-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, M7P11eSkoHkVEPtQ3ZVnBdxZFdNS2fe08/JedYSINoYIYkceC5RcHsFAnoApDtHy YLCVaJAhfSgAW6KBn3/CMw== 0000882377-00-000325.txt : 20000523 0000882377-00-000325.hdr.sgml : 20000523 ACCESSION NUMBER: 0000882377-00-000325 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000522 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARVER BANCORP INC CENTRAL INDEX KEY: 0001016178 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 133904174 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13007 FILM NUMBER: 641399 BUSINESS ADDRESS: STREET 1: 75 W 125TH ST CITY: NEW YORK STATE: NY ZIP: 10027-4512 BUSINESS PHONE: 2128764747 MAIL ADDRESS: STREET 1: 75 W 125TH ST CITY: NEW YORK STATE: NY ZIP: 10027-4512 8-K 1 CARVER BANCORP, INC. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934 ------------------------------ Date of Report (Date of earliest event reported): May 22, 2000 CARVER BANCORP, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-21487 13-3904174 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 75 WEST 125TH STREET NEW YORK, NEW YORK 10027-4512 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (212) 876-4747 NOT APPLICABLE (Former name or former address, if changed since last report) ITEMS 1-4, 6. NOT APPLICABLE. ITEM 5. OTHER EVENTS. On May 22, 2000, Carver Bancorp, Inc. (the "Company") and BBC Capital Markets, Inc., a subsidiary of The Boston Bank of Commerce ("BBOC"), jointly announced that they have agreed to settle all outstanding litigation between them. Under the terms of the Settlement Agreement between the Company and BBOC, the Company has agreed to appoint Kevin Cohee and Teri Williams to the boards of directors of the Company and Carver Federal Savings Bank for terms ending on March 31, 2002. The Company has also agreed to hold its 2000 annual meeting no later than March 24, 2001. Pursuant to the Settlement Agreement, BBOC agreed to dismiss its claims against Carver, Morgan Stanley & Co. Incorporated ("Morgan Stanley") and Provender Opportunities Fund, L.P. ("Provender") seeking the nullification of preferred shares issued earlier this year to Morgan Stanley and Provender. The Company's press release, dated May 22, 2000, is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Press Release, dated May 22, 2000, announcing the settlement of litigation with The Boston Bank of Commerce. ITEMS 8 & 9. NOT APPLICABLE. 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. CARVER BANCORP, INC. By: /s/ Deborah C. Wright -------------------------------------- Deborah C. Wright President and Chief Executive Officer Date: May 22, 2000 EXHIBIT INDEX EXHIBIT DESCRIPTION ------- ----------- 99.1 Press Release, dated May 22, 2000, announcing the settlement of litigation with The Boston Bank of Commerce. EX-99.1 2 PRESS RELEASE Exhibit 99.1 CARVER BANCORP, INC. FOR IMMEDIATE RELEASE Contact(s): Ruth Pachman/David Lilly Teri Williams Kekst and Company Boston Bank of Commerce (212) 521-4800 (617) 457-4413 CARVER AND BOSTON BANK OF COMMERCE REACH SETTLEMENT NEW YORK, May 22, 2000 - Carver Bancorp, Inc. (AMEX: CNY) and BBC Capital Market, Inc., a subsidiary of the Boston Bank of Commerce, jointly announced today that they have agreed to settle all outstanding litigation between them. Carver has agreed to appoint Kevin Cohee and Teri Williams to the Carver Bancorp, Inc. and Carver Federal Savings Bank Boards of Directors for terms expiring at the annual meeting of stockholders for the fiscal year ending March 31, 2002. Carver has also agreed to hold its 2000 annual meeting no later than March 24, 2001 and will ensure that a sufficient number of directors are made eligible for election at that meeting so that the sum of two plus the number of slots up for election will constitute a majority of the number of directors on the Carver Board. In addition, the settlement provides for BBC Capital to receive $475,000 from Carver's insurance carrier toward expenses related to its lawsuit and proxy contest. BBC Capital Market has agreed to dismiss its claims against Carver, Morgan Stanley & Co., Incorporated (Morgan Stanley) and Provender Opportunities Fund, L.P. (Provender) seeking the nullification of preferred shares issued earlier this year to Morgan Stanley and Provender. Carver Bancorp, Inc. is the holding company for Carver Federal Savings Bank, a federally chartered stock savings bank. Carver Federal Savings Bank, which is the largest independent African- and Caribbean-American run financial institution in the U.S., operates six full service branches in the New York City boroughs of: Brooklyn, Queens and Manhattan. Boston Bank of Commerce is the first inter-state Black owned and managed bank in the U.S. with branches in Massachusetts and South Florida. BBC Capital Market, Inc., a subsidiary of Boston Bank of Commerce, owns 170,000 shares of Carver Bancorp, representing 7.4% of outstanding common stock. THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS CONSISTING OF ESTIMATES WITH RESPECT TO THE FINANCIAL CONDITION, RESULTS OF OPERATIONS AND BUSINESS OF THE COMPANY AND THE BANK THAT ARE SUBJECT TO VARIOUS FACTORS WHICH COULD CAUSE THE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THESE ESTIMATES. THESE FACTORS INCLUDE, WITHOUT LIMITATION, THE COMPANY'S SUCCESS IN IMPLEMENTING ITS INITIATIVES, CHANGES IN GENERAL, ECONOMIC AND MARKET, LEGISLATIVE AND REGULATORY CONDITIONS AND THE DEVELOPMENT OF AN ADVERSE INTEREST RATE ENVIRONMENT THAT ADVERSELY EFFECTS THE INTEREST RATE SPREAD OR OTHER INCOME ANTICIPATED FROM THE COMPANY'S OPERATIONS AND INVESTMENTS. THE COMPANY AND THE BANK ASSUME NO OBLIGATION TO UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT THE ACTUAL RESULTS, CHANGES IN ASSUMPTIONS OR CHANGES IN OTHER FACTORS AFFECTING SUCH FORWARD-LOOKING STATEMENTS. -----END PRIVACY-ENHANCED MESSAGE-----