-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UwATKQlEEk6oHqpE5VINHhwxyuw9pSFuCOb/jWCqmIo01EaXOI2VY+bVKKVVcMGH uAalHHUfLvFPt38a3DQJhw== 0000950123-02-003997.txt : 20020419 0000950123-02-003997.hdr.sgml : 20020419 ACCESSION NUMBER: 0000950123-02-003997 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020418 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020419 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASTORIA FINANCIAL CORP CENTRAL INDEX KEY: 0000910322 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113170868 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22228 FILM NUMBER: 02616087 BUSINESS ADDRESS: STREET 1: ONE ASTORIA FEDERAL PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 BUSINESS PHONE: 5163273000 MAIL ADDRESS: STREET 1: ONE ASTORIA FEDERAL PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 8-K 1 y59888e8-k.txt ASTORIA FINANCIAL CORPORATION 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): April 18, 2002 ASTORIA FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-22228 11-3170868 - ------------------------------- --------------------- -------------------- (State or other jurisdiction of (Commission File No.) (IRS Employer incorporation or organization) Identification No.) ONE ASTORIA FEDERAL PLAZA, LAKE SUCCESS, NEW YORK 11042-1085 ------------------------------------------------------------ (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (516) 327-3000 -------------- NOT APPLICABLE -------------- (Former name or former address, if changed since last report) ITEMS 1 THROUGH 6 AND 8. NOT APPLICABLE ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following Exhibits are furnished as part of this report: 99.1 Press Release dated April 18, 2002 announcing plans for Astoria Financial Corporation to list its common stock on the New York Stock Exchange under the new ticker symbol "AF". ITEM 9. REGULATION FD DISCLOSURE. On April 18, 2002, Astoria Financial Corporation announced plans to list its common stock on the New York Stock Exchange effective May 17, 2002 under the new ticker symbol "AF". The information provided pursuant hereto shall not be deemed incorporated by reference by any general statement incorporating by reference this Form 8-K into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, and shall not otherwise be deemed filed under such Acts. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ASTORIA FINANCIAL CORPORATION /s/ Peter J. Cunningham ---------------------------------- Peter J. Cunningham First Vice President and Director of Investor Relations Dated: April 19, 2002 EXHIBIT INDEX Exhibit Number Descriptions - --------------- ------------ 99.1 Press Release dated April 18, 2002 announcing plans to list common stock of Astoria Financial Corporation on the New York Stock Exchange. 3 EX-99.1 3 y59888ex99-1.txt PRESS RELEASE Exhibit 99.1 CONTACT: PETER J. CUNNINGHAM FIRST VICE PRESIDENT, INVESTOR RELATIONS 516-327-7877 IR@ASTORIAFEDERAL.COM FOR IMMEDIATE RELEASE - --------------------- ASTORIA FINANCIAL CORPORATION PLANS TO LIST ITS COMMON SHARES ON THE NEW YORK STOCK EXCHANGE LAKE SUCCESS, NEW YORK, APRIL 18, 2002 - Astoria Financial Corporation (Nasdaq: ASFC), announced today that it has commenced the process of listing its common stock on the New York Stock Exchange ("NYSE") under the new ticker symbol "AF". Trading is expected to begin on the NYSE on Friday, May 17, 2002. Until that time, Astoria's common stock will continue trading on the Nasdaq National Market under the symbol "ASFC." George L. Engelke, Jr., Astoria's Chairman, President and Chief Executive Officer, stated, "During our first eight years as a public company Astoria Financial Corporation has grown assets from $3.4 billion to $22.1 billion and currently has a market capitalization of $2.8 billion. Ranked in the nation's top ten publicly traded thrift institutions, Astoria Financial has rewarded shareholders since our initial public offering in November 1993 with a return in excess of 400%, reflecting a compounded annual growth rate of 22%. We are proud of our track record to date and are confident that our move to the NYSE will contribute to enhancing our visibility within the investment community which, in turn, will benefit the shareholders of Astoria Financial." "We're thrilled to welcome Astoria Financial Corporation to our family of listed companies," said New York Stock Exchange Chairman and Chief Executive Officer Dick Grasso. "As the holding company for Astoria Federal Savings and Loan Association, Astoria Financial is one of the largest thrift institutions in the U.S. We look forward to an outstanding partnership with the Company and to providing its shareholders with unparalleled visibility and liquidity." Astoria Financial Corporation, the holding company for Astoria Federal Savings and Loan Association, with assets of $22.1 billion is the largest thrift institution in New York and fifth largest in the United States. Through 86 convenient banking office locations and multiple delivery channels, including its enhanced website, www.astoriafederal.com, Astoria Federal provides retail banking, mortgage, consumer and small business loan services to 700,000 customers. Astoria commands the third largest deposit market share in the attractive Long Island market, which includes Brooklyn, Queens, Nassau and Suffolk counties, with a population exceeding that of 38 individual states. Astoria originates mortgage loans through its banking and loan production offices in New York, an extensive broker network in fourteen states, primarily the East Coast, and through correspondent relationships in forty-five states. This document contains a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended. These statements may be identified by the use of such words as "anticipate," "believe," "could," "estimate," "expect," "intend," "outlook," "plan," "potential," "predict," "project," "should," "will," "would" and similar terms and phrases, including references to assumptions. Forward-looking statements are based on various assumptions and analyses made by us in light of our management's experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate under the circumstances. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors (many of which are beyond our control) that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. These factors include, without limitation, the following: the timing and occurrence or non-occurrence of events may be subject to circumstances beyond our control; there may be increases in competitive pressure among financial institutions or from non-financial institutions; changes in the interest rate environment may reduce interest margins; changes in deposit flows, loan demand or real estate values may adversely affect our business; changes in accounting principles, policies or guidelines may cause our financial condition to be perceived differently; general economic conditions, either nationally or locally in some or all areas in which we do business, or conditions in the securities markets or the banking industry may be less favorable than we currently anticipate; legislation or regulatory changes may adversely affect our business; technological changes may be more difficult or expensive than we anticipate; success or consummation of new business initiatives may be more difficult or expensive than we anticipate; or litigation or other matters before regulatory agencies, whether currently existing or commencing in the future, may delay occurrence or non-occurrence of events longer than we anticipate. We are assuming no obligation to update any forward-looking statements to reflect events or circumstances after the date of this document. # # # -----END PRIVACY-ENHANCED MESSAGE-----