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Look at the ADX on the chart - +DI will cross -DI - hopefully trend will strengthen!
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Main office
1260 Corona Pointe Court
Corona, CA 92879
Phone: 951-271-4232
www.vineyardbank.com
Profile
Vineyard National Bancorp operates as a holding company for Vineyard Bank, National Association, which provides community banking services. It accepts non-interest bearing demand deposits, certificates of deposit, time deposits, savings deposits, negotiable order of withdrawal, and money market deposit accounts. The bank also offers single-family residential luxury and tract construction loans, SBA 7(a) and 504 loans, commercial and residential real estate loans, and loans to non-profit organizations. In addition, it provides cash management services that comprise electronic deposit services; online banking services, including automated wire processing, electronic tax payments, electronic transfers, loan payments, bill payments, and account reconciliation; lockbox services; and Positive Pay service that allows business customers to review checks presented against accounts prior to disbursing funds. The bank serves commercial businesses, single-family residential developers and builders, individuals, commercial real estate developers and investors, non-profit organizations, and other local private and public organizations. As of December 31, 2006, it operated sixteen full-service banking centers located in Chino, Corona, Covina, Crestline, Diamond Bar, Irvine, Irwindale, Lake Arrowhead, La Verne, Manhattan Beach, Rancho Cucamonga, San Diego, San Dimas, San Rafael, Upland, and Walnut communities in Los Angeles, Marin, Orange, Riverside, San Bernardino, and San Diego counties; and five loan production offices in Anaheim, Carlsbad, Palo Alto, Monterey, and Westlake Village located in Orange, San Diego, Santa Clara, Monterey, and Ventura counties in California. The bank was founded in 1981 and is headquartered in Corona, California.
Officers
Mr. James G. LeSieur III., 66
Chairman, Interim Chief Exec. Officer, Interim Pres, Chairman of Audit Committee and Chairman of Vineyard Bank
Mr. Richard S. Hagan, 57
Chief Operating Officer
Mr. Tom Rosa
Sr. VP of Vineyard Bank
Mr. Mark Drews
Sr. VP
Governance
Vineyard National Bancorp's Corporate Governance Quotient (CGQ®) as of 1-Apr-08 is better than 77.8% of CGQ Universe companies and 64.5% of Banks companies.
Ownership
Shares Outstanding: 10.05M
Float: 8.88M
% Held by Insiders: 14.79%
% Held by Institutions: 37.50%
PREFERRED SHARES TRADE AS
VXC-D or VXC.PR.D
CORONA, CA--(Marketwire - June 27, 2007) - Vineyard National Bancorp (NASDAQ: VNBC) ("the company") announced today the closing, on June 26, 2007, of the offering of 2,300,000 shares of the company's 7.50% Series D Noncumulative Preferred Stock, with a $10.00 liquidation preference per share. The dividend on each Series D preferred share will accrue at a fixed rate of 7.50% per annum. If declared by the board of directors, dividends will be payable quarterly on the Series D preferred shares, commencing on September 15, 2007, on a noncumulative basis. The Series D preferred shares may be redeemed for cash at their $10.00 liquidation preference, in whole or in part, at any time on or after June 25, 2012. The Series D preferred shares are not convertible into or exchangeable for any other property or securities of the company.
Recent developments
Vineyard National Bancorp Reports Glass Lewis & Co. Joins Institutional Shareholder Services and Proxy Governance in Recommending That Shareholders Vote Against the Bylaw Proposal by Messrs. Morales and Salmanson
Wednesday April 9, 3:00 pm ET
CORONA, CA--(MARKET WIRE)--Apr 9, 2008 -- Vineyard National Bancorp (the "Company") (NasdaqGS:VNBC - News), parent company of Vineyard Bank, N.A. ("Vineyard") and other subsidiaries, today reported that Glass Lewis & Co. ("Glass Lewis") has joined two other major proxy advisory services -- Institutional Shareholder Services ("ISS") and Proxy Governance, Inc. ("PGI") -- in recommending that shareholders vote AGAINST the changes to the Company's bylaws that are being proposed by a stock broker, Jon Salmanson, and the Company's former Chief Executive Officer ("CEO"), Norman Morales.
