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 12, 2000
DIME COMMUNITY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-27782 11-3297463
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
209 Havemeyer Street, Brooklyn, New York 11211
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (718) 782-6200
Not Applicable
(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS.
Dime Community Bancshares, Inc., announced today that it has sold 9.25%
Subordinated Notes Due May 1, 2010 in the aggregate principal amount of $25.0
million. The notes issued in the offering were sold in a private transaction
pursuant to an applicable exemption from registration under the Securities Act
of 1933, as amended (the "Act") and have not been registered under the Act.
A press release, issued on April 12, 2000, describing the foregoing is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits. The following Exhibits are filed as part of this report:
EXHIBIT NO. DESCRIPTION
----------- -----------
99.1 Press Release issued April 12, 2000
2
<PAGE>
SIGNATURES
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.
DIME COMMUNITY BANCSHARES, INC.
By: /s/ Kenneth J. Mahon
----------------------------------
Kenneth J. Mahon
Executive Vice President and Chief
Financial Officer
Dated: April 12, 2000
3
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
------- -----------
99.1 Press Release issued April 12, 2000
4
EXHIBIT 99.1
NEW RELEASE
DIME COMMUNITY BANCSHARES, INC. SELLS $25.0 MILLION
OF SUBORDINATED NOTES
Brooklyn, New York - April 12, 2000 -- Dime Community Bancshares, Inc.
(Nasdaq:DCOM) announced today that it has completed its offering of subordinated
notes in the aggregate amount of $25.0 million. The notes issued in the offering
were sold in a private transaction pursuant to an applicable exemption from
registration under the Securities Act of 1933, as amended (the "Act"), and have
not been registered under the Act. Sandler O'Neill & Partners, L.P. assisted
Dime Community in the placement of the notes. The notes may not be offered or
sold in the United States absent registration or an applicable exemption from
registration requirements. The notes have a fixed rate of interest of 9.25% per
annum.
Dime Community intends to use the net proceeds from the sale of the
notes for general corporate purposes, including the payment of dividends on Dime
Community's common stock, payment of interest on the notes and repurchase of
Dime Community's common stock.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of these securities
in any state in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities law of any such state.
Dime Community Bancshares, Inc., is the holding company for The
Dime Savings Bank of Williamsburgh, a community-oriented financial institution
providing financial services and loans for housing within its market areas. The
Bank maintains its headquarters in the Williamsburgh section of the borough of
Brooklyn, and seventeen additional offices in the boroughs of Brooklyn, Queens,
and The Bronx, and in Nassau County. The Bank's deposits are insured up to the
maximum allowable amount by the Federal Deposit Insurance Corporation. More
information on the Company and Bank can be found on the Bank's Internet website
at www.dimewill.com.
<PAGE>
Contact: Kenneth A. Ceonzo - First Vice President and Director of Investor
Relations // (718) 782-6200 extension 279
