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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

For the quarterly period ended September 30, 2002

OR

For the transition period from                              to                             

Commission File Number: 00-30747

FIRST COMMUNITY BANCORP
(Exact name of registrant as specified in its charter)

Registrant's telephone number: (858) 756-3023

        Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

        Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of November 12, 2002: 15,244,507 shares of common stock, no par value.

TABLE OF CONTENTS

PART I—FINANCIAL INFORMATION

ITEM 1. Consolidated Financial Statements (unaudited)

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

See "Notes to Unaudited Condensed Consolidated Financial Statements."

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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

See "Notes to Unaudited Condensed Consolidated Financial Statements."

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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

See "Notes to Unaudited Condensed Consolidated Financial Statements."

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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

See "Notes to Unaudited Condensed Consolidated Financial Statements."

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Supplemental Disclosure of Acquisitions:

See "Notes to Unaudited Condensed Consolidated Financial Statements."

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NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2002

NOTE 1—BASIS OF PRESENTATION

Organization and Nature of Operations.

        First Community Bancorp ("First Community" on a parent-only basis and the "Company", "we" or "our" on a consolidated basis) is the holding company for First National Bank ("First National"), formerly Rancho Santa Fe National Bank, and Pacific Western National Bank ("Pacific Western" and together with First National, the "Banks"). The Banks are full-service community banks offering a broad range of banking products and services including: originating commercial loans, real estate and construction loans, Small Business Administration ("SBA") loans, and consumer loans, along with accepting demand and time deposits and providing foreign exchange services. We extend credit to customers located primarily in the counties we serve; through certain programs, we also extend credit to businesses located in Mexico. We focus on providing commercial banking services to small and medium-size businesses through 33 full-service community banking offices located in Imperial, Los Angeles, Orange, Riverside, San Bernadino and San Diego counties. The Company, through the Banks, derives its income primarily from the interest received on the various loan products, interest on investment securities and to a lesser extent fees from providing deposit services and extending credit.

        We have completed six acquisitions since September 30, 2001. All the acquisitions were accounted for using the purchase accounting method and accordingly the results of operations for each acquisition have been included in the consolidated financial statements since the dates of the respective acquisitions.

Consolidation and Basis of Presentation.

        The consolidated financial statements include the accounts of First Community and its subsidiaries. The unaudited condensed consolidated financial statements of the Company included herein reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary to present a fair statement of the results for the interim periods indicated. Certain reclassifications have been made to the unaudited condensed consolidated financial statements for 2001 to conform to the 2002 presentation. Certain information and note disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. The results of operations for the three and nine months ended September 30, 2002 are not necessarily indicative of the results of operations to be expected for the remainder of the year.

        The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report filed on Form 10-K on March 29, 2002 for the year ended December 31, 2001.

Use of Estimates.

        The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates subject to change include, among other items, the allowance for loan losses, the carrying value of other real estate owned and the deferred tax asset.

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NOTE 2—ACQUISITIONS

        The Company was formed in May 2000 via the merger of each of First Community Bank of the Desert and Rancho Santa Fe National Bank with the Company. Prior to October 2001, First Community had three subsidiaries: Rancho Santa Fe National Bank, First Community Bank of the Desert and First Professional Bank, N.A. ("First Professional"), which was acquired on January 15, 2001.

First Charter Acquisition.

        On October 8, 2001, we acquired First Charter Bank, N.A. ("First Charter"). Shareholders of First Charter received 0.008635 of a share of Company common stock for each share of First Charter common stock. Approximately 661,609 shares were issued in this acquisition, resulting in a total purchase price of approximately $14.2 million. First Charter was merged into First Professional with First Professional as the surviving entity.

Pacific Western National Bank Acquisition.

        On January 31, 2002, we acquired Pacific Western National Bank. References to Pacific Western National Bank refer to the bank acquired on January 31, 2002. The shareholders and option holders of Pacific Western National Bank were paid approximately $36.6 million in cash. Upon completion of the acquisition, Pacific Western National Bank and First Community Bank of the Desert were merged with First Professional. The resulting bank operates as Pacific Western and is headquartered in Santa Monica, California. When we refer to Pacific Western, we are referring to the surviving bank formed through the merger of Pacific Western National Bank, First Community Bank of the Desert and First Professional.

W.H.E.C., Inc. Acquisition.