Source: Vineyard National Bancorp
"We are pleased that each of these three major proxy advisory services has independently made the same recommendation: that shareholders vote AGAINST the proposed bylaw changes of Messrs. Salmanson and Morales," said James LeSieur, Chairman and Interim CEO. "Glass Lewis recognized that the proposal would 'neither produce a qualified board of directors nor a board that is more responsive to shareholders.' As we have maintained all along, the campaign by Messrs. Morales and Salmanson is not about shareholder rights generally but is a transparent attempt by a former CEO to return to power with the help of his friends and associates."
The Glass Lewis report says, in part:
Proposal 1: "While Glass Lewis supports measures that protect shareholder interests and make boards more accountable to shareholders, it does not support this proposal. [...] [T]he amendment permits shareholders to nominate directors without any objective reason, which will neither produce a qualified board of directors nor a board that is more responsive to shareholders [...] the current proposed amendment is narrowly written and only serves the purposes of the dissident shareholders" […] Accordingly, we recommend that shareholders vote the Management (Blue) card and REVOKE CONSENT from this proposal."
Proposal 2: "Glass Lewis believes that companies require some flexibility in scheduling their annual meeting dates based on possible developments at the Company or external to the Company [...] However, this flexibility does not include changing a date in order to implement a dissident shareholder proposal that is narrowly drawn in order to meet the specific needs of the dissidents. In particular, this proposal seeks to further the dissidents' objectives regarding Proposal 1 and their ability to propose a new slate of directors prior to the 2008 annual meeting [...] Accordingly, we recommend that shareholders vote the Management (Blue) card and REVOKE CONSENT from this proposal."
Proposal 3: "Glass Lewis is concerned by a proposal that clearly seeks to amend bylaws in order to further the interests of dissident shareholders and not all shareholders in general [...] Accordingly, we recommend that shareholders vote the Management (Blue) card and REVOKE CONSENT from this proposal."
Glass Lewis, ISS and PGI each provide proxy advisory services to institutional investors, mutual funds and other fiduciaries worldwide.
The Consent Solicitation Statement by Messrs. Salmanson and Morales proposes three amendments to the Company's Amended and Restated Bylaws in order to allow them to nominate candidates for election to the Board of Directors. In a mailing to shareholders, the Company's Board of Directors urges shareholders to vote AGAINST the solicitation and the proposed bylaw amendments by checking "REVOKE CONSENT," signing, dating and returning the BLUE Consent Revocation Card that is included in the Company's mailings.
If you have any questions about giving your consent revocation or require assistance, please call:
D.F. KING & CO. INC.
48 Wall Street
New York, New York 10005
Shareholders Call Toll-Free at: 800-967-7921
Banks and Brokers Call Collect at: 212-269-5550
Important Additional Information
The Company filed a Definitive Consent Revocation Statement on Schedule 14A with the Securities Exchange Commission ("SEC") on March 13, 2008 (the "Definitive Consent Revocation Statement") relating to the solicitation of consent revocations from shareholders of the Company, and in the future will file a proxy statement relating to the election of directors of the Company (the "Proxy Statement"). Investors and security holders are advised to read the Definitive Consent Revocation Statement, the Proxy Statement and other materials filed by the Company related to the Definitive Consent Revocation Statement and Proxy Statement solicitations, when available, because they contain important information. Investors and security holders may obtain a free copy of the Definitive Consent Revocation Statement, the Proxy Statement and all other related materials filed by the Company with the SEC (when they are filed and become available) free of charge at the SEC's website at www.sec.gov or by contacting D.F. King & Co., Inc., 48 Wall Street, New York, New York 10005, 1-800-967-7921. The Company also will provide a copy of these materials without charge on its website at www.vnbcstock.com.
