DIME COMMUNITY BANCSHARES, INC. (NASDAQ:DCOM) Files An 8-K Entry into a Material Definitive Agreement

DIME COMMUNITY BANCSHARES, INC. (NASDAQ:DCOM) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement

On June 3, 2020, Dime Community Bancshares, Inc. (the “Registrant”) and its wholly-owned subsidiary, Dime Community Bank (the “Bank”), entered into an underwriting agreement (the “Underwriting Agreement”) with Raymond James & Associates, Inc., as representative of the underwriters named therein (the “Underwriters”), with respect to the sale of 2,000,000 shares of the Registrant’s 5.50% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share (the “Preferred Stock”), with a liquidation preference of $25.00 per share. The Registrant granted the Underwriters a 30-day option to purchase 300,000 additional shares of Preferred Stock. The offering of the Preferred Stock is being made to the Registrant’s Registration Statement on Form S-3 (File No. 333-220175), filed with the Securities and Exchange Commission on August 25, 2017.
The Underwriting Agreement includes customary representations, warranties and covenants by the Registrant and the Bank, and customary conditions to closing and termination provisions. The Registrant also agreed to indemnify the underwriters against certain liabilities under the Securities Act of 1933, as amended. The foregoing description of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and is incorporated herein by reference.
Item 8.01 Other Events
On June 3, 2020, the Registrant issued a press release announcing the pricing of the underwritten public offering of shares of Registrant’s Preferred Stock. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
EX-1.1 2 nt10012470x4_ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Dime Community Bancshares,…
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Dime Community Bancshares, Inc. operates as a holding company for The Dime Savings Bank of Williamsburgh (the Bank), a chartered savings bank. The Company is a unitary savings and loan holding company. The Company operates through Community Banking segment. The Bank’s principal business is gathering retail deposits, and lending them primarily in multifamily residential, commercial real estate and mixed use loans, as well as investing in mortgage-backed securities (MBS), obligations of the United States Government and Government Sponsored Entities (GSEs), and corporate debt and equity securities. The Bank’s primary sources of funds are, in general, deposits; loan amortization, prepayments and maturities; MBS amortization, prepayments and maturities; investment securities maturities and sales, and advances from the Federal Home Loan Bank of New York (FHLBNY).

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