        On March 7, 2002, we acquired W.H.E.C., Inc. ("WHEC"), the holding company of Capital Bank of North County ("Capital Bank"). The Company issued 1.1 million shares of its common stock in exchange for all of the outstanding common shares and options of WHEC. At the time of the merger, Capital Bank was merged into Rancho Santa Fe National Bank.

Upland Bank Acquisition.

        On August 22, 2002, we acquired Upland Bank. We issued 419,059 shares of our common stock and $6.8 million in cash in exchange for all of the outstanding shares and options of Upland Bank. The aggregate purchase price of Upland Bank amounted to $19.5 million. At the time of the merger, Upland Bank was merged into Pacific Western.

Marathon Bancorp Acquisition.

        On August 23, 2002, we acquired Marathon Bancorp, the holding company of Marathon Bank. We issued 537,770 shares of our common stock and $6.7 million in cash in exchange for all of the outstanding shares and options of Marathon Bancorp. The aggregate purchase price of Marathon Bancorp amounted to $22.8 million. At the time of the merger, Marathon Bank was merged into Pacific Western.

First National Bank Acquisition.

        On September 10, 2002, we acquired First National Bank. We issued 2,762,540 shares of our common stock, representing approximately 18% of the then outstanding shares of First Community common stock, and $74.5 million in cash in exchange for all of the outstanding preferred shares, common shares, warrants and options of First National Bank. The aggregate purchase price of First National Bank amounted to approximately $155.6 million based on the closing price of First Community's stock on September 10, 2002 of $29.36. At the time of the merger, First National Bank

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was merged into Rancho Santa Fe National Bank and renamed First National Bank. In connection with the acquisition of First National Bank, we sold the data processing subsidiary of First National Bank, Infoserv, to CDSNet, Inc. and contracted with them to provide data processing services to us for a period of time. References to First National Bank refer to the bank acquired on September 10, 2002. When we refer to First National, we are referring to the surviving bank formed through the merger of First National Bank and Rancho Santa Fe National Bank.

Bank of Coronado.

        The Company has a pending merger based upon an agreement (the "Bank of Coronado Agreement") to acquire all of the outstanding stock of Bank of Coronado, a $77.2 million-asset bank located in Coronado, California.

        The Bank of Coronado Agreement provides that the shareholders of the outstanding common shares and options to purchase common shares of Bank of Coronado will be paid $14.15 per share in cash. Based upon the shares and options outstanding, the total purchase price will be approximately $11.7 million. The pending merger is subject to customary conditions, including the approval of the shareholders of Bank of Coronado and bank regulatory agencies. Upon receipt of the approvals and satisfaction or waiver of other conditions, the transaction is expected to close early in the first quarter of 2003. Simultaneously with the completion of this acquisition, Bank of Coronado will be merged with and into First National.

NOTE 3—NET INCOME PER SHARE

        The following is a summary of the calculation of basic and diluted net income per share for the three and nine month periods ended September 30, 2002 and 2001:

NOTE 4—LONG-TERM DEBT

Trust Preferred Securities

        The Company had $38.0 million in trust preferred securities outstanding at September 30, 2002. Each of the trust preferred securities has a maturity of thirty years from its date of issue. These securities are considered Tier 1 capital for regulatory purposes.

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        In September 2000, we issued $8.0 million of trust preferred securities bearing a fixed interest rate of 10.60%. This instrument was issued to fund part of the Professional acquisition. In November 2001, we issued $10.0 million of trust preferred securities bearing a variable interest rate, which is reset semi-annually, at the 6-Month LIBOR plus 3.75%, provided the rate will not exceed 11.00% through December 2006. The current rate is 5.78% and the next interest rate reset date is December 8, 2002. In December 2001, we issued another $10.0 million of trust preferred securities bearing a variable interest rate, which is reset quarterly, at the 3-Month LIBOR plus 3.60%, provided the rate will not exceed 12.50% through December 2006. The current interest rate is 5.42% and the next interest rate reset date is December 18, 2002. These instruments were issued to fund part of the Pacific Western National Bank acquisition. In June 2002, we issued $10.0 million of trust preferred securities bearing a variable interest rate, which is reset quarterly, at the 3-Month LIBOR plus 3.55%, provided the rate will not exceed 11.95% through June 2007. The current rate is 5.34% and the next interest rate reset date is December 26, 2002. These proceeds were used to help fund the acquisitions completed during the third quarter of 2002.

