Oritani Bank's Depositors And Oritani Financial Corp.'s Stockholders Approve The Plan Of Conversion
TOWNSHIP OF WASHINGTON, N.J., June 22, 2010 (GLOBE NEWSWIRE) -- Oritani Financial Corp. -- a federal corporation ("Oritani Federal") (Nasdaq:ORIT), announced today that its stockholders and the depositors of Oritani Bank (the "Bank") each approved the plan of conversion pursuant to which Oritani Financial Corp., MHC will convert to a stock holding company form of organization and Oritani Financial Corp. -- a Delaware corporation (the "Company"), the proposed stock holding company for the Bank, will sell shares of its common stock.
Oritani Federal also announced that the Company expects to sell 41,363,214 shares of common stock at $10.00 per share, for gross offering proceeds of $413.6 million in the offering. Orders for a total of 13,936,932 shares of common stock have been accepted in the syndicated community offering, for which Stifel, Nicolaus & Company, Incorporated acted as sole book-running manager and Sandler O'Neill & Partners, L.P. and Sterne, Agee & Leach, Inc. acted as co-managers. The Company received orders for 27,426,282 shares of common stock in the subscription and community offerings, for which Stifel, Nicolaus & Company, Incorporated acted as selling agent. All orders properly executed in the subscription and community offerings will be filled in whole. The Company's employee stock ownership plan will purchase its shares of common stock in the open market following consummation of the stock offering.
Concurrent with the completion of the offering, shares of Oritani Federal's common stock owned by the public will be exchanged for shares of the Company's common stock so that Oritani Federal's existing stockholders will own approximately the same percentage of the Company's common stock as they owned of Oritani Federal's common stock immediately prior to the conversion. As a result, stockholders of Oritani Financial Federal will receive 1.500 shares of the Company's common stock for each share of Oritani Federal common stock they own immediately prior to completion of the transaction. Cash in lieu of fractional shares will be paid at a rate of $10.00 per share. As a result of the offering and the exchange of shares, the Company will have approximately 55,721,129 shares outstanding after giving effect to the transaction.
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