16,456 4 United Commercial Bank $13,021 5 East-West Bank $12,424 6 Cathay Bank $11,594 7 California Bank & Trust $10,145 8 Silicon Valley Bank $10,023 9 Pacific Capital Bank $9,574 10 CVB Financial $6,650 11 California National Bank $6,310 12 Pacific Western Bank $4,496 13 Westamerica Bank $4,033 |
| 41 Our Next Move Strategy Strategy |
| Target Customer The best privately-held and/or family- owned businesses throughout California Annual revenues of $1-200 million Top 25% in their respective industry Full relationship banking 42 |
| Citizens Business Bank 43 Business Financial Centers Acquisition: 30 Branch Locations DeNovo: 13 Branch Locations 4 Commercial Banking Centers 43 |
| 30 Branch Locations: Acquisitions Bank Name Date Acquired # of Locations Lloyds Bank (Branch) El Dorado Bank (Branch) Independent National Bank Huntington Bank Fontana National Bank Mid-City Bank Western Industrial National Bank Pioneer Bank Vineyard Bank (Branch) Citizens Bank of Pasadena Orange National Bank Western Security Bank Kaweah National Bank Granite State Bank First Coastal Bank 1983 1986 1986 1987 1993 1993 1994 1994 1995 1996 1999 2002 2003 2005 2007 1 1 1 2 1 1 1 1 1 4 6 1 4 2 3 12/31/08 Total Assets $111,787 $184,610 $138,616 $244,974 $32,145 $89,144 $89,599 $45,203 $61,134 $341,248 $374,167 $263,070 $143,495 $90,744 $109,315 Total: $1,100,587 (in thousands) 44 $2,319,251 30 |
| 13 Branch Locations: DeNovo Date Opened Chino Corona Upland Ontario Colton Ontario Airport Riverside Tri City Glendale Bakersfield Fresno Madera Stockton 12/31/08 Assets 1974 1977 1980 1980 1984 1987 1990 1990 1999 2001 2003 2005 2007 Branch Name $227,155 $131,585 $111,884 $99,150 $34,446 $222,978 $84,164 $166,757 $107,001 $55,108 $150,937 $29,239 $14,645 Total: $1,435,049 (in thousands) 45 |
| Four Commercial Banking Centers: DeNovo 46 (000's) Date Opened Loans Deposits S.F. Valley Feb. 2008 $5,920 $125,005 Orange County April 2008 $8,017 $3,709 Inland Empire June 2008 $10,604 $27,118 South Bay August 2008 $160 $10,156 Total $24,701 $165,988 As of 2/13/09 |
| 47 Geographic Expansion |
| Existing Locations 48 |
| 2009 DeNovo Expansion San Fernando Valley CBC Inland Empire CBC South Bay CBC Orange County CBC LA Metro CBC West LA CBC |
| 50 Acquisition Strategy |
| Business Line Expansion Commercial Banking Centers Specialty Banking Group CitizensTrust 51 |
| Commercial Banking centers Focus exclusively on businesses with annual revenues of $10 million or greater. Focus on seven-figure deposit and loan relationships (or higher) Located on an 'upstairs' floor of a mid-rise office building with other business professionals (CPA Firms, Law Firms, etc.) Office building location must be adjacent to concentrations of manufacturers, wholesalers, etc. 52 |
| Commercial Banking Centers Specialty Banking Group CitizensTrust 53 Business Line Expansion |
| Professional Services Not for Profit Services Healthcare/ Medical Services Property Management & HOA Services Title/Escrow Services Government Services 54 Specialty Banking Group |
| Specialty Banking Group Totals (Escrow, Title & Property Management) 12/31/08 12/31/08 12/31/08 12/31/08 55 |
| Commercial Banking Centers Specialty Banking Group CitizensTrust 56 Business Line Expansion |
| 57 $2.3 Billion in total assets $782 Million in assets under management |
| New Fee Income 58 2006 2007 2008 Investment Services $384,163 $323,482 $602,823 Wealth Management $461,707 $570,624 $808,755 |
| Diversifier Conversion Project/Results Project/Results Project/Results 59 |
| Swap Fee Income 60 60 2009 Goal=$1,200,000 New Fee Income |
| Critical Few Risk Management Credit Management: Special Asset Management New Product Implementation & Support Same Store Sales Growth & Expansion |
| Citizens Business Bank: Our 10 Year Vision Citizens Business Bank will become the dominant financial services company operating throughout the State of California, servicing the comprehensive financial needs of privately-held businesses (and their owners) with annual sales/revenues of $1 to 200 million dollars. 62 |
| Why 'CVBF'? 63 Strong Credit Quality Liability Sensitive Balance Sheet Positive Growth Metrics New Growth Initiatives Local Competition is Diminished |
| 64 Questions..... CVB Financial Corp. |