Attached files
| file | filename |
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| EX-99.2 - EX-99.2 - ASTORIA FINANCIAL CORP | a17-7735_1ex99d2.htm |
| EX-99.1 - EX-99.1 - ASTORIA FINANCIAL CORP | a17-7735_1ex99d1.htm |
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) March 6, 2017
ASTORIA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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001-11967 |
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11-3170868 |
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(State of |
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(Commission File Number) |
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(IRS Employer |
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Incorporation) |
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Identification No.) |
ONE ASTORIA BANK PLAZA, LAKE SUCCESS, NEW YORK 11042-1085
(Address of principal executive offices and zip code)
(516) 327-3000
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230-425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On March 7, 2017, Astoria Financial Corporation (“Astoria”) and Sterling Bancorp (“Sterling”) issued a joint press release announcing the execution of an Agreement and Plan of Merger, dated as of March 6, 2017, by and between Sterling and Astoria, pursuant to which Sterling and Astoria will merge, subject to the terms and conditions set forth therein. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In addition, Sterling and Astoria intend to make available to investors the slides attached hereto as Exhibit 99.2, which are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit |
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Description |
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99.1 |
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Joint Press Release, dated March 7, 2017 |
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99.2 |
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Investor Presentation, dated March 7, 2017 |
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.
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Date: March 7, 2017 |
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ASTORIA FINANCIAL CORPORATION | |
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By: |
/s/ Alan P. Eggleston |
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Name: |
Alan P. Eggleston |
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Title: |
Senior Executive Vice President and Chief Risk Officer |