SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 11-K

 

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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

 

 

For the fiscal year ended December 31, 2004 or

 

 

 

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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

 

 

For the transition period from                to               .

 

 

 

Commission File No. 00-30747

 

A.           FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF DIFFERENT FROM THAT OF THE ISSUER NAMED BELOW:

 

FIRST COMMUNITY BANCORP 401(k) PLAN

 

First Community Bancorp
120 Wilshire Blvd.
Santa Monica, California 90401

 

B.             NAME OF THE ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE:

 

First Community Bancorp

6110 El Toro, P.O. Box 2388
Rancho Santa Fe, California 92067

 

 



 

FIRST COMMUNITY BANCORP
401(k) PLAN

 

Financial Statements and Supplemental Schedule

 

December 31, 2004 and 2003

 

(With Report of Independent Registered Public Accounting Firm Thereon)

 



 

FIRST COMMUNITY BANCORP
401(k) PLAN

 

Index

 

Report of Independent Registered Public Accounting Firm

 

 

 

Statements of Net Assets Available for Benefits – December 31, 2004 and 2003

 

 

 

Statement of Changes in Net Assets Available for Benefits – Year ended December 31, 2004

 

 

 

Notes to Financial Statements

 

 

 

Supplemental Schedule

 

 

 

Schedule H, Line 4i – Schedule of Assets (Held at End of Year) – December 31, 2004

 

 

All other schedules are omitted because they are not required or applicable pursuant to the Employee Retirement Income Security Act of 1974 (ERISA) and Department of Labor regulations.

 



 

Report of Independent Registered Public Accounting Firm

 

The 40l(k) Committee

First Community Bancorp 401(k) Plan:

 

We have audited the accompanying statements of net assets available for benefits of the First Community Bancorp 401(k) Plan (the Plan) as of December 31, 2004 and 2003 and the related statement of changes in net assets available for benefits for the year ended December 31, 2004. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2004 and 2003 and the changes in net assets available for benefits for the year ended December 31, 2004 in conformity with accounting principles generally accepted in the United States of America.

 

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule, Schedule H, Line 4i – Schedule of Assets (Held at End of Year), is presented for purposes of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.

 

/s/ KPMG LLP

Los Angeles, California

June 3, 2005

 

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FIRST COMMUNITY BANCORP

401(k) PLAN

 

Statements of Net Assets Available for Benefits

 

December 31, 2004 and 2003

 

 

 

2004

 

2003

 

Investments at fair value:

 

 

 

 

 

Cash and cash equivalents

 

$

1,745,302

 

196,454

 

Mutual funds

 

11,341,541

 

952,503

 

Common stock

 

920,756

 

150,993

 

Participant loans

 

283,269

 

4,545

 

Total investments

 

14,290,868

 

1,304,495

 

Receivables:

 

 

 

 

 

Employer contribution

 

295,911

 

 

Participant contributions

 

 

8,674

 

Total receivables

 

295,911

 

8,674

 

Liabilities:

 

 

 

 

 

Excess contributions

 

15,534

 

 

Total liabilities

 

15,534

 

 

Net assets available for benefits

 

$

14,571,245

 

1,313,169

 

 

See accompanying notes to financial statements.

 

2



 

FIRST COMMUNITY BANCORP

401(k) PLAN

 

Statement of Changes in Net Assets Available for Benefits

 

Year ended December 31, 2004

 

Additions to net assets attributable to:

 

 

 

Investment income:

 

 

 

Interest and dividends

 

$

386,098

 

Net appreciation in fair value of investments

 

642,075

 

Total investment income

 

1,028,173

 

Contributions:

 

 

 

Employer’s

 

348,790

 

Participants’

 

1,244,712

 

Total contributions

 

1,593,502

 

Transfer from merged plans

 

11,856,895

 

Total additions

 

14,478,570

 

Deductions from net assets attributable to:

 

 

 

Benefits paid to participants

 

1,199,608

 

Deemed distributions of loans

 

3,707

 

Excess contributions

 

15,534

 

Administrative expenses

 

1,645

 

Total deductions

 

1,220,494

 

Increase in net assets

 

13,258,076

 

Net assets available for benefits:

 

 

 

Beginning of the year

 

1,313,169

 

End of the year

 

$

14,571,245

 

 

See accompanying notes to financial statements.

