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Filed Pursuant to Rule 424(b)(3)
Registration No: 333-74383
PROSPECTUS SUPPLEMENT
READ CAREFULLY. [HCBK LOGO] [HUDSON CITY BANCORP, INC. LOGOTYPE]
PROPOSED HOLDING COMPANY FOR
HUDSON CITY SAVINGS BANK
This supplements the prospectus of Hudson City Bancorp, Inc. dated May 14,
1999. This prospectus supplement should be read with the prospectus.
WE ARE INCREASING THE AMOUNT OF SHARES YOU MAY PURCHASE IN THE SUBSCRIPTION
OFFERING.
In order to complete the offering of common stock of Hudson City Bancorp,
Inc., we must sell at least $529,337,500 of common stock, which is the minimum
of our offering range. To date, we have received orders for approximately 78% of
this minimum level in the subscription and community offerings.
To facilitate the sale of additional shares, we have increased the amount
of stock that individuals and groups may purchase as follows:
(1) in the subscription offering, the maximum amount that an individual may
purchase is $1.5 million; and
(2) in all categories of the offering combined, the total amount that an
individual may purchase, acting together with others, is $5.0 million.
If you have submitted an order in the subscription offering for $500,000 of
common stock, you may increase your order by submitting an additional order form
for the additional shares with payment in full by July 2, 1999. Payment must be
by certified or bank check or by authorization of withdrawal from a deposit
account at Hudson City Savings Bank with sufficient collected funds.
PURCHASE LIMITATIONS.
Set forth below is a comparison of the old and new purchase limitations:
<TABLE>
<CAPTION>
OLD NEW
------------ ------------
<S> <C> <C>
Individuals................................................. $ 500,000 $1.5 million
Groups...................................................... $2.5 million $5.0 million
</TABLE>
WE WILL USE A GROUP OF BROKER-DEALERS TO SELL THE REMAINING SHARES IN A
SYNDICATED COMMUNITY OFFERING.
As described at page 122 of the prospectus, in the event the shares of
common stock are not purchased in the subscription offering or the community
offering, we have the right to offer remaining shares to the general public
through a group of broker-dealers.
We have engaged Ryan, Beck & Co., Inc. to assemble and manage a selling
group of broker-dealers, which will include Ryan, Beck, to sell the remaining
shares on a best efforts basis. Neither Ryan, Beck nor any of the other
broker-dealers have an obligation to take or purchase any shares of common stock
in the offering. As compensation, Ryan, Beck and the other broker-dealers will
receive 5.7% of the total value of the shares sold in the syndicated community
offering. This 5.7% fee will be split as follows: Ryan, Beck will be paid a
management fee of 1.2% of the aggregate purchase price of the shares sold in the
syndicated community offering and each selling group member will be paid 4.5% of
the aggregate purchase price of the shares sold by them.
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The 5.7% fee payable to Ryan, Beck and the other broker-dealers would
decrease net proceeds. Assuming that no subscribers in the subscription offering
order more shares and that the selling group of broker-dealers sells
approximately 11.7 million shares to meet the minimum of the offering range, the
offering would be affected as follows:
<TABLE>
<S> <C>
Gross proceeds.............................................. $529,337,500
Underwriting commissions and expenses....................... $ 14,881,000
------------
Net proceeds to Hudson City Bancorp......................... $514,456,500
============
</TABLE>
If all other assumptions used in preparing the pro forma data in the prospectus
(see pages 27 to 30 of the prospectus) remain the same, then, at December 31,
1998, pro forma stockholders' equity per share would be $11.99 and the offering
price as a percentage of pro forma stockholders' equity per share would be
83.40%. Pro forma net income per share and the offering price to pro forma net
income per share would remain unchanged, at $0.96 and 10.42x, respectively.
Anyone purchasing stock in the syndicated community offering is subject to
the new purchase limitations discussed above and is otherwise subject to all
applicable conditions disclosed in the prospectus.
Completion of the offering remains subject to (i) confirmation by RP
Financial, L.C., our independent appraiser, of our existing appraisal (ii)
approval of the plan of reorganization by the depositors of Hudson City Savings
Bank and (iii) receipt of final regulatory approvals.
EXPIRATION DATE FOR THE SYNDICATED COMMUNITY OFFERING.
We have not set an expiration date for the shares to be sold by the
broker-dealers. We expect that the syndicated community offering will expire on
or before August 7, 1999, but we may extend this date with the approval of the
Commissioner of the New Jersey Department of Banking and Insurance and the
Federal Deposit Insurance Corporation. For further information, see "The
Reorganization and the Offering -- Subscription Offering and Subscription
Rights -- Expiration Date for the Subscription Offering" at page 118 of the
prospectus.
THE SHARES OF COMMON STOCK ARE NOT SAVINGS ACCOUNTS OR SAVINGS DEPOSITS, ARE NOT
GUARANTEED OR INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENT AGENCY, ARE NOT GUARANTEED BY HUDSON CITY SAVINGS BANK, HUDSON CITY
BANCORP, INC. OR HUDSON CITY, MHC AND ARE SUBJECT TO INVESTMENT RISK.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION, THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE COMMISSIONER OF BANKING AND INSURANCE OF THE STATE OF NEW
JERSEY NOR ANY STATE SECURITIES REGULATOR HAS APPROVED OR DISAPPROVED THESE
SECURITIES OR DETERMINED IF THE PROSPECTUS OR THIS PROSPECTUS SUPPLEMENT IS
ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
[Ryan,Beck & Co. Logo]
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JUNE 28, 1999
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PRESS RELEASE
CONTACT: LEONARD S. GUDELSKI, CHAIRMAN AND CHIEF EXECUTIVE OFFICER, OR RONALD E.
