-----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, Ro8V/Gs+zHb998YcdlFnN4UpPpDl9ZbK9n0DplQcqR1vR3ZG3r8w06Wdon3XF6at 0IosI2TfbRNRD6ikFpShpw== 0000900741-00-000006.txt : 20000412 0000900741-00-000006.hdr.sgml : 20000412 ACCESSION NUMBER: 0000900741-00-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991130 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000411 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HAVEN BANCORP INC CENTRAL INDEX KEY: 0000900741 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113153802 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21628 FILM NUMBER: 598410 BUSINESS ADDRESS: STREET 1: 615 MERRICK AVE CITY: WESTBURY STATE: NY ZIP: 11590 BUSINESS PHONE: 5166838385 MAIL ADDRESS: STREET 1: 93 22 JAMAICA AVE CITY: WOODHAVEN STATE: NY ZIP: 11421 8-K 1 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) April 11, 2000 HAVEN BANCORP, INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation or organization) 000-21628 (Commission File Number) 11-3153802 (I.R.S. Employer Identification No.) 615 MERRICK AVENUE, WESTBURY, NEW YORK 11590 (Address of principal executive offices) (Zip Code) (516) 683-4100 (Registrant's telephone number, including area code) NOT APPLICABLE (Former name, former address and former fiscal year, if changed since last report) ITEM 5. OTHER EVENTS On March 24, 2000, Haven Bancorp, Inc. issued a press release regarding the Company retaining the services of the investment banking firm Lehman Brothers Inc. to explore strategic alternatives; the formation of an independent board committee to work with Lehman Brothers; and adopting a plan to reduce operating expenses. This press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. On April 7, 2000, Haven Bancorp, Inc. issued a press release announcing the sale of parts of its residential mortgage origination division and the restructuring of the remainder of the division. This press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. 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, dated March 24, 2000. 99.2 Press Release, dated April 7, 2000. 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. HAVEN BANCORP, INC. (Registrant) Date: April 11, 2000 By: /s/ Catherine Califano --------------------------- Catherine Califano Senior Vice President and Chief Financial Officer EX-99.1 2 Exhibit 99.1 FOR IMMEDIATE RELEASE: March 24, 2000 CONTACTS: Catherine Califano, S.V.P. /C.F.O., Haven Bancorp Tel. (516) 683-4483 Annette Esposito, F.V.P./Communications Director, Haven Bancorp Tel. (516) 683-4231 HAVEN BANCORP RETAINS LEHMAN BROTHERS TO EXPLORE STRATEGIC ALTERNATIVES; FORMS INDEPENDENT BOARD COMMITTEE; ADOPTS PLAN TO REDUCE OPERATING EXPENSES Westbury, NY--Haven Bancorp, Inc. (Nasdaq: HAVN), the holding Company for CFS Bank, today announced that it has retained the investment banking firm of Lehman Brothers, Inc. to advise the Board of Directors on strategic alternatives for the Company. In addition, Haven has formed a three-person committee of outside Board members to work with Lehman Brothers in these efforts. Chaired by Michael A. McManus, Jr., the committee includes Hanif (Wally) Dahya, and Robert M. Sprotte. The Company had previously announced that it had engaged Lehman Brothers to assist in evaluating optionswith respect to the Company's residential mortgage origination division. The Company expects a resolution regarding its residential mortgage division in the near future, which will result in the Company recording a restructuring charge, the amount of which cannot be determined at this time. In addition, the Board approved a plan to reduce operating expenses through a reduction in the Company's workforce and elimination of certain other expenses across all departments and divisions. The Company expects to realize approximately $7 million in annualized savings as a result of these measures. Implementation of these initiatives will begin immediately. "We have spent the past few years establishing CFS Bank as a true pioneer in supermarket banking in the Northeast," said Philip S. Messina, Chairman and Chief Executive Officer of Haven Bancorp/CFS Bank. "As the next step in the continuing execution of our plan, we are adopting these measures, which we believe will result in increased shareholder value," concluded Messina. In addition to its eight full-service traditional banking offices, CFS Bank has 62 branches conveniently located inside leading supermarket chains throughout the tri-state region. These supermarket-based branches provide unparalleled convenience and customer service, while offering a full range of CFS Bank financial services. Headquartered in Westbury, New York, Haven Bancorp, Inc. is the holding company for CFS Bank, a community-oriented institution offering deposit products, residential and commercial real estate loans and a full range of financial services including discount brokerage, mutual funds, annuities and insurance products through eight full-service banking offices and 62 supermarket branches located in New York City, Nassau, Suffolk, Rockland and Westchester counties, New Jersey and Connecticut. Haven provides auto, homeowners and business lines of insurance through its subsidiary, CFS Insurance Agency, Inc. The Bank's deposits are insured by the FDIC. Statements made herein that are forward-looking in nature within the meaning of the Private Securities Litigation Reform Act of 1995, are subject to risks and uncertainties that could cause actual results to