WARWICK COMMUNITY BANCORP INC
8-K, EX-99.1, 2000-10-18
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
Previous: WARWICK COMMUNITY BANCORP INC, 8-K, 2000-10-18
Next: BUCA INC /MN, S-8, 2000-10-18



                                                                    Exhibit 99.1

PRESS RELEASE



                         WARWICK COMMUNITY BANCORP, INC.
                         ADOPTS SHAREHOLDER RIGHTS PLAN

Warwick, New York, October 17, 2000 -- Warwick Community Bancorp, Inc.
("Company") (NASDAQ: WSBI) announced today that its Board of Directors has
adopted a Shareholder Rights Plan and declared a dividend of one preferred share
purchase right ("Right") for each outstanding share of the Company's common
stock.

The Rights are designed to assure that all of the Company's shareholders receive
fair and equal treatment in the event of any proposed takeover of the Company
and to guard against partial tender offers, squeeze- outs and other abusive
tactics to gain control of the Company without paying all shareholders a fair
price. The Rights will not prevent the Company from being acquired, but should
encourage a potential acquiror to negotiate any proposed transaction in advance
with the Company's Board of Directors, which has the responsibility to act in
the best interests of all shareholders. The Rights Plan was not adopted in
response to any specific event, and the Company's Board of Directors is not
aware of any person or group that is seeking to acquire control of the Company.

Initially, the Rights will not be exercisable and will transfer with and only
with the shares of common stock. The Rights will be exercisable and separately
transferable 20 business days after (a) a person or group of persons acquires
10% or more of the Company's common stock ("Acquiring Person") or (b) a person
or group of persons announces a tender offer, the consummation of which would
result in ownership by a person or group of 10% or more of the Company's common
stock. Once exercisable, each Right will entitle shareholders to buy a one
one-hundredth interest in a share of a new series of preferred stock of the
Company, at an exercise price of $50.00.

If any person or group becomes an Acquiring Person, each Right will entitle its
holder (other than such Acquiring Person) to purchase (in lieu of a one
one-hundredth interest in a share of preferred stock), at the then-current
exercise price of the Right, a number of shares of common stock of the Company
having a market value equal to twice the exercise price of the Right.
Additionally, if the Company is acquired in a merger or other business
combination transaction, each Right will entitle its holder to purchase, at the
then-current exercise price, a number of shares of common stock of the acquiring
company having a market value at that time equal to twice the exercise price of
the Right. The Company may redeem the Rights at any time before a person or
group becomes an Acquiring Person.

The Rights dividend distribution will be payable to shareholders of record on
November 1, 2000. The Rights will expire ten years later on November 1, 2010.
The distribution of the Rights is not taxable to shareholders. A letter
regarding the Rights Plan and a summary of its terms will be mailed to
shareholders in November, 2000.

The Company is the holding company for The Warwick Savings Bank, a New York
State chartered stock savings bank, and The Towne Center Bank, a New Jersey
State chartered commercial bank. The Warwick Savings Bank maintains its
headquarters in Warwick, New York, and operates additional branches in Monroe,
Woodbury, Wallkill and Newburgh, New York. The Towne Center Bank maintains its
headquarters in Lodi, Bergen County, New Jersey. Both banks' deposits are
insured up to the maximum allowable amount by the Federal Deposit Insurance
Corporation.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission