Business Services Industry

New York Community Bancorp, Inc. to Acquire Long Island Financial Corp.; Full-Service Commercial Bank, Rich in Core Deposits, Will Serve as the Foundation for New York Commercial Bank

Business Wire, August 1, 2005

WESTBURY, N.Y. & ISLANDIA, N.Y. -- New York Community Bancorp, Inc. (NYSE: NYB), the $25.2 billion holding company for New York Community Bank, and Long Island Financial Corp. (NASDAQ/NMS: LICB) ("Long Island Financial"), the holding company for Long Island Commercial Bank, a full-service commercial bank with assets of $539.7 million at June 30, 2005, today announced the signing of a definitive agreement pursuant to which Long Island Financial will merge with and into New York Community Bancorp.

The proposed transaction will provide New York Community Bancorp with a full-service commercial banking franchise and the platform for its commercial deposit growth strategy. Pursuant to the transaction, Long Island Commercial Bank will operate as a separate subsidiary of New York Community Bancorp, under the New York Commercial Bank name.

Under the terms of the agreement, which has been approved by the Boards of Directors of both companies, Long Island Financial shareholders will receive 2.32 shares of New York Community Bancorp common stock in a tax-free exchange for each share of Long Island Financial common stock held at the closing date. Based on New York Community Bancorp's closing price of $18.36 on July 29, 2005, the transaction values each share of Long Island Financial at $42.60. The transaction has an approximate value of $69.8 million, representing 230% of Long Island Financial's tangible stockholders' equity, a 16.8 multiple of its trailing twelve-month operating earnings, and a 10.3% core deposit premium at June 30, 2005.

In keeping with New York Community Bancorp's history of accretive transactions, the acquisition is expected to be immediately accretive to its GAAP and cash earnings, as well as its tangible book value per share.

The transaction is expected to be completed in the fourth quarter of 2005, pending receipt of Long Island Financial shareholder approval and regulatory approvals. In connection with their approval of the definitive agreement, the directors and executive officers of Long Island Financial, who collectively own 37.6% of its shares outstanding, have each entered into a voting agreement in favor of the transaction.

Long Island Financial was represented in the transaction by the investment banking firm of Sandler O' Neill & Partners, L.P.; Muldoon Murphy & Aguggia LLP served as legal counsel to Long Island Financial.

Joseph R. Ficalora, President and Chief Executive Officer of New York Community Bancorp, stated, "We are very excited about the transaction with Long Island Financial, which ties perfectly with our efforts to accelerate commercial deposit growth. The acquisition will give us an established full-service commercial banking franchise, together with a highly attractive deposit base. At the end of June, core deposits represented $338 million, or 81%, of Long Island Commercial's total deposits, with non-interest-bearing demand deposit accounts representing $112 million, or 27%. In addition, the loan portfolio of $245 million was 100% performing at quarter-end."

Douglas C. Manditch, President and Chief Executive Officer of Long Island Financial, stated, "We too are very pleased by the prospect of this transaction, which marries our successful commercial banking franchise with the successful community banking franchise of the nation's fourth largest, and historically best performing, thrift. In addition to enhancing the value of our shareholders' investment, including a 383% increase in our annual dividend payment, the transaction will give our customers access to a vastly expanded product menu and the convenience provided by a branch network that spans the New York metropolitan area."

New York Community Bancorp, Inc. is the holding company for New York Community Bank, the fourth largest thrift in the nation, with total assets of $25.2 billion at June 30, 2005. The Bank serves its customers through a network of 141 banking offices in New York City, Long Island, Westchester County, and northern New Jersey, and operates through seven 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. The Bank is the leading producer of multi-family mortgage loans for portfolio in New York City and the third largest thrift depository in the New York metropolitan region. Additional information about the Company is available at www.myNYCB.com.

Long Island Financial Corp. is the holding company for Long Island Commercial Bank, a New York State-chartered commercial bank providing commercial and consumer banking services through twelve branch offices in Suffolk, Nassau, and Kings Counties, with an emphasis on personal service and responsiveness to the needs of its customers. Additional information about the Company and its financial performance is available at www.licb.com.

This press release does not constitute an offer of securities. The proposed transaction will be submitted to Long Island Financial Corp.'s stockholders for their consideration. New York Community Bancorp, Inc. will file a registration statement containing a proxy statement/prospectus that will be sent to Long Island Financial Corp.'s stockholders, and other relevant documents concerning the proposed transaction, with the U.S. Securities and Exchange Commission (the "SEC"). Long Island Financial Corp. will file 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 TO BE FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION.


 

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