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 18, 1996
FIDELITY BANCORP, INC.
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(Exact name of Registrant as specified in its Charter)
Pennsylvania 0-22288 25-1705405
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(State or other jurisdiction (SEC File No.) (IRS Employer
of incorporation) Identification
Number)
1009 Perry Highway, Pittsburgh, Pennsylvania 15237
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 367-3300
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Not Applicable
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(Former name or former address, if changed since last Report)
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FIDELITY BANCORP, INC.
INFORMATION TO BE INCLUDED IN REPORT
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Item 5. Other Events
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On April 18, 1997, the Registrant filed a Form S-2 with the SEC for the
sale of Preferred Securities representing an undivided beneficial interest in
the assets of FB Capital Trust. On April 23, 1997, the Registrant issued the
press release ("Press Release") attached hereto as Exhibit 99 and incorporated
herein by this reference. For further details, reference is made to the Press
Release.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits
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Exhibit 99 -- Press Release dated April 23, 1997.
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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.
FIDELITY BANCORP, INC.
Date: April 24, 1997 By: /s/William L. Windisch
William L. Windisch
President and Chief
Executive Officer
Exhibit 99
Press Release Dated April 23, 1997
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FIDELITY BANCORP, INC.
FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION CONTACT:
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April 23, 1997 Richard G. Spencer
Vice President and CFO
(412) 367-3300
FIDELITY BANCORP, INC., PITTSBURGH, PENNSYLVANIA
ANNOUNCES PREFERRED SECURITIES OFFERING
Fidelity Bancorp, Inc. -- April 23, 1997 -- William L. Windisch,
President and Chief Executive Officer of Fidelity Bancorp, Inc., Pittsburgh,
Pennsylvania (the "Company"), the parent holding company of Fidelity Savings
Bank (the "Bank") announced today that the Company has filed a Prospectus with
the Securities and Exchange Commission ("SEC") relating to the sale in an
underwritten public offering of $10,000,000 (1,000,000 shares at $10.00 per
share) of Preferred Securities (the "Offering"). The Preferred Securities
represent undivided beneficial interests in the assets of FB Capital Trust (the
"Trust"), a Delaware statutory business trust, which has as its sole asset
junior subordinated debentures to be issued by the Company.
The Preferred Securities are being underwritten by Ryan, Beck & Co., and
the Offering is expected to occur during the beginning of May 1997. The proceeds
from the sale of the Preferred Securities will be used by the Trust to purchase
junior subordinated debentures issued by the Company. The proceeds received by
the Company from the sale of the junior subordinated debentures are expected to
qualify as regulatory capital for the Company and a portion thereof may be used
to contribute capital through investments in or advances to the Bank. The
remainder of the proceeds will be held by the Company and may be used to
repurchase stock and for other general corporate purposes as well as to meet
debt service obligations of the Company under the junior subordinated
debentures.
The Bank is a Pennsylvania chartered savings bank that conducts its
business from eight locations in Allegheny and Butler Counties. The Bank is a
community-oriented savings bank which offers a variety of savings deposit
products to its retail customers and originates real estate loans, commercial
loans and consumer loans. At December 31, 1996, the Company had total
consolidated assets of $320.3 million, total deposits of $233.6 million and
total stockholders' equity of $23.1 million. The Preferred Securities are
expected to be listed on the NASDAQ National Market System under the symbol
"FSBIP." The Company's common stock is traded on the NASDAQ National Market
System under the symbol "FSBI."
