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)
May 23, 2000
THISTLE GROUP HOLDINGS, CO.
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(Exact name of Registrant as specified in its Charter)
Pennsylvania 0-24353 23-2960768
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(State or other jurisdiction (SEC File No.) (IRS Employer
of incorporation) Identification
Number)
6060 Ridge Avenue, Philadelphia, Pennsylvania 19128
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (215) 483-2800
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Not Applicable
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(Former name or former address, if changed since last Report)
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INFORMATION TO BE INCLUDED IN REPORT
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Item 5. Other Events
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On May 23, 2000, Roxborough Manayunk Bank ("RMB"), the wholly-owned
subsidiary of the Registrant, signed a definitive Agreement with Crown Bank, FSB
to purchase from Crown Bank, FSB, its branch office located in Wilmington,
Delaware including the real property, approximately $20 million in certain
loans, and the assumption of approximately $52 million in deposit liabilities. A
copy of a press release issued May 23, 2000 by the Registrant is attached hereto
as Exhibit 99.1 and is incorporated herein by reference in its entirety.
On May 25, 2000, RMB signed a definitive Agreement with Wilmington
Trust of Pennsylvania to purchase four branch offices from Wilmington Trust
located in Lionville, Media, Westtown, and West Chester, Pennsylvania, including
the real property, and the assumption of approximately $59 million in deposit
liabilities. A copy of a press release issued May 25, 2000 by the Registrant is
attached hereto as Exhibit 99.2 and is incorporated herein by reference in its
entirety.
RMB anticipates paying a deposit premium of approximately 7.8% of total
deposits assumed in these two transactions related to acquisition of these 5 new
branches by RMB based on the current level of deposits of approximately $111
million for the Wilmington Trust and Crown Bank transactions.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit 99.1 -- Press Release concerning a definitive Agreement, dated May 23,
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2000, between RMB and Crown Bank, FSB for the acquisition by RMB of the
Wilmington, Delaware branch office of Crown Bank, FSB.
Exhibit 99.2 -- Press Release concerning a definitive Agreement, dated May 25,
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2000, between RMB and Wilmington Trust of Pennsylvania, for the acquisition by
RMB of four branches of Wilmington Trust of Pennsylvania.
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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, thereunto duly authorized.
THISTLE GROUP HOLDINGS, CO.
Date: May 26, 2000 By: /s/John F. McGill, Jr.
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John F. McGill, Jr.
Chief Executive Officer
EXHIBIT-99.1
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Release Date: Contact:
May 23, 2000 Thistle Group Holdings, Co.
John F. McGill, Jr., CEO
Pam Cyr, Dir. of Investor Relations
(215) 483-3777
FAX: (215) 483-1038
Web: www.RMBgo.com
THISTLE GROUP HOLDINGS, CO. ANNOUNCES
ACQUISITION OF CROWN BANK BRANCH OFFICE
IN WILMINGTON, DELAWARE
May 23, 2000 -- Thistle Group Holdings, Co., (NASDAQ: THTL) the holding company
for Roxborough Manayunk Bank ("RMB"), announced today that RMB has entered into
a definitive agreement with Crown Bank, Casselberry, Florida to acquire its
branch office located in Wilmington, Delaware known as Delaware First. In
addition to the real property, RMB will also acquire roughly $52 million in
deposit liabilities and $20 million in certain loans. The transaction is
expected to close in the third quarter, terms of the transaction were not
disclosed.
Commenting on the acquisition, John F. McGill, Jr., CEO, stated "We are very
excited to expand the RMB franchise into Wilmington, Delaware. This branch
office has historically provided an exceptionally strong core deposit base."
Thistle Group Holdings, Co. is a Philadelphia based Unitary Thrift Holding
Company whose principal subsidiary is Roxborough Manayunk Bank. At March 31,
2000 the Company had total assets, deposits and stockholders' equity of $575
million, $313 million, and $75 million, respectively.
EXHIBIT 99.2
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Release Date: Contacts: Thistle Group Holdings, Co.
May 25, 2000 John F. McGill, Jr., CEO
Pam Cyr, Dir. of Investor Relations
Phone: 215-483-3777
Fax: 215-483-1038
Web: RMBgo.com
THISTLE GROUP HOLDINGS, CO. ANNOUNCES ACQUISITION OF 4
WILMINGTON TRUST BRANCH OFFICES
May 25, 2000 -- Thistle Group Holdings, Co., (NASDAQ: THTL) the holding company
for Roxborough Manayunk Bank ("RMB"), announced today that RMB has entered into
a definitive agreement with Wilmington Trust of Pennsylvania, West Chester,
Pennsylvania to acquire four branch offices located in Chester and Delaware
counties.
In addition to the real property, RMB will also acquire roughly $59 million in
deposit liabilities. The branches are located in Lionville, Media, Westtown, and
West Chester, Pennsylvania. The transaction is expected to close in the third
quarter, terms of the transaction were not disclosed.
Commenting on the acquisition, John F. McGill, CEO, stated "These branches when
combined with our existing network including our Wilmington branch acquisition
announced May 23, 2000, give RMB a footprint in some of the area's fastest
growing markets in Southeastern Pennsylvania where we will introduce our unique
brand of personalized banking to a much broader array of households and
businesses."
Thistle previously announced on Tuesday, May 23, 2000 that its subsidiary RMB
had entered into a definitive agreement to acquire $52 million in deposits and
$20 million in loans in addition to real property in downtown Wilmington,
Delaware from Crown Bank.
Thistle Group Holdings, Co. is a Philadelphia based Unitary Thrift Holding
Company whose principal subsidiary is Roxborough Manayunk Bank. At March 31,
2000 the Company had total assets, deposits and stockholders' equity of $575
million, $313 million, and $75 million, respectively.