 

3



 

FIRST COMMUNITY BANCORP

401(k) PLAN

 

Notes to Financial Statements

 

December 31, 2004 and 2003

 

(1)                     Description of the Plan

 

The following description of the First Community Bancorp 401(k) Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a complete description of the Plan’s provisions.

 

(a)                      General

 

The Plan is a defined contribution plan which provides retirement benefits for eligible employees of First Community Bancorp and its subsidiaries (the Company) that have agreed to participate in the Plan. The Plan is administered by First Community Bancorp (the Sponsoring Employer) who acts by and through its administrative committee, the 401(k) Committee. The 401(k) Committee is presently comprised of seven officers of the Sponsoring Employer and Pacific Western Bank and First National Bank, subsidiaries of the Sponsoring Employer. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

 

(b)                      Plan Merger

 

The Plan was amended effective July 1, 2004 to merge 12 existing plans into the Rancho Santa Fe National Bank 401(k) Plan. The Plans merged into the Rancho Santa Fe National Bank 401(k) Plan include the following: First National Bank 401(k) Plan; Pacific Western National Bank 401(k) Plan; Bank of Coronado 401(k) Profit Sharing Plan; Verdugo Banking Company 401(k) Profit Sharing Plan; Capital Bank of North County Employees 401(k) Savings and Retirement Plan; First Professional Bank 401(k) Plan; First Community Bank Employee Stock Ownership Plan; Upland Bank 401(k) Plan; First Community Financial Corporation Employees’ 401(k) Plan; Harbor National Bank 401(k) Profit Sharing Plan; First Charter Bank 401(k) Plan; and Marathon National Bank 401(k) Plan. Upon merger of the aforementioned plans, the Rancho Santa Fe National Bank 401(k) Plan was renamed the First Community Bancorp 401(k) Plan.

 

(c)                       Contributions

 

Employees of the Company who complete three months of service and are at least 21 years of age are eligible to participate in the Plan on January 1, April 1, July 1, or October 1. Participants can contribute, under a salary reduction agreement, up to 60% of their eligible compensation, as defined, but not to exceed the dollar amount allowed by law, which was $13,000 for 2004 and $12,000 for 2003. The Company's Board of Directors determines the discretionary matching contribution on an annual basis.  For the 2004 plan year, the matching contribution was determined to be a maximum amount of 50% of the first 6% of covered compensation. Participants may also contribute amounts representing distributions (rollovers) from other tax favored plans, and participants age 50 and over may make unmatched “catch-up” contributions in accordance with Internal Revenue Code (IRC) regulations and limitations.

 

Participants direct the investment of their contributions into various investment options offered by the Plan. Company contributions are invested at the participant’s discretion in the same manner as the salary reduction contributions.

 

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(d)                      Participant Accounts

 

Each participant account is credited with the participant’s contributions, allocations of the Company’s matching contribution and profit sharing contribution (if any), and earnings or losses. Earnings of the various funds are allocated to the participant balances according to the ratio that a participant’s account balance or shares held in a given fund bears to the total of all account balances or shares held in the fund.

 

(e)                       Vesting

 

Participant contributions are immediately fully vested. For the Company’s matching contributions, participants who were hired before July 1, 2004 are immediately fully vested in employer contributions as well. Participants who were hired after July 1, 2004 shall vest in matching contributions in accordance with the following schedule:

 

 

 

Vested

 

Years of service

 

percentage

 

Less than 1 year

 

%

1

 

20

 

2

 

40

 

3

 

60

 

4

 

80

 

5

 

100

 

 

Any nonvested amounts in a terminated participant’s account will be forfeited in accordance with plan provisions. At December 31, 2004 and 2003, forfeited nonvested accounts totaled $107,080 and $109, respectively. During 2004, forfeitures were allocated to a forfeiture account and had not been allocated to participant accounts or used to pay administrative expenses.

 

(f)                         Benefit Payments

 

A participant may receive a distribution of his or her entire vested accrued benefit only upon the participant’s termination of employment. While employed, a participant may receive a distribution of his or her rollover account and employee contribution deferrals for reason of financial hardship, in accordance with Plan provisions. Withdrawal of previously contributed employee after-tax contributions is also permitted in accordance with Plan provisions.

 

For distributions other than for financial hardship or on account of withdrawal of employee after-tax contributions, the method of payment shall be based on the participant’s election and may be made in one or a combination of the following methods: a single lump sum; installments (if eligible as defined by the Plan); or direct transfer to an Individual Retirement Account (IRA) or tax favored plan that accepts the transfer. Distribution shall be made in cash or in-kind, in accordance with the participant’s election and Plan provisions.

