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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
December 7, 1998
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(Date of earliest event reported)
Independence Community Bank Corp.
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(Exact name of registrant as specified in its charter)
Delaware 0-23229 13-3387931
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
195 Montague Street, Brooklyn, New York 11201
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(Address of principal executive offices) (Zip Code)
(718) 722-5300
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year, if changed since last
report)
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Item 5. Other Events
On December 7, 1998, Independence Community Bank Corp. (the "Company")
announced that its Board of Directors had approved a stock repurchase program.
The program permits the Company to acquire up to 3,802,187 shares of its common
stock, subject to market conditions. The repurchases shall be made from time to
time in the open market. A copy of the press release announcing the stock
repurchase program is attached hereto as Exhibit 99 and is incorporated herein
by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable
(c) Exhibits:
99 Press Release dated December 7, 1998
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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.
INDEPENDENCE COMMUNITY BANK CORP.
Date: December 16, 1998 By: /s/Charles J. Hamm
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Charles J. Hamm
Chairman, President and Chief Executive Officer
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Independence
Community Bank Corp.
Press Release
195 Montague Street
Brooklyn, New York 11201
FOR IMMEDIATE RELEASE
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INDEPENDENCE COMMUNITY BANK CORP. ANNOUNCES
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STOCK REPURCHASE PROGRAM
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Brooklyn, New York-December 7th, 1998-Independence Community Bank Corp.
(Nasdaq - ICBC) announced today that its Board of Directors authorized the
repurchase of up to 3,802,187 shares, or approximately 5 percent, of the
Company's outstanding common stock.
Repurchases are authorized to be made by the Company from time to time in open-
market transactions as, in the opinion of management, market conditions
warrant. The repurchase program will begin on December 9th, 1998 and may
continue through March 13th, 1999, the first anniversary of the Company's
conversion to stock form, unless extended. The repurchased shares will be
held as treasury stock and will be available for issuance pursuant to the
Company's benefit plans, including the recently adopted stock option plan, and
for general corporate purposes.
Charles J. Hamm, Chairman, President and Chief Executive Officer of the Company,
stated: "The repurchase program reflects management's long-term commitment to
develop competitive investment returns for stockholders. The use of our cash
must continue to be balanced with other internal and external investment
opportunities while maximizing the use of existing assets and resources to
generate stockholder value. The Company is fortunate to have the financial
flexibility that allows it to demonstrate its commitment to and confidence in
its future prospects."
Independence Community Bank Corp. with assets of $5.16 billion and stockholders'
equity of $940.1 million at September 30, 1998, is the unitary savings and loan
holding company for Independence Community Bank. The Bank, which was originally
chartered in 1850, currently operates 33 full service branch offices located in
the greater metropolitan New York area including 27 branches located in the
boroughs of Brooklyn and Queens.
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