Oritani Financial Corp. To Commence Second Step Conversion & Offering And Also Announces Quarterly Dividend
TOWNSHIP OF WASHINGTON, N.J., May 12, 2010 (GLOBE NEWSWIRE) -- Oritani Financial Corp. - a Federal corporation ("Oritani-Federal") (Nasdaq:ORIT), announced today that Oritani Financial Corp. - a Delaware corporation ("Oritani-Delaware"), the proposed holding company for Oritani Bank, and Oritani Financial Corp., MHC have received conditional regulatory approval to commence the second step conversion and offering. Oritani-Federal also announced today that the registration statement relating to the sale of common stock of Oritani-Delaware has been declared effective by the Securities and Exchange Commission.
Oritani-Delaware is offering for sale the 74.2% ownership interest currently owned by Oritani Financial Corp., MHC in Oritani-Federal which is equivalent to between $331.5 million and $448.5 million, or between 33,150,000 and 44,850,000 shares of common stock at $10.00 per share. Oritani-Delaware may increase the number of shares that it sells in the offering, without notice to persons who have subscribed for shares, by up to 15%, to $515.8 million or 51,577,500 shares, as a result of market demand, regulatory considerations or changes in financial markets. The number of shares to be sold in the offering and issued to public stockholders in the exchange is based on an independent appraisal of the estimated pro forma market value of Oritani-Delaware at February 19, 2010.
At the conclusion of the conversion and offering, the existing shares of common stock held by the public stockholders of Oritani-Federal will be exchanged for between 1.2022 and 1.6264 shares of Oritani-Delaware, subject to a 15% increase to 1.8704 shares, based on the independent appraisal. The offering and exchange ratio ranges could change as a result of regulatory review or due to updates to the independent appraisal, reflecting, among other things, changes in market conditions before or during the offering. After the completion of the conversion and offering, Oritani-Delaware will be 100% owned by public stockholders, and Oritani-Federal and Oritani Financial Corp., MHC will each cease to exist.
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