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): December 18, 1998
FINANCIAL BANCORP, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-18126 06-1391814
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
42-25 Queens Boulevard
Long Island City, NY 11104
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(Address of principal executive offices) (Zip Code)
(718) 729-5002
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events.
On December 18, 1998, Financial Bancorp, Inc. (the
"Company") issued press releases relating to its agreement with Dime
Community Bancshares, Inc. ("Dime Community") with respect to the payment
by the Company of a special cash dividend of $1.00 per share and the
receipt of stockholder approval of the Company's planned merger with and
into Dime Community. These press releases are attached hereto as Exhibit
99.1 and Exhibit 99.2 and are incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release issued by Financial Bancorp, Inc. on
December 18, 1998 regarding special dividend.
99.2 Press Release issued by Financial Bancorp, Inc. on
December 18, 1998 regarding stockholder approval.
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 hereunder duly authorized.
Dated: December 18, 1998
FINANCIAL BANCORP, INC.
By: /s/ Frank Latawiec
__________________________
Name: Frank Latawiec
Title: President
EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press Release issued by Financial Bancorp, Inc. on December 18,
1998 regarding special dividend.
99.2 Press Release issued by Financial Bancorp, Inc. on December 18,
1998 regarding stockholder approval.
Exhibit 99.1
FINANCIAL BANCORP, INC.
42-25 Queens Boulevard
Long Island City, NY 11104
Telephone: (718) 729-5002
Telefax: (718) 937-6326
PRESS RELEASE
RELEASE DATE: December 18, 1998 CONTACT: P. James O'Gorman
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(718) 729-5002
FINANCIAL BANCORP., INC. ANNOUNCES AGREEMENT WITH DIME
COMMUNITY BANCSHARES, INC. TO PAY SPECIAL DIVIDEND
LONG ISLAND CITY, N.Y., December 18, 1998 -- Financial Bancorp, Inc.
(Nasdaq: FIBC), the holding company for Financial Federal Savings Bank,
today announced that Dime Community Bancshares, Inc. and Financial Bancorp,
Inc. have finalized the calculations necessary to determine the amount of
the special dividend which Financial Bancorp, Inc. would be permitted to
pay to its stockholders under the terms of the merger agreement between the
parties and have determined that Financial Bancorp, Inc. will be permitted
to pay a $1.00 per share cash dividend to its stockholders. The merger
agreement provides that Financial Bancorp, Inc. may pay the special
dividend provided that Financial Bancorp, Inc. disposes of a particular real
estate investment, which disposition was recently completed. The Financial
Bancorp, Inc. Board of Directors currently expects to declare the $1.00 per
share cash dividend after Dime Community Bancshares, Inc. receives OTS
approval of the merger and the parties determine a closing date for the
transaction. The Financial Bancorp, Inc. Board currently expects that the
dividend will be payable shortly after the closing date of the merger to
Financial Bancorp, Inc. stockholders of record immediately prior to the
close of business on such closing date. Financial Bancorp, Inc. currently
intends to set aside prior to the closing of the merger funds sufficient to
pay the special dividend. The merger is subject to approval by Financial
Bancorp's stockholders at a special meeting scheduled for 9:30 am today.
Headquartered in Long Island City, New York, Financial
Bancorp, Inc. is the parent holding company of Financial Federal Savings
Bank, an FDIC-insured savings institution, which operates five full service
branches, four in Queens and one in Brooklyn.
Exhibit 99.2
FINANCIAL BANCORP, INC.
42-25 Queens Boulevard
Long Island City, NY 11104
Telephone: (718) 729-5002
Telefax: (718) 937-6326
PRESS RELEASE
RELEASE DATE: December 18, 1998 CONTACT: P. James O'Gorman
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(718) 729-5002
FINANCIAL BANCORP., INC. STOCKHOLDERS APPROVE MERGER WITH DIME
LONG ISLAND CITY, N.Y., December 18, 1998 -- Financial Bancorp, Inc.
(Nasdaq: FIBC), the holding company for Financial Federal Savings Bank,
today announced that its stockholders have approved the merger of Financial
Bancorp, Inc. with and into Dime Community Bancshares, Inc. (NASDAQ: DCOM),
headquartered in Brooklyn, NY. As part of this transaction, Financial
Bancorp, Inc.'s savings bank subsidiary, Financial Federal Savings Bank
will merge into The Dime Savings Bank of Williamsburgh. The transaction is
expected to be completed by the end of January 1999, subject to the receipt
by Dime Community Bancshares, Inc. of the approval of the merger by the
Office of Thrift Supervision.
Headquartered in Long Island City, New York, Financial
Bancorp, Inc. is the parent of Financial Federal Savings Bank, an
FDIC-insured savings institution, which operates five full service
branches, four in Queens and one in Brooklyn.