 

5



 

(g)                      Participant Loans

 

Loans to participants may be made, at the discretion of the Plan’s administrator, in an amount not less than $1,000 and not to exceed the lesser of 50% of the participant’s vested account balance or $50,000 reduced by the highest outstanding loan balance in the participant’s account during the prior 12-month period. Participants may only have one loan outstanding at a time. Such loans are collateralized by the participant’s vested balance in the Plan and bear the prevailing interest rate used by lending institutions for loans made under similar circumstances. The terms of these loans cannot exceed five years, except if the loan is used to purchase the principal residence of the participant in which case the loan term may be extended for up to a period of ten years. Principal and interest are paid ratably through payroll deductions.

 

(h)                      Plan Termination

 

The Company has not expressed any intent to terminate the Plan; however, it may do so at any time, subject to the provisions of ERISA. In the event of Plan termination, participants automatically become fully vested in their accrued benefits.

 

(i)                         Plan Amendments

 

The Plan was amended effective July 1, 2004 to alter the vesting schedule. The Plan amendment changed the vesting percentage for participants who were hired before July 1, 2004 to one hundred percent (100%), regardless of the participant’s years of service.

 

The Plan was also amended effective September 2004 to add-real time trading to the process of exchanging company stock. Real-time trading means that you can direct the plan’s “buy” or “sell” trade for your exchange into or out of company stock, and the order is immediately sent to the plan’s broker during normal market hours and is then eligible for execution.

 

(2)                     Significant Accounting Policies

 

(a)                      Basis of Accounting

 

The financial statements of the Plan have been prepared on the accrual basis of accounting.

 

(b)                      Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the statements of net assets available for benefits and the additions and deductions in the statements of changes in net assets available for benefits, as well as the disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

 

6



 

(c)                       Investments

 

Publicly traded securities are carried at fair value based on the published market quotations. The Plan’s investments in participant loans are valued at cost, which approximates fair value. Purchases and sales of investments are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date.

 

(d)                      Payment of Participant Benefits

 

Participant benefits are recorded when paid.

 

(e)                       Administrative Expenses

 

Administrative expenses of the Plan are paid by the Company, except for loan fees, which are charged to the applicable participant accounts. First Community Bancorp, the Plan’s trustee, charges a fee for processing loan application transactions.

 

(f)                         Risks and Uncertainties

 

The Plan provides for various investment options in money market funds, mutual funds, common stocks, corporate debt, and government securities. Investment securities are exposed to various risks such as interest rate, market, and credit. Due to the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in the various risk factors, in the near term, could materially affect participants’ account balances and the amounts reported in the financial statements.

 

(g)                      Concentration of Credit Risk

 

Investment in the common stock of First Community Bancorp comprises approximately 6.4% and 11.6% of the Plan’s investments as of December 31, 2004 and 2003, respectively.

 

7



 

(3)                     Investments

 

The following table presents the fair value of investments as of December 31, 2004 and 2003, with individual investments representing 5% or more of the Plan’s net assets available for benefits separately identified:

 

Investment

 

2004

 

2003

 

Fidelity

 

Equity-Income Fund

 

$

1,044,364

 

*

Fidelity

 

Capital Appreciation Fund

 

972,586

 

*

Fidelity

 

Blue Chip Growth Fund

 

1,061,539

 

*

Fidelity

 

Diversified International Fund

 

975,181

 

*

Fidelity

 

Small Cap Stock Fund

 

1,564,577

 

*

Fidelity

 

Freedom 2020 Fund

 

1,046,235

 

*

Fidelity

 

US Bond Index Fund

 

1,446,754

 

*

Fidelity

 

Spartan US Equity Index Fund

 

841,985

 

*

Fidelity

 

Retirement Money Market Portfolio

 

1,745,302

 

*

First Community

 

Common stock

 

920,756

 

150,993

 

Highmark

 

Div. Money Market

 

*

196,454

 

T. Rowe Price

 

Balanced

 

*

208,536

 

T. Rowe Price

 

Growth Stock

 

*

410,324

 

T. Rowe Price

 

New Horizons

 

*

215,231

 

Fidelity

 

Puritan Balanced

 

*

118,519

 

All investments less than 5% of Plan assets

 

2,671,589

 

4,438

 

 

 

Total

 

$

14,290,868

 

1,304,495

 

 


*  Less than 5%, included for comparative purposes.

