UNITED STATES
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): January 26, 2004
NEW YORK COMMUNITY BANCORP, INC.
(Exact name of registrant as specified in its charter)
| Delaware |
1-31565 |
06-1377322 | ||
| (State or other jurisdiction of incorporation or organization) |
Commission File Number | (I.R.S. Employer Identification No.) |
615 Merrick Avenue, Westbury, New York 11590
(Address of principal executive offices)
Registrant’s telephone number, including area code: (516) 683-4100
Not applicable
(Former name or former address, if changed since last report)
CURRENT REPORT ON FORM 8-K
| Item 1. |
Changes in Control of Registrant | |
| Not applicable. | ||
| Item 2. |
Acquisition or Disposition of Assets | |
| Not applicable. | ||
| Item 3. |
Bankruptcy or Receivership | |
| Not applicable. | ||
| Item 4. |
Changes in Registrant’s Certifying Accountant | |
| Not applicable. | ||
| Item 5. |
Other Events and Regulation FD Disclosure | |
Attached hereto as Exhibit 23(a) is the consent of KPMG LLP and as Exhibits 99(a) through 99(c) are financial statements and pro forma financial information filed in connection with the Company’s recent merger with Roslyn Bancorp, Inc.
| Item 6. |
Resignations of Registrant’s Directors | |
| Not applicable. | ||
| Item 7. |
Financial Statements and Exhibits | |
| (a) Financial statements of business acquired are required: None | ||
| (b) Pro forma financial information: None | ||
| (c) Exhibits: | ||
| Exhibit 23 | (a) | Consent of KPMG LLP | |
| Exhibit 99 | (a) | The Unaudited Consolidated Statements of Financial Condition at September 30, 2003 and the Unaudited Consolidated Statements of Income for the three and nine months ended September 30, 2003 and 2002 of Roslyn Bancorp, Inc. | |
| Exhibit 99 | (b) | The Audited Consolidated Statements of Financial Condition at December 31, 2002 and 2001 and the Audited Consolidated Statements of Income for the years ended December 31, 2002, 2001 and 2000 of Roslyn Bancorp, Inc. (incorporated by reference herein to Roslyn Bancorp, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2002, as filed with | |
| the Commission (Commission file number 0-28886) on March 25, 2003, portions of which are attached hereto.) | |||
| Exhibit 99 | (c) | The Unaudited Pro Forma Combined Condensed Consolidated Statement of Financial Condition as of September 30, 2003 and the Unaudited Pro Forma Combined Condensed Consolidated Statement of Income for the nine months ended September 30, 2003 for New York Community Bancorp, Inc. and Roslyn Bancorp, Inc., and notes thereto. | |
| Item 8. |
Change in Fiscal Year | |
| Not applicable. | ||
| Item 9. |
Regulation FD Disclosure | |
| Not applicable. | ||
| Item 10. |
Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics | |
| Not applicable. | ||
| Item 11. |
Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans | |
| Not applicable. | ||
| Item 12. |
Results of Operations and Financial Condition | |
| Not applicable. | ||
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 hereunto duly authorized.
| NEW YORK COMMUNITY BANCORP, INC. | ||||||||
| Date: January 26, 2004 | /s/ Joseph R. Ficalora | |||||||
| Joseph R. Ficalora President and Chief Executive Officer | ||||||||
EXHIBIT INDEX
| Exhibit No. | Description | |
| Exhibit 23(a) |
Consent of KPMG LLP | |
| Exhibit 99(a) |
The Unaudited Consolidated Statements of Financial Condition at September 30, 2003 and the Unaudited Consolidated Statements of Income for the three and nine months ended September 30, 2003 and 2002 of Roslyn Bancorp, Inc. | |
| Exhibit 99(b) |
The Audited Consolidated Statements of Financial Condition at December 31, 2002 and 2001 and the Audited Consolidated Statements of Income for the years ended December 31, 2002, 2001 and 2000 of Roslyn Bancorp, Inc. (incorporated by reference herein to Roslyn Bancorp, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2002, as filed with the Commission (Commission file number 0-28886) on March 25, 2003, portions of which are attached hereto.) | |
| Exhibit 99(c) |
The Unaudited Pro Forma Combined Condensed Consolidated Statement of Financial Condition as of September 30, 2003 and the Unaudited Pro Forma Combined Condensed Consolidated Statement of Income for the nine months ended September 30, 2003 for New York Community Bancorp, Inc. and Roslyn Bancorp, Inc., and notes thereto. | |