Convertible Debt

        In January 2001, we acquired $679,000 of convertible debt in the Professional acquisition. As of June 30, 2002, $654,000 of this convertible debt was outstanding. We exercised our right to redeem this convertible debt effective September 1, 2002. Each holder of the convertible debt had the option to elect to receive, upon redemption, (i) one share of Company common stock for each $23.088 of principal outstanding held by such holder or (ii) an amount in cash equal to such holder's redemption amount. Based on the election of each convertible debt holder, we issued 23,374 shares of common stock and paid approximately $114,000 to redeem this convertible debt.

NOTE 5—PRO FORMA INFORMATION FOR PURCHASE ACQUISITIONS

        The Company has made the following acquisitions since the end of the third quarter of 2001:

        The following table presents our unaudited pro forma results of operations for the three and nine months ended September 30, 2002 and 2001 as if the acquisitions of First Charter, Pacific Western National Bank, WHEC, Upland Bank, Marathon Bancorp and First National Bank had been effective on January 1, 2001. The unaudited pro forma combined summary of operations is intended for informational purposes only and is not necessarily indicative of our future operating results or

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operating results that would have occurred had these acquisitions been in effect for all the periods presented.

NOTE 6—GOODWILL AND OTHER INTANGIBLE ASSETS

        All business combinations initiated or completed after June 30, 2001 are required to be accounted for under the purchase accounting method. Goodwill and intangible assets arise from purchase business combinations. Goodwill generated from purchase business combinations consummated prior to the adoption of Statement of Financial Accounting Standards No. 142 Goodwill and Other Intangible Assets was amortized straight-line over a life not to exceed 20 years. Statement No. 142 addresses the initial recognition and measurement of goodwill and other intangible assets acquired as a result of a business combination and the recognition and measurement of those assets subsequent to acquisition. Under Statement No.142, goodwill and other intangible assets deemed to have indefinite lives will no longer be amortized, but will be tested for impairment no less than annually. Statement No. 142 requires goodwill to be tested for impairment annually or more frequently whenever certain events occur. The new accounting standard also requires intangible assets with definite lives to be amortized over their respective estimated useful lives to their estimated residual values and reviewed for impairment in accordance with Statement No. 144, Accounting for Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of.

        We determined the value of a core deposit intangible related to the acquisitions of Pacific Western National Bank, WHEC and Upland Bank. We recorded the value of the core deposit intangible separate from goodwill and we are amortizing it over its estimated useful life of 10 years. The amortization expense represents the estimated decline in the value of the underlying deposits acquired. We are currently calculating the core deposit intangible related to the Marathon Bancorp and First National Bank acquisitions and will reclassify these core deposit intangibles and related deferred tax liabilities from goodwill, which will reduce the balance of goodwill. We estimate the core deposit amortization expense for 2002 to range between $1.5 million and $2.0 million and to range between

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$2.5 million and $3.5 million per year for the next four years. We are also in the process of evaluating the impact of the adoption of the remaining provisions of Statement 142 on our results of operations and financial position as well as performing the initial impairment tests of goodwill, which is required during 2002, and is not expected to be material.

        The following is a reconciliation of net income to net income, excluding goodwill amortization, as well as a reconciliation of basic and diluted per share information on the same basis for the three and nine months ended September 30, 2002 and 2001.

        The changes in the carrying amount of goodwill and core deposit intangible for the nine months ended September 30, 2002 are as follows:

NOTE 7—IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

        In July of 2002, the FASB issued Statement No. 146, Accounting for Costs Associated with Exit or Disposal Activities. Statement No. 146 requires the Company to recognize costs associated with exit or disposal activities when they are incurred rather than at the date of a commitment to an exit or disposal plan. Statement No. 146 replaces Emerging Issues Task Force Issue No. 94-3, "Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring)." The provisions of Statement 146 are to be applied prospectively to exit or disposal activities initiated after December 31, 2002. Management has not yet determined the impact, if any, of adoption of this statement.

        Statement No. 147, Acquisitions of Certain Financial Institutions, an amendment of FASB Statements No. 72 and 144 and FASB Interpretation No. 9 (Statement No. 147), addresses the financial accounting

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and reporting for the acquisition of all or part of a financial institution, except for a transaction between two or more mutual enterprises. Statement No. 147 ceases the amortization of any unidentified intangible assets arising from the fair value of liabilities assumed being in excess of the fair value of tangible and identifiable intangible assets acquired in the acquisition of all or part of a financial institution. Instead, the excess of the cost over the fair value of assets acquired will be required to be evaluated annually for impairment. Statement No. 147 also provides guidance on the accounting for the impairment or disposal of acquired long-term customer relationship intangible assets of financial institutions, such as a core deposit intangible. Such intangible assets are subject to the same undiscounted cash flow recoverability test and impairment loss recognition and measurement provision that Statement No. 144 requires for other long-lived assets that are held and used. Statement No. 147 is effective October 1, 2002 and should be applied retroactively to January 1, 2002. The adoption of this statement did not have a material impact on the Company's financial condition or results of operations.

