-----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, J4mLAThiLH+0g1kErCY7YUUysv4/SQaxQIzMQBHqrju3YBzXo1OOJ9yzWFLDjsWh aLFXkVdWvFMimLV2tt6hIA== 0000950172-96-000850.txt : 19961218 0000950172-96-000850.hdr.sgml : 19961218 ACCESSION NUMBER: 0000950172-96-000850 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961217 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961217 SROS: NYSE FILER: 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10458 FILM NUMBER: 96681914 BUSINESS ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 5162985000 MAIL ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 8-K 1 8-K 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 ________________ December 17, 1996 Date of Report (Date of Earliest Event Reported) NORTH FORK BANCORPORATION, INC ------------------------------------------------------------------------ Exact Name of Registrant as Specified in Charter Delaware 0-1280 36-315468 ---------------- ---------------- ------------------ (State or Other (Commission File (I.R.S. Employer Jurisdiction Number) Identification No.) of Incorporation) 275 Broad Hollow Road Melville, New York (Address of Principal Executive Offices) 11747 (Zip Code) (516) 298-5000 (Registrant's Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Financial Statements of the Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. 99.1 Press Release of North Fork Bancorporation, Inc., dated December 17, 1996. 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. NORTH FORK BANCORPORATION, INC. By: /s/ Daniel M. Healy ---------------------------- Name: Daniel M. Healy Title: Executive Vice President and Chief Financial Officer Date: December 17, 1996 EX-99 2 EXHIBIT 99.1 - PRESS RELEASE EXHIBIT 99.1 [NORTH FORK BANCORP LETTERHEAD] NORTH FORK BANCORP 275 BROAD HOLLOW RD., MELVILLE, NY 11747 (516) 298-5000 FAX (516) 694-1536 PRESS RELEASE FOR IMMEDIATE RELEASE CONTACT: DANIEL M. HEALY EXECUTIVE VICE PRESIDENT & CHIEF FINANCIAL OFFICER NORTH FORK BANCORPORATION RECEIVES REGULATORY APPROVALS TO ACQUIRE NORTH SIDE SAVINGS BANK MELVILLE, N.Y. - DECEMBER 17, 1996 - NORTH FORK BANCORPORATION, INC. (NYSE: NFB) announced that it had received the regulatory approvals from the Federal Deposit Insurance Corporation and the New York State Banking Department necessary to acquire North Side Savings Bank. The shareholders of both companies approved the merger at their respective special shareholder meetings on November 18, 1996. Based on the exchange ratio of 1.556 shares for each share of North Side common stock, approximately 7.2 million shares of its common stock will be issued in connection with the merger. The merger will be accounted for as a pooling of interests transaction for financial reporting purposes. "This acquisition, that we expect to enhance earnings, will enable North Fork to bring a broader array of commercial bank products to the communities serviced by North Side." stated John Adam Kanas, Chairman, President and Chief Executive Officer. North Fork, when combined with North Side will have total assets and deposits of $5.8 billion and $4.5 billion, respectively, and will operate through 82 branch locations in the New York Metropolitan area. Thomas M. O'Brien, Chairman, President and Chief Executive Officer of North Side, who will join North Fork as a Vice Chairman of its Board of Directors, stated, "The merger is the culmination of a distinguished and successful history for North Side Savings Bank. We believe that we have achieved our goal in maximizing shareholder investment return with this transaction while expanding services to our customers." It is expected that the closing will take place on December 31, 1996. Separately, North Fork is considering offering approximately $100 million in trust preferred stock which would be expected to qualify as Tier 1 capital. Such securities, if offered, would not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. Should North Fork proceed with the offering, it is expected that it would close on or prior to December 31, 1996. However, there can be no assurance as to whether or when the offering will take place. -----END PRIVACY-ENHANCED MESSAGE-----