-----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, NuE9h8COSSCMfSLDyLmIaR1WNDsobmo1fwRKZ63RBOUqkIU17a4TnTgMq025S6id PLWXjYLKpBd6IZ2/yi3Kvg== 0000950172-00-000568.txt : 20000316 0000950172-00-000568.hdr.sgml : 20000316 ACCESSION NUMBER: 0000950172-00-000568 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000315 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DIME BANCORP INC CENTRAL INDEX KEY: 0000919568 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113197414 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: SEC FILE NUMBER: 001-13094 FILM NUMBER: 570581 BUSINESS ADDRESS: STREET 1: 589 5TH AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2123266170 MAIL ADDRESS: STREET 1: 589 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NORTH FORK BANCORPORATION INC CENTRAL INDEX KEY: 0000352510 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 363154608 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 6318441004 MAIL ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 425 1 Filed by North Fork Bancorporation, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rules 14a-12 and 14d-2 of the Securities Exchange Act of 1934 Subject Company: Dime Bancorp, Inc. Commission File No. 001-13094 FOR IMMEDIATE RELEASE Investor: Daniel M. Healy Executive Vice President Chief Financial Officer 516-844-1258 Press: Kekst and Company Robert D. Siegfried 212-521-4832 NORTH FORK TO COMMENCE EXCHANGE OFFER TO ACQUIRE DIME SHARES Melville, N.Y. - March 15, 2000 - North Fork Bancorporation, Inc. (NYSE:NFB) announced today that it has filed its exchange offer materials with the Securities and Exchange Commission and that it will be commencing its exchange offer to Dime Bancorp shareholders to acquire their shares in Dime. North Fork is offering 0.9302 shares of North Fork common stock and $2 net in cash for each share of Dime common stock outstanding. "Dime shareholders are being given two opportunities to send a clear and unequivocal message to Dime executives and its board members," stated John Adam Kanas, Chairman, President and Chief Executive Officer. "Most importantly, they should continue to vote against the proposed Dime-Hudson merger, and now that we are commencing the exchange offer, they will have the opportunity to tender their shares to us, " he said. "Dime shareholders are reminded that tendered shares may be withdrawn prior to the expiration of the offer if they choose," he said. As reported previously, Institutional Shareholder Services (ISS), the nation's leading investor voting advisory service, recommended that Dime shareholders vote against the proposed Dime-Hudson merger. The ISS research report can be viewed at North Fork's website "http://www.northforkbank.com/". North Fork now has approximately $16 billion in assets and operates from 154 branch locations throughout the New York Metropolitan area and Connecticut. Investors and security holders are advised to read North Fork's proxy statement with respect to North Fork's solicitation of proxies against the proposed Dime/Hudson United merger, filed with the Securities and Exchange Commission, and North Fork's registration statement with respect to its exchange offer for Dime common stock, because each of these documents contains important information. Investors and security holders may obtain a free copy of the proxy statement, the exchange offer registration statement and other documents filed by North Fork with the SEC at the SEC's Internet web site at "http://www.sec.gov" . The proxy statement, the exchange offer registration statement and such other documents may also be obtained free of charge by overnight mail or direct electronic transmission by calling D.F. King &Co., Inc. toll-free at 1-800-755-7250. North Fork, its directors and executive officers and certain other persons may be deemed to be "participants" in North Fork's solicitation of proxies from Dime stockholders. A detailed list of the names, affiliations and interests of the participants in the solicitation is contained in a statement on Schedule 14A filed March 7, 2000 by North Fork with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----