HERMANCE, JR., PRESIDENT AND CHIEF OPERATING OFFICER
TELEPHONE: (201) 967-1900
HUDSON CITY SAVINGS BANK ANNOUNCES
SUBSCRIPTION OFFERING PORTION OF INITIAL PUBLIC OFFERING CONCLUDES
Paramus, New Jersey, June 28, 1999 - The Board of Managers of Hudson City
Savings Bank announced that the Subscription and Community Offering portion of
the initial public offering of Hudson City Bancorp, Inc. (the "Company"), the
proposed holding company for Hudson City Savings Bank (the "Bank"), concluded on
June 23, 1999.
The Company received more than 30,000 stock orders from its depositors and other
community members.
The Company and Ryan, Beck & Co., Inc., marketing agent for the offering, are
completing the tabulation of orders received. In order to consummate the
offering, Hudson City Bancorp, Inc. must sell at least the minimum of the
offering range, 52,933,750 shares of common stock, at $10 per share. The Company
estimates that it has received orders in the Subscription and Community Offering
for approximately 78% of this minimum sales level.
To facilitate the sale of additional shares, the Company has increased the stock
purchase limitations as follows: in the subscription offering, the maximum
amount that an individual may purchase is $1.5 million and in all categories of
the offering combined, the total amount that an individual may purchase, acting
together with others, is $5.0 million. Subscribers who have submitted an order
in the subscription offering for $500,000 of common stock are being given the
opportunity to increase their orders.
In addition, as contemplated by the Plan of Reorganization, the Company has
authorized Ryan, Beck to promptly commence a Syndicated Community Offering,
whereby shares of the common stock that have not been sold in the subscription
and community offerings under the increased purchase limitations will be offered
to the public at $10 per share through a selling group of broker-dealers.
The Syndicated Community Offering will be conducted pursuant to the Prospectus
dated May 14, 1999 and the Prospectus Supplement dated June 28, 1999.
Subscription and Community Offering orders will be maintained, with interest on
subscription funds continuing to accrue during the Syndicated Community
Offering.
The completion of the offering remains subject to confirmation by RP Financial,
L.C., the Company's independent appraiser, of the Company's existing appraisal,
approval of the Plan of Reorganization by the depositors of the Bank at a
special meeting scheduled for July 6, 1999 and receipt of final regulatory
approvals.
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The Company does not expect that the Syndicated Community Offering will
materially delay the commencement of trading of the common stock. Subject to
final regulatory and depositor approvals and selling at least the minimum number
of shares, the Company still anticipates that the common stock will begin
trading in July on the Nasdaq National Market System, under the symbol "HCBK."
Hudson City Savings Bank is headquartered in Paramus, New Jersey. It is the
largest savings bank based in New Jersey and the largest mutual thrift in the
United States. The Bank operates 75 full-service branches throughout thirteen
New Jersey counties. At March 31, 1999, the Bank had total assets, deposits and
equity of $7.9 billion, $6.9 billion and $920.9 million, respectively.
THIS PRESS RELEASE IS NEITHER AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO
BUY COMMON STOCK. THE OFFER IS MADE ONLY BY THE PROSPECTUS AND THE PROSPECTUS
SUPPLEMENT. THE SHARES OF COMMON STOCK ARE NOT SAVINGS ACCOUNTS OR SAVINGS
DEPOSITS, AND ARE NOT GUARANTEED OR INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION OR ANY OTHER GOVERNMENT AGENCY. THE SHARES ARE NOT GUARANTEED BY
HUDSON CITY SAVINGS BANK, HUDSON CITY BANCORP, INC. OR HUDSON CITY, MHC AND ARE
SUBJECT TO INVESTMENT RISK.
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June 28, 1999
Dear Subscriber:
Hudson City Savings Bank and Hudson City Bancorp, Inc. have increased
the maximum purchase limitations in our Subscription Offering as described in
the enclosed Prospectus Supplement to the Prospectus dated May 14, 1999 which
you have already received. Based on your order size and pursuant to the
provisions of our Plan of Reorganization, you may elect to increase your
subscription order subject to these new limitations.
The Prospectus Supplement describes the increase in the maximum
purchase limitations, the procedures for increasing your order and other steps
being taken to complete the offering, and should be read together with the
Prospectus. You have until July 2, 1999 to exercise your right to increase your
order.
If you have any questions, call our Stock Information Center, between
9:00 a.m. and 4:00 p.m. Eastern Time, Monday through Friday. The telephone
number is (800) 541-3187.
Sincerely,
Leonard S. Gudelski
Chairman & Chief Executive Officer
THIS LETTER IS NEITHER AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER
TO BUY COMMON STOCK. THE OFFER IS MADE ONLY BY THE PROSPECTUS AND THE PROSPECTUS
SUPPLEMENT.
THE SHARES OF COMMON STOCK ARE NOT SAVINGS ACCOUNTS OR SAVINGS
DEPOSITS, ARE NOT GUARANTEED OR INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION OR ANY OTHER GOVERNMENT AGENCY, ARE NOT GUARANTEED BY HUDSON CITY
SAVINGS BANK, HUDSON CITY BANCORP, INC. OR HUDSON CITY, MHC AND ARE SUBJECT TO
INVESTMENT RISK.