The Company, its Board of Directors and one or more of its executive officers may be deemed to be participants in the Definitive Consent Revocation Statement and Proxy Statement solicitations. Information regarding the names of the Company's Board of Directors and executive officers and their respective interests in the Company is set forth in the Definitive Consent Revocation Statement.
About Vineyard National Bancorp
The Company is a $2.5 billion financial holding company headquartered in Corona and the parent company of Vineyard, 1031 Exchange Advantage Inc., and 1031 Funding & Reverse Corp. (collectively, "the exchange companies"). Vineyard, also headquartered in Corona, operates through 16 full-service banking centers and four regional financial centers in the counties of Los Angeles, Marin, Orange, Riverside, San Bernardino, San Diego, Santa Clara and Ventura, CA. The exchange companies are headquartered in Encinitas, CA. The Company's common stock is traded on the NASDAQ Global Market System under the symbol "VNBC." For additional information on the Company visit www.vnbcstock.com or for additional information on Vineyard and to access internet banking, please visit www.vineyardbank.com. For additional information on the exchange companies, visit www.1031exchangeadvantage.com.
Forward-Looking Statements
Certain matters discussed herein may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Many of these factors are beyond the Company's ability to control or predict. Important factors that may cause actual results to differ materially and could impact the Company and the statements contained herein can be found in the Company's filings with the SEC including quarterly reports on Form 10-Q, current reports on Form 8-K, annual reports on Form 10-K, and the Consent Revocation Statement on Schedule 14A. For forward-looking statements herein, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and other protections under the Federal securities laws. The Company assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise.
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Contact:
Contact:
Shareholder Relations
951-271-4232
Email Contact
-- -- --
Vineyard National Bancorp Reports ISS Recommendation That Shareholders Reject and Vote Against the Bylaw Changes Proposed by Messrs. Morales and Salmanson
Thursday April 3, 7:06 pm ET
CORONA, CA--(MARKET WIRE)--Apr 3, 2008 -- Vineyard National Bancorp (the "Company") (NasdaqGS:VNBC - News), parent company of Vineyard Bank, N.A. ("Vineyard") and other subsidiaries, reported today that Institutional Shareholder Services ("ISS"), the nation's leading independent proxy voting advisory and corporate governance service, has recommended that Company shareholders vote AGAINST changes to the Company's bylaws that are being proposed by a stock broker, Jon Salmanson, and the Company's former Chief Executive Officer ("CEO"), Norman Morales.
"We are pleased that ISS has recommended that our shareholders reject and vote AGAINST the proposed bylaw changes, which the Board of Directors (the 'Board') believes would be a step toward pursuing business plans that we consider to be risky and ill-advised in today's economic climate," said James LeSieur, Chairman and Interim CEO. "The Board believes the campaign by Messrs. Morales and Salmanson is not about shareholder rights, but instead, is a transparent attempt by a former CEO to return to power with the help of his friends and associates."
ISS, which provides proxy advisory services to institutional investors, mutual funds, and other fiduciaries worldwide, commented on each of the proposed bylaw amendments. The ISS report says in part:
Item 1: "We believe that the proposed bylaw amendment could possibly require shareholders to vote on director election with insufficient time or information to assess the candidate. Moreover, there seems to be lack of an imminent need to amend the bylaw especially given that both the company and the dissidents have similar strategies. We also highlight concerns about Mr. Morales underlying motivation for the proxy contest, given that he was the CEO until Jan 2008 and initiated a proxy contest after negotiating a termination agreement with the Company. Finally, we believe that the Board's April 2, 2008 bylaw amendments largely mitigate concerns about timing gap between the meeting date and the advance notice date. As such, we recommend shareholders vote AGAINST the proposed amendment."
