================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OF THE
SECURITIES EXCHANGE ACT OF 1934
------------------------------
Date of Report (Date of earliest event reported): January 28, 1998
CARVER BANCORP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other 0-21487 13-3904174
jurisdiction of (Commission File (IRS Employer
incorporation) Number) Identification No.)
75 WEST 125TH STREET
NEW YORK, NEW YORK 10027-4512
(212) 876-4747
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (212) 876-4747
NOT APPLICABLE
(Former name or former address, if changed since last report)
================================================================================
<PAGE>
ITEMS 1-4, 6. NOT APPLICABLE.
ITEM 5. OTHER EVENTS.
On January 28, 1998, Carver Bancorp, Inc. (the "Company"), the holding
company for Carver Federal Savings Bank (the "Bank"), a federally chartered
stock savings bank, announced that it had entered into a definitive agreement to
sell the Bank's branch office located in Roosevelt, New York to City National
Bank of New Jersey. The Roosevelt branch office is located in Nassau County and
has deposits of approximately $10 million. Pending receipt of regulatory
approvals, the transaction is expected to close by March 31, 1998.
The Company's press release, dated January 28, 1998, is attached hereto
as Exhibit 99, and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
EXHIBIT NO. DESCRIPTION
----------- -----------
Press Release, dated January 28, 1998, announcing
99 execution of the Asset Purchase and Sale Agreement
ITEMS 8 & 9. NOT APPLICABLE.
<PAGE>
-2-
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.
CARVER BANCORP, INC.
By: /s/ Thomas L. Clark, Jr.
----------------------------
Thomas L. Clark, Jr.
President and Chief Executive Officer
Date: February 5, 1998
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
------- -----------
Press Release, dated January 28, 1998, announcing execution of the
99 Asset Purchase and Sale Agreement
EXHIBIT 99
NEW YORK, Jan. 28 -- Carver Bancorp, Inc., (Amex: CNY) ("Carver") the holding
company for Carver Federal Savings Bank, announced today that its bank
subsidiary has entered into a definitive agreement to sell its Roosevelt Office
("Branch") to City National Bank of New Jersey ("City National Bank"). The
branch is located in Nassau County, New York, and has deposits of approximately
$10.0 million.
Thomas L. Clark, Jr., President and Chief Executive Officer of Carver
commented, "In reviewing our branching strategy, we deemed the sale of the
Roosevelt Office to be mutually beneficial to Carver, City National Bank, and
the Roosevelt community. We are pleased that the banking customers located in
Roosevelt will be afforded additional attention and the commercial banking
products of City National Bank." Mr. Clark added, "We reviewed several options
and we feel City National Bank will provide the quality of service that we want
our customers to receive."
Louis E. Prezeau, President and Chief Executive Officer of City National
Bank commented, "City National Bank is eager to serve the ethnically diverse
community of Roosevelt. This transaction with Carver solidifies our mutual
long-standing relationship and will augment our joint participation in various
loans to churches and business in New York." Mr. Prezeau added, "This
transaction offers City National Bank the opportunity to enter the New York
market and to offer the kind of specialized service that we provide to the urban
communities of New Jersey."
Pending regulatory approvals, the transaction is expected to close by
March 31, 1998. At the consummation of the transaction, Carver will have over
$400.0 million in assets and operate six full service banking locations in the
New York City boroughs of: Brooklyn, Queens, and Manhattan. At the close of the
transaction, City National Bank headquartered in Newark, New Jersey, will have
four banking locations and operate both in New Jersey and New York.
SOURCE Carver Bancorp, Inc.
/CONTACT: Walter T. Bond, Acting Chief Financial Officer of Carver
Federal Savings Bank, 212-876-4747, ext. 146; or Edward R. Wright, Chief
Financial Officer of City National Bank, 973-624-0865, ext. 644/
(CNY)