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)
September 22, 1999
CHARTER ONE FINANCIAL, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-16311 34-1567092
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) No.)
1215 Superior Avenue, Cleveland, Ohio 44114
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (216) 566-5300
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ITEM 5. OTHER EXHIBITS
Charter One Financial, Inc. announced today that the merger of Charter
One Financial, Inc. and St. Paul Bancorp, Inc. has received all
regulatory approvals and is expected to close on or about October 1,
1999, subject to approval of the transaction by Charter One and St.
Paul shareholders at their separate special meetings on September 30,
1999.
Charter One also announced the rescission of its stock buy back program
effective as of September 22, 1999.
A copy of the press release issued by Charter One Financial announcing
the receipt of regulatory approvals and rescission of its stock buy
back program is attached to this Current Report on Form 8-K as Exhibit
99.1 and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(c) The following exhibit is filed as part of this Report and
incorporated by reference herein:
99.1 Press release dated September 22, 1999.
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SIGNATURE
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.
CHARTER ONE FINANCIAL, INC.
Date: September 22, 1999 By: /s/ Robert J. Vana
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Robert J. Vana
Chief Corporate Counsel and Secretary
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EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press Release dated September 22, 1999.
INVESTOR CONTACT: ELLEN BATKIE (800) 262-6301
MEDIA CONTACT: WILLIAM DUPUY (216) 566-5311
CHARTER ONE/ST PAUL MERGER RECEIVES REGULATORY APPROVALS;
CHARTER ONE RESCINDS STOCK BUY BACK
CLEVELAND, Ohio, September 22, 1999 -- Charter One Financial, Inc. (NASDAQ:COFI)
announced today that it has received all regulatory approvals required in
connection with its previously announced merger with St. Paul Bancorp, Inc.
(NASDAQ:SPBC). The merger, which remains subject to approval by both companies'
shareholders, is scheduled to be addressed at separate special shareholder
meetings on September 30, 1999. If shareholders vote in favor of the merger, the
merger effective date is expected to occur as of the close of business on
October 1, 1999, or as soon thereafter as practicable.
Charter One also announced that it has rescinded its stock repurchase program
effective today. The Company has purchased approximately 2.6 million of the 6.0
million shares authorized by Charter One's board of directors in June 1999.
Charter One currently has approximately 164 million shares outstanding. Data
relating to number of shares has not been adjusted for the 5% stock dividend
which is payable September 30, 1999.
Charter One has $24.6 billion in total assets, making it the 32nd largest
publicly traded bank holding company in the country. The Bank currently has 339
branch locations in Ohio, Michigan, New York, Massachusetts and Vermont.
Additionally, Charter One Mortgage Corp., the Bank's mortgage banking
subsidiary, operates 40 loan production offices across 12 states, and Charter
One Auto Finance, the Bank's indirect auto finance subsidiary, generates loans
in nine states. Following the proposed merger with St. Paul, Charter One will
have approximately $31 billion and 400 offices including those added in
Illinois.
The Company's press releases are available by telefax at no charge by calling PR
Newswire Fax On Demand. To retrieve a specific press release, call: (800
758-5804 and reference account 313075. Additional information may be found at
the Company's web site: www.charterone.com.
