-----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, NtfwRtVGqvXCkZuhFnaNQB1Ve1eT8PRGFzGju0WUPc4agyhDBJfe/zFQAZB5K5Y7 qM1a1rFAhe4ycwx6Qpq+SQ== 0000900741-98-000002.txt : 19980325 0000900741-98-000002.hdr.sgml : 19980325 ACCESSION NUMBER: 0000900741-98-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980311 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980324 SROS: NASD 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: 98571923 BUSINESS ADDRESS: STREET 1: 93 22 JAMAICA AVE CITY: WOODHAVEN STATE: NY ZIP: 11421 BUSINESS PHONE: 7188477041 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) MARCH 11, 1998 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.) 93-22 JAMAICA AVENUE, WOODHAVEN, NEW YORK 11421 (Address of principal executive offices) (Zip Code) (718) 847-7041 (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 11, 1998, Haven Bancorp, Inc. (the "Company") announced that its subsidiary, CFS Bank (the "Bank") signed a definitive purchase agreement with Resource Bancshares Mortgage Group, Inc. ("RBMG") under which the Bank will purchase the production franchise of RBMG's subsidiary, Intercounty Mortgage, Inc. The transaction is subject to the approval of the Office of Thrift Supervision. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) No financial statements are required to be filed with this report. (b) Exhibits. 99 - Press Release, dated March 11, 1998. 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: March 24, 1998 By: /s/ Catherine Califano --------------------------- Catherine Califano Senior Vice President and Chief Financial Officer EX-99 2 EXHIBIT 99 FOR IMMEDIATE RELEASE: March 11, 1998 CONTACT: Cathy Califano, S.V.P./C.F.O., Haven Bancorp, tel. (718) 849-0330 Hal Levine, The Levine Group, tel. (212) 682-8875 HAVEN BANCORP IN AGREEMENT TO ACQUIRE ASSETS OF MORTGAGE BANKER Woodhaven, NY--Haven Bancorp, Inc. (Nasdaq: HAVN), the holding company for CFS Bank, announced it has signed a definitive purchase agreement with Resource Bancshares Mortgage Group, Inc. (Nasdaq: REMI) under which CFS Bank will purchase the production franchise of Resource's Intercounty Mortgage, Inc. subsidiary. The business will initially be run as a division of CFS Bank, operating as "CFS Intercounty Mortgage Company." Terms of the transaction, which is subject to approval by the Office of Thrift Supervision and certain other conditions, were not disclosed. Intercounty primarily originates agency-eligible residential mortgages and last year had loan production of approximately $700 million from six retail offices in New York, New Jersey and Pennsylvania. Haven originated and purchased $471 million in residential and commercial real estate mortgages in 1997. The pro forma volume of the combined Company exceeded $1 billion. Commenting on the announcement, Philip S. Messina, President and Chief Executive Officer, stated, "Intercounty's production capabilities will blend quite nicely with Haven's existing operations. We envision supplementing their present product mix, which is primarily thirty-year, fixed-rate product, with CFS Bank's wider range of mortgage products, including adjustable rate and jumbo mortgages. We have been impressed with the market presence and enthusiasm of Joe Sheridan, Intercounty's president and Intercounty's branch managers and production team. Haven's supermarket branching program has been particularly successful at attracting new deposits, which will be an ideal funding source for that portion of Intercounty's loan production we expect to retain in portfolio. We anticipate that this transaction will not have a dilutive effect on earnings per share in the first year and will be accretive thereafter. We will finance this transaction internally." Headquartered in Woodhaven, New York, Haven Bancorp, with year end assets of $1.97 billion, 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 through eight full-service banking offices and thirty-eight supermarket branches located in Queens, Brooklyn, Manhattan, Staten Island, Nassau, Suffolk, Rockland and Westchester counties, northern New Jersey and Connecticut. 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 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 the Company's SEC filings, including its 1996 Form 10-K and 1997 Form 10-Qs. The Company disclaims any obligation to publicly announce future events or developments, which affect the forward-looking statements herein. -----END PRIVACY-ENHANCED MESSAGE-----