differ materially. Such risks and uncertainties include, but are not limited to, those related to overall business conditions, particularly in the consumer financial services, mortgage and insurance markets in which Haven operates, fiscal and monetary policy, competitive products and pricing, credit risk management, Haven's ability to undertake a suitable transaction with respect to its residential mortgage lending division, changes in regulations affecting financial institutions and other risks and uncertainties discussed in Haven's SEC filings, including its 1998 Form 10-K and Form 10-Qs for the first three quarters of 1999. Haven disclaims any obligation to publicly announce future events or developments, which may affect the forward-looking statements contained herein. Haven's Board of Directors and executive officers may be deemed "participants" in Haven's proxy solicitation. Information regarding these individuals may be found in Haven's preliminary proxy materials that have been filed with the Securities and Exchange Commission. A free copy of these materials, as well as other publicly-filed documents of Haven, may be obtained at the SEC's website at www.sec.gov. Stockholders are advised to read Haven's preliminary proxy statement filed with the SEC and the definitive proxy statement (when it becomes available), because these documents contain, or will contain, important information. EX-99.2 3 EXHIBIT 99.2 FOR IMMEDIATE RELEASE: April 7, 2000 CONTACTS: Catherine Califano, S.V.P. /C.F.O., Haven Bancorp Tel. (516) 683-4483 Annette Esposito, F.V.P./Communications Director, Haven Bancorp Tel. (516) 683-4231 HAVEN BANCORP ANNOUNCES SALE OF PARTS OF ITS RESIDENTIAL MORTGAGE ORIGINATION DIVISON; TAKES RESTRUCTURING CHARGES Westbury, NY- Haven Bancorp, Inc. (Nasdaq: HAVN), the holding company for CFS Bank today announced that it has sold a substantial part of its residential mortgage origination division to M&T Mortgage Corporation and is currently in negotiations to sell its Fishkill, NY residential mortgage origination office in a separate transaction. The Company will continue to provide residential mortgage products to its customers from its Westbury, NY headquarters. The Company announced that it will record a pre-tax restructuring charge of approximately $6.8 million in the first quarter of 2000 related to the completed sale of parts of its residential mortgage origination division to M&T Mortgage Corporation, the anticipated sale of its Fishkill, NY office and the restructuring of the remainder of the division. The Company expects to realize approximately $7 million in annualized savings as a result of both the sale of parts of its mortgage origination division and the restructuring of its mortgage origination operations. " We have been working diligently to resolve the residential mortgage origination division issues which have negatively impacted our operating results," said Philip S. Messina, Chairman and Chief Executive Officer of Haven Bancorp/ CFS Bank." Now that we have substantially resolved these issues, we are well positioned to further capitalize on our supermarket banking strategy, which we believe will increase shareholder value," concluded Messina. The Company previously announced on March 24th that its Board had approved a plan to reduce operating expenses through a reduction in the Company's workforce and the elimination of certain other discretionary expenses, which is expected to result in annualized savings of approximately $7 million in addition to the $7 million in annualized savings resulting from the restructuring of the mortgage operations. The Company has already taken the first step in this initiative by eliminating approximately 70 positions across all departments and divisions. Additional positions will be eliminated through a hiring freeze and normal attrition. The Company will record a pre-tax restructuring charge of approximately $300,000 in the first quarter of 2000 related to severance payments. Headquartered in Westbury, New York, Haven Bancorp, Inc. is the holding company for CFS Bank, a community-oriented institution offering deposit products, residential and commercial real estate loans and a full range of financial services including discount brokerage, mutual funds, annuities and insurance products through eight full-service banking offices and 62 supermarket branches located in New York City, Nassau, Suffolk, Rockland and Westchester counties, New Jersey and Connecticut. Haven provides auto, homeowners and business lines of insurance through its subsidiary, CFS Insurance Agency, Inc. The Bank's deposits are insured by the FDIC. Statements made herein that are forward-looking in nature within the meaning of the Private Securities Litigation Reform Act of 1995, are subject to risks and uncertainties that could cause actual results to differ materially. Such risks and uncertainties include, but are not limited to, those related to overall business conditions, particularly in the consumer financial services, mortgage and insurance markets in which Haven operates, fiscal and monetary policy, competitive products and pricing, credit risk management, changes in regulations affecting financial institutions and other risks and uncertainties discussed in Haven's SEC filings, including its 1999 Form 10-K. Haven disclaims any obligation to publicly announce future events or developments, which may affect the forward-looking statements contained herein. -----END PRIVACY-ENHANCED MESSAGE-----