NOTE 8—DIVIDEND APPROVAL

        On October 30, 2002 our Board of Directors approved a quarterly dividend of $0.15 per common share which is payable on November 29, 2002 to shareholders of record on November 15, 2002.

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ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Forward Looking Information

        This Quarterly Report on Form 10-Q (the "Quarterly Report") includes forward-looking information, which is subject to the "safe harbor" set forth in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. When we make statements that are not based on historical information or are forward-looking, including when we use or incorporate by reference in this Quarterly Report the words "anticipate," "estimate," "expect," "project," "intend," "commit," "believe" and similar expressions, we are making forward-looking statements. Such statements are subject to certain risks, uncertainties and assumptions, including those described in this Quarterly Report. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated, expected, projected, intended, committed or believed. Such risks and uncertainties include, but are not limited to, the following factors:

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Expected cost savings or revenue enhancements from the completed or pending acquisitions may not be fully realized or realized within the expected time frame.



•

Successful completion and integration of acquisitions.



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Competitive pressure in the banking industry and changes in the regulatory environment.



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Changes in the interest rate environment and volatility of rate sensitive loans and deposits.



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A decline in the health of the economy nationally or regionally which could reduce the demand for loans or reduce the value of real estate collateral securing most of our loans.



•

Credit quality deterioration, which could cause an increase in the provision for loan losses.



•

Dividend restrictions.



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Regulatory discretion.



•

Changes in the securities markets.



•

Asset/liability repricing risks and liquidity risks.



•

Continuing effects on the economy from the terrorist attacks in the United States on September 11, 2001 and the ongoing war on terrorism.

        The Company undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements.

Overview

        First Community Bancorp (the "Company," "we" or "our") is the holding company for two wholly-owned banking subsidiaries, First National, formerly Rancho Santa Fe National Bank, and Pacific Western. The Banks are full-service community banks offering a broad range of banking products and services including: originating commercial loans, real estate and construction loans, Small Business Administration ("SBA") loans, and consumer loans, along with accepting demand and time deposits and providing foreign exchange services. We extend credit to customers located primarily in the counties we serve; through certain programs, we also extend credit to businesses located in Mexico. We focus on providing commercial banking services to small and medium-size businesses through 33 full-service community banking offices located in Imperial, Los Angeles, Orange, Riverside, San Bernadino and San Diego counties. The Company, through the Banks, derives its income primarily

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from the interest received on the various loan products, interest on investment securities and to a lesser extent fees from providing deposit services and extending credit.

        At September 30, 2002 we had total assets of $2.2 billion, total loans, net of $1.5 billion, deposits of $1.8 billion and equity of $312.4 million. We have completed six acquisitions since September 30, 2001. All acquisitions were accounted for using the purchase accounting method and accordingly the results of operations from each acquisition have been included in the consolidated financial statements since the date of the respective acquisition. We raised $89.3 million of capital in July 2002 via an offering of our common stock and the proceeds were primarily used to fund the acquisitions of Upland Bank, Marathon Bancorp and First National Bank.

        Since December 31, 2001, our total assets have increased by approximately $1.4 billion, or over 180%, which relates mostly to the increase in assets due to the five acquisitions completed during 2002. Loans, net of deferred fees and costs, increased $1.0 billion since year-end including $153.8 million of organic growth. Our total deposits increased by approximately $1.1 billion since year-end which represents the amount of deposits purchased in the 2002 acquisitions. Our loan-to-deposit ratio at September 30, 2002 was 85.0% compared to 74.1% as of December 31, 2001.

        The following sections contain tables and data setting forth certain statistical information relating to the Company as of September 30, 2002, and for the three and nine months ended September 30, 2002 and September 30, 2001. This discussion should be read in conjunction with our unaudited condensed consolidated financial statements and notes thereto as of September 30, 2002 included herein, and the consolidated financial statements and notes thereto included in our consolidated financial statements filed on Form 10-K for the year ended December 31, 2001.

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Results of Operations

        The following table summarizes our key performance indicators for the three and nine months ended September 30, 2002 and 2001 and the basis for calculating these indicators: