New York State Banking Board Approves Acquisition of PennFed Financial Services, Inc. by New York Community Bancorp, Inc.
2007年3月10日 - 6:56AM
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New York Community Bancorp, Inc. (NYSE: NYB) and PennFed Financial
Services, Inc. (NASDAQ/Global Market: PFSB) (�PennFed�) today
announced that the acquisition of PennFed by New York Community
Bancorp has been approved by the New York State Banking Board.
Pending the approval of PennFed�s shareholders at a special meeting
to be held on Tuesday, March 13th, the acquisition is expected to
be completed on or about March 31, 2007. Upon completion of the
transaction, PennFed will merge with and into New York Community
Bancorp, and Penn Federal Savings Bank, the primary subsidiary of
PennFed, will merge with and into the savings bank subsidiary of
New York Community Bancorp, New York Community Bank. New York
Community Bancorp, Inc. New York Community Bancorp, Inc. is the
$28.5 billion holding company for New York Community Bank and New
York Commercial Bank, and the leading producer of multi-family
loans for portfolio in New York City. A New York State-chartered
savings bank with 137 offices serving New York City, Long Island,
Westchester County, and northern New Jersey, New York Community
Bank is the third largest thrift depository in the New York
metropolitan region, and operates through seven local divisions:
Queens County Savings Bank, Roslyn Savings Bank, Richmond County
Savings Bank, Roosevelt Savings Bank, CFS Bank, First Savings Bank
of New Jersey, and Ironbound Bank. A New York State-chartered
commercial bank, New York Commercial Bank has 27 branches serving
Manhattan, Queens, Brooklyn, Westchester County, and Long Island.
Additional information about New York Community Bancorp, Inc. and
its bank subsidiaries is available at www.myNYCB.com. PennFed
Financial Services, Inc. PennFed Financial Services, Inc. is the
$2.3 billion holding company for Penn Federal Savings Bank, a New
Jersey-based thrift with loans of $1.7 billion and deposits of $1.5
billion at December 31, 2006. The Company has 13 branches serving
the Ironbound section of Newark and the surrounding communities of
Essex County, and 11 branches serving customers in select
communities in Ocean, Monmouth, Middlesex, Hudson, and Union
Counties. Additional information about PennFed, its products, and
performance is available at www.pennfsb.com. This press release
does not constitute an offer to sell or a solicitation of an offer
to buy any securities. New York Community Bancorp, Inc. has filed a
registration statement containing a proxy statement/prospectus that
has been sent to PennFed�s stockholders, and other relevant
documents concerning the proposed transaction, with the U.S.
Securities and Exchange Commission (the �SEC�). PennFed has filed
relevant documents concerning the proposed transaction with the
SEC. WE URGE INVESTORS TO READ THE REGISTRATION STATEMENT
CONTAINING THE PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION. Investors are able to obtain these documents free of
charge at the SEC�s web site (www.sec.gov). In addition, documents
filed with the SEC by New York Community Bancorp, Inc. are
available free of charge from the Investor Relations Department,
New York Community Bancorp, Inc., 615 Merrick Avenue, Westbury, New
York 11590. Documents filed with the SEC by PennFed are available
free of charge from the Corporate Secretary, PennFed Financial
Services, Inc., 622 Eagle Rock Avenue, West Orange, New Jersey
07052. The directors, executive officers, and certain other members
of management of PennFed Financial Services, Inc. may be soliciting
proxies in favor of the transaction from the company�s
shareholders. For information about these directors, executive
officers, and members of management, please refer to the proxy
statement/prospectus that has been sent to PennFed�s stockholders,
which is available on the SEC�s web site and at the address
provided in the preceding paragraph. Safe Harbor Provisions of the
Private Securities Litigation Reform Act of 1995 This release, like
other written and oral communications presented by New York
Community Bancorp, Inc. and PennFed Financial Services, Inc. (the
�Companies�) and their authorized officers, may contain certain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Companies intend
such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995, and are including this
statement for purposes of said safe harbor provisions.
Forward-looking statements, which are based on certain assumptions,
may be identified by their reference to future periods and include,
without limitation, those statements relating to the anticipated
effects of the transaction between the Companies. The following
factors, among others, could cause the actual results of the
transaction and the expected benefits of the transaction to the
combined company and to the Companies� shareholders, to differ
materially from the expectations stated in this release: the
ability of the Companies to consummate the transaction; a
materially adverse change in the financial condition or results of
operations of either company; the ability of New York Community
Bancorp, Inc. to successfully integrate the assets, liabilities,
customers, systems, and any management personnel it may acquire
into its operations pursuant to the transaction; and the ability to
realize the related revenue synergies and cost savings within the
expected time frames. In addition, factors that could cause the
actual results of the transaction to differ materially from current
expectations include, but are not limited to, general economic
conditions and trends, either nationally or locally in some or all
of the areas in which the Companies and their customers conduct
their respective businesses; conditions in the securities markets
or the banking industry; changes in interest rates, which may
affect the Companies� net income, the level of prepayment penalties
and other future cash flows, or the market value of their assets;
changes in deposit flows, and in the demand for deposit, loan, and
investment products and other financial services in the Companies�
local markets; changes in the financial or operating performance of
the Companies� customers� businesses; changes in real estate
values, which could impact the quality of the assets securing the
Companies� loans; changes in the quality or composition of the
Companies� loan or investment portfolios; changes in competitive
pressures among financial institutions or from non-financial
institutions; changes in the customer base of either company;
potential exposure to unknown or contingent liabilities of
companies targeted by New York Community Bancorp, Inc. for
acquisition; the Companies� timely development of new lines of
business and competitive products or services in a changing
environment, and the acceptance of such products or services by the
Companies� customers; any interruption or breach of security
resulting in failures or disruptions in customer account
management, general ledger, deposit, loan, or other systems; the
outcome of pending or threatened litigation or of other matters
before regulatory agencies, or of matters resulting from regulatory
exams, whether currently existing or commencing in the future;
environmental conditions that exist or may exist on properties
owned by, leased by, or mortgaged to the Companies; changes in
estimates of future reserve requirements based upon the periodic
review thereof under relevant regulatory and accounting
requirements; changes in banking, securities, tax, environmental,
and insurance law, regulations, and policies, and the ability to
comply with such changes in a timely manner; changes in accounting
principles, policies, practices, or guidelines; changes in
legislation and regulation; operational issues stemming from and/or
capital spending necessitated by the potential need to adapt to
industry changes in information technology systems, on which the
Companies are highly dependent; changes in the monetary and fiscal
policies of the U.S. Government, including policies of the U.S.
Treasury and the Federal Reserve Board; war or terrorist
activities; and other economic, competitive, governmental,
regulatory, and geopolitical factors affecting the Companies�
operations, pricing, and services. Additionally, the timing and
occurrence or non-occurrence of events may be subject to
circumstances beyond the Companies� control. Readers are cautioned
not to place undue reliance on these forward-looking statements,
which speak only as of the date of this release. Except as required
by applicable law or regulation, the Companies disclaim any
obligation to update any forward-looking statements.
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