As filed with the Securities and Exchange Commission on January 7, 1999
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NUMBER 1 TO
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
PEEKSKILL FINANCIAL CORPORATION
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(Name of issuer)
PEEKSKILL FINANCIAL CORPORATION
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(Name of Person(s) Filing Statement)
Common Stock, $0.01 Par Value Per Share
(Title of Class of Securities)
705385 10 2
(CUSIP Number of Class of Securities)
William J. LaCalamito
Peekskill Financial Corporation
1019 Park Street
Peekskill, New York 10566
(914) 737-2777
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of the Person(s)Filing Statement)
Copies to:
Kip A. Weissman, P.C.
James M. Larkins, III
Silver, Freedman & Taff, L.L.P.
1100 New York Avenue, N.W.
Washington, D.C. 20005
(202) 414-6100
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(Agent for Service of Process)
December 23, 1998
(Date Tender Offer First Published, Sent or Given to Security Holders)
<PAGE>
CALCULATION OF FILING FEE
Transaction Valuation* Amount of Filing Fee
$13,400,000 $2,680
*Calculated solely for the purpose of determining the filing fee, based upon
the purchase of 800,000 shares at the maximum tender offer price of $16.75
per share.
[X] Check box if any of the fee is offset as provided by Rule 0-11(a)(2) and
identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form or
Schedule and the date of its filing.
Amount Previously Paid: $2,680 Filing Party: Peekskill Financial Corporation
Form or Registration No.: Schedule 13E-4 Date Filed: December 23, 1998
<PAGE>
Item 8. Additional Information.
(e) The information set forth in the Offer to Purchase and Letter of
Transmittal, as modified by the information on the press release
contained at Item 9(a), is incorporated herein by reference.
Item 9. Material to be Filed as Exhibits.
(a) (9) Form of Letter to Stockholders, dated January 7, 1999, from
Eldorus Maynard, Chairman of the Board of the Company
(including the text of Press Release issued by the Company,
dated January 6, 1999).
(b) Not applicable.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
(f) Not applicable.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this Schedule 13E-4 is true, complete
and correct.
January 7, 1999 PEEKSKILL FINANCIAL CORPORATION
By: /s/William J. LaCalamito
William J. LaCalamito, President,
and Chief Operating Officer
<PAGE>
Exhibit 9(a)(9)
[PEEKSKILL FINANCIAL CORPORATION LETTERHEAD]
January 7, 1999
Dear Shareholder:
The information contained in the attached press release may be of interest
to you in determining whether to participate in the Company's Modified Dutch
Auction Tender Offer (the "Offer"). Please bear in mind that your opportunity
to tender shares pursuant to the Offer as well as your ability to withdraw
shares previously tendered will expire at 4:00 p.m. Eastern Standard Time on
January 27, 1999, unless extended. For additional information, please see the
Offer to Purchase and the related Letter of Transmittal dated December 23, 1998.
Any questions concerning the terms of the Offer may be directed to the
Dealer/Manager, Capital Resources, Inc. at (800) 220-2744. Requests for
additional copies of the Offer materials may be directed to the Information
Agent, Regan & Associates, Inc., at (800) 737-3426.
Sincerely,
Eldorus Maynard
Chairman of the Board
<PAGE>
[PEEKSKILL FINANCIAL CORPORATION LETTERHEAD]
CONTACT: William J. LaCalamito For Immediate Release
President January 6, 1998
Peekskill Financial Corporation
(914) 737-2777
PEEKSKILL FINANCIAL CORPORATION REJECTS UNSOLICITED ACQUISITION
OFFER; CONTINUES PREVIOUSLY ANNOUNCED DUTCH AUCTION TENDER OFFER
Peekskill, New York.... January 6, 1998 - Peekskill Financial Corporation
(NASDAQ NMS: PEEK), Peekskill, New York, confirmed today it had received and
rejected an unsolicited expression of interest in acquiring the Company for a
cash purchase price of $17.25, subject to various contingencies, from BRT
Realty Trust. The Company also confirmed that it intended to continue its
previously announced "Modified Dutch Auction Tender Offer" to repurchase up to
800,000 shares of its common stock at a price of up to $16.75 per share.
According to Eldorus Maynard, the Company's Chairman of the Board, "over
the last several months, the Board of Directors has conducted an in-depth
review of the Company's future strategic options. As a result of this study,
the Board concluded that it was in the best interests of shareholders for the
Company to remain independent and enhance long term shareholder value through
the execution of its business plan and the implementation of a modified dutch
auction tender offer. Based on the above, after due deliberation, the Board
of Directors reaffirmed its position that the Company is not for sale and
determined not to pursue the expression of interest."
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