-----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, PR2+ET0/4oJbcky0FTQvbReBYyl95k/4ppiUDEW1VgdtmhR4H/r1v/SxVkUqdl8Y gWJZ1lrtaUvZASdwdgqPgA== 0000882377-04-002147.txt : 20041020 0000882377-04-002147.hdr.sgml : 20041020 20041020161140 ACCESSION NUMBER: 0000882377-04-002147 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041020 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041020 DATE AS OF CHANGE: 20041020 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: 1934 Act SEC FILE NUMBER: 001-13007 FILM NUMBER: 041087671 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 d277060.txt CARVER BANCORP INC ================================================================================ UNITED STATES 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 Date of report (Date of earliest event reported): October 20, 2004 ------------------ CARVER BANCORP, INC. (Exact name of registrant as specified in its charter) ------------------
DELAWARE 0-21487 13-3904147 (STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION INCORPORATION OR ORGANIZATION) NO.)
75 WEST 125TH STREET, NEW YORK, NY 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 THROUGH 7. NOT APPLICABLE. ITEM 8.01. OTHER EVENTS. On October 20, 2004, Carver Bancorp, Inc. issued a press release announcing that the holders of all 40,000 outstanding shares of the Registrant's Series A Convertible Preferred Stock and all 60,000 outstanding shares of its Series B Convertible Preferred Stock (together, the "Preferred Shares") have elected, pursuant to the Certificate of Designations, Preferences and Rights of the Preferred Shares, to convert their Preferred Shares into shares of the Registrant's common stock, par value $0.01 (the "Common Stock"). Upon conversion of their Preferred Shares, the holders were issued an aggregate of 208,333 shares of Common Stock. For further information regarding the conversion, see the press release which has been filed as an exhibit to this report. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (a) - (b) Not applicable. (c) Exhibits The following Exhibit is filed as part of this report. Exhibit 99.1 Press release dated October 20, 2004. -2- SIGNATURE 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 & CEO Dated: October 20, 2004 -3- EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION -------------- ----------- 99.1 Press release dated October 20, 2004. -4- EX-99.1 2 d277060_ex99-1.txt PRESS RELEASE Exhibit 99.1 Carver Bancorp Letterhead FOR IMMEDIATE RELEASE Contact: David Lilly/Kimberly Kriger Kekst and Company (212) 521-4800 HOLDERS OF CARVER BANCORP, INC.'S SERIES A AND SERIES B CONVERTIBLE PREFERRED STOCK HAVE COMPLETED CONVERSION NEW YORK, NEW YORK, OCTOBER 20, 2004 - Carver Bancorp, Inc. (AMEX: CNY) ("Carver") announced today that the holders of all 40,000 outstanding shares of Carver's Series A Convertible Preferred Stock and all 60,000 outstanding shares of its Series B Convertible Preferred Stock (together, the "Preferred Shares") have elected, pursuant to the Certificate of Designations, Preferences and Rights of the Preferred Shares, to convert their Preferred Shares into shares of Carver's common stock, par value $0.01 (the "Common Stock"). Upon conversion of their Preferred Shares, the holders were issued an aggregate of 208,333 shares of Common Stock. Carver mailed a Notice of Redemption and the related Letter of Transmittal to each of the registered holders of its Preferred Shares on September 14, 2004. The Notice of Redemption set October 15, 2004 (the "Redemption Date") as the date of redemption and offered an aggregate redemption price of $27.62 per Preferred Share. All of the holders of the Preferred Shares elected to convert their shares into Common Stock prior to the Redemption Date. Carver, the largest publicly-traded African- and Caribbean-American run bank in the United States with assets of $552.8 million as of June 30, 2004, is the holding company for Carver Federal Savings Bank, a federally chartered stock savings bank. Carver Federal Savings Bank operates seven full-service branches in the New York City boroughs of Brooklyn, Queens and Manhattan. For further information, please visit Carver's website at www.carverbank.com. ### -----END PRIVACY-ENHANCED MESSAGE-----