Item 2: "The proposal seeks shareholder approval to amend Article II, Section 2 of the company's bylaws to require the Company's Annual Meeting of shareholders be held no earlier than the third Wednesday of May of each year and within at least thirteen (13) months of the previous Annual Meeting of shareholders. Given that the company has a history of holding its annual meeting of shareholders in the third week of May, and our lack of support for Item 1, we recommend shareholders vote AGAINST Item 2."
Item 3: "The repeal of each provision of the Company's bylaws or amendments of the bylaws that are adopted after August 2, 2007 and before the effectiveness of the bylaw amendments. Given our lack of support for Item 1, we recommend shareholders vote AGAINST Item 3."
The Consent Solicitation Statement by Messrs. Salmanson and Morales proposes three amendments to the Company's Amended and Restated Bylaws in order to allow them to nominate candidates for election to the Board of Directors. In a mailing to shareholders, the Company's Board urges shareholders to reject and vote AGAINST the solicitation and the bylaw amendments by checking "REVOKE CONSENT," signing, dating and returning the BLUE Consent Revocation Card that is included in the Company's mailings.
If you have any questions about giving your consent revocation or require assistance, please call:
D.F. KING & CO. INC.
48 Wall Street
New York, New York 10005
Shareholders Call Toll-Free at: 800-967-7921
Banks and Brokers Call Collect at: 212-269-5550
Important Additional Information
The Company filed a Definitive Consent Revocation Statement on Schedule 14A with the Securities Exchange Commission ("SEC") on March 13, 2008 (the "Definitive Consent Revocation Statement") relating to the solicitation of consent revocations from shareholders of the Company, and in the future will file a proxy statement relating to the election of directors of the Company (the "Proxy Statement"). Investors and security holders are advised to read the Definitive Consent Revocation Statement, the Proxy Statement and other materials filed by the Company related to the Definitive Consent Revocation Statement and Proxy Statement solicitations, when available, because they contain important information. Investors and security holders may obtain a free copy of the Definitive Consent Revocation Statement, the Proxy Statement and all other related materials filed by the Company with the SEC (when they are filed and become available) free of charge at the SEC's website at www.sec.gov or by contacting D.F. King & Co., Inc., 48 Wall Street, New York, New York 10005, 1-800-967-7921. The Company also will provide a copy of these materials without charge on its website at www.vnbcstock.com.
The Company, its Board and one or more of its executive officers may be deemed to be participants in the Definitive Consent Revocation Statement and Proxy Statement solicitations. Information regarding the names of the Company's Board and executive officers and their respective interests in the Company is set forth in the Definitive Consent Revocation Statement.
About Vineyard National Bancorp
The Company is a $2.5 billion financial holding company headquartered in Corona and the parent company of Vineyard, 1031 Exchange Advantage Inc., and 1031 Funding & Reverse Corp (collectively, "the exchange companies"). Vineyard, also headquartered in Corona, operates through 16 full-service banking centers and three regional financial centers in the counties of Los Angeles, Marin, Orange, Riverside, San Bernardino, San Diego, Santa Clara and Ventura, CA. The exchange companies are headquartered in Encinitas, CA. The Company's common stock is traded on the NASDAQ Global Market System under the symbol "VNBC." For additional information on the Company visit www.vnbcstock.com or for additional information on Vineyard and to access internet banking, please visit www.vineyardbank.com. For additional information on the exchange companies visit www.1031exchangeadvantage.com.
[chart]stockcharts.com/c-sc/sc?chart=vnbc,uu[c,a]dhclyiay[db][pb5!d20,2][vc5!c20][iut!ub5!ua5,15,10!uv8!lk9!ll5!lc15!up5,5][j20444984,y]&r=3555[/chart]
Check out the Vineyard Preferred Stock board by clicking http://investorshub.advfn.com/boards/board.aspx?board_id=14717
To Buy Preferred Shares - Use the following symbols
VXC-D (ameritrade)
VXC.PR.D (Etrade)
VXCpD (Scott Trade)