 

During 2004, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) on mutual funds, common and preferred stock, and government and agency securities appreciated in value by $642,075 as follows:

 

Investment

 

2004

 

Mutual funds

 

$

623,854

 

Common stock

 

18,221

 

Total

 

$

642,075

 

 

(4)                     Party-in-Interest Transactions

 

Certain Plan investments are shares of mutual funds managed by Fidelity. Fidelity is the custodian as defined by the Plan, and therefore, these transactions qualify as party-in-interest transactions. Certain Plan investments are shares of common stock of First Community Bancorp company stock, and thus, these are party-in-interest transactions.

 

8



 

(5)                     Income Taxes

 

The Company received a favorable tax determination letter on April 16, 2003 from the Internal Revenue Service stating that the Plan is qualified under IRC Section 401(a) and that the Trust is exempt from federal income taxes under provisions of Section 501(a). Although the plan has been amended and restated, the plan administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC.

 

9



 

FIRST COMMUNITY BANCORP

401(k) PLAN

 

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)

 

December 31, 2004

 

 

 

Description of investment,

 

 

 

 

 

Identity of

 

including maturity date,

 

 

 

 

 

issue, borrower,

 

rate of interest, collateral,

 

Number

 

Current

 

lessor, or similar party

 

par, or maturity value

 

of shares

 

value

 

Cash and cash equivalents:

 

 

 

 

 

 

 

Fidelity

 

Retirement Money Market

 

 

 

$

1,745,302

 

 

 

Total cash and cash equivalents

 

 

 

1,745,302

 

Mutual funds:

 

 

 

 

 

 

 

Fidelity

 

Contrafund

 

4,168

 

236,479

 

Fidelity

 

Equity-Income Fund

 

19,787

 

1,044,364

 

Fidelity

 

Value Fund

 

7,905

 

563,547

 

Fidelity

 

Capital Appreciation Fund

 

37,364

 

972,586

 

Fidelity

 

Blue Chip Growth Fund

 

25,450

 

1,061,539

 

Fidelity

 

Diversified International Fund

 

34,050

 

975,181

 

Fidelity

 

Small Cap Stock Fund

 

86,155

 

1,564,577

 

Fidelity

 

Freedom Income Fund

 

3,925

 

44,235

 

Fidelity

 

Freedom 2000 Fund

 

691

 

8,342

 

Fidelity

 

Freedom 2005 Fund

 

402

 

4,341

 

Fidelity

 

Freedom 2010 Fund

 

8,776

 

119,527

 

Fidelity

 

Freedom 2015 Fund

 

25,352

 

280,145

 

Fidelity

 

Freedom 2020 Fund

 

74,945

 

1,046,235

 

Fidelity

 

Freedom 2025 Fund

 

15,917

 

179,542

 

Fidelity

 

Freedom 2030 Fund

 

21,856

 

307,739

 

Fidelity

 

Freedom 2035 Fund

 

5,143

 

58,839

 

Fidelity

 

Freedom 2040 Fund

 

13,822

 

114,309

 

Fidelity

 

Intermediate Government Income Fund

 

11,717

 

119,982

 

Fidelity

 

US Bond Index Fund

 

129,870

 

1,446,754

 

Oakmark

 

Fund Class I

 

2,825

 

118,009

 

Artisan

 

Mid Cap Fund

 

2,758

 

81,514

 

Royce

 

Low Priced Stock Fund

 

9,920

 

152,070

 

Spartan

 

US Equity Index Fund

 

19,638

 

841,685

 

 

 

Subtotal mutual funds

 

 

 

11,341,541

 

Common stock:

 

 

 

 

 

 

 

First Community

 

Common stock

 

21,563

 

920,756

 

 

 

 

 

 

 

 

 

Participant loans:

 

 

 

 

 

 

 

The Plan

 

Participant loans, interest rates from 4.00% to 11.5%; maturity dates from July 23, 2004 to January 15, 2011

 

 

 

283,269

 

 

 

Total investments held at end of year

 

 

 

$

14,290,868

 

 

See accompanying report of independent registered public accounting firm.

 

10



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

FIRST COMMUNITY BANCORP
401(k) PLAN

 

 

Date: June 29, 2005

/s/ Jeffrey T. Krumpoch

 

 

 

 

Jeffrey T. Krumpoch

 

Senior Vice President

 

First Community Bancorp