Thacher Proffitt Represents Hudson City Bancorp In 7th Largest Domestic Public Offering In History
$3.93 Billion in New Equity -- Largest Thrift Conversion and Largest Public Offering By a Banking Institution
New York, NY (PRWEB) June 8, 2005 -- In what is the largest public stock
offering in the history of the banking industry, Thacher Proffitt announced
today that it represented Hudson City Bancorp, Inc. (NASDAQ: HCBK) in its $3.93
billion offering of common stock in connection with its second-step
mutual-to-stock conversion. This conversion resulted in the elimination of
Hudson City’s mutual holding company structure, with Hudson City becoming a
fully publicly held entity.
A total of 392,980,580 shares were sold by
Hudson City at a purchase price of $10.00 per share in both a subscription
offering to depositors and a syndicated offering to the public. Hudson City also
issued additional shares of its common stock to existing public stockholders in
a stock split at a 3.206 split ratio. More information about the transaction can
be found at Hudson City’s website at http://www.hcsbonline.com.
The conversion and offering
was one of the largest domestic public offerings in U.S. history. In comparison
to Hudson City’s $3.93 billion deal value, last year’s high-profile Google
offering totaled $2.7 billion.
Thacher Proffitt represented Hudson City
in connection with its initial public offering in 1999, which raised $543.5
million, when the Company implemented its mutual holding company structure. At
the time, this was the largest transaction of its kind. Since then, Thacher
Proffitt has further assisted Hudson City on a variety of corporate, banking,
tax and employee benefit matters, including the Company’s corporate governance
project.
Omer S.J. (“Jack”) Williams and Robert C. Azarow, together with
a team of attorneys from the banking, compensation and benefits and tax practice
groups of the firm, acted as counsel to Hudson City on the transaction. Mr.
Williams stated: “We are delighted to be able to assist Hudson City in carrying
out its strategic business plans. Our firm’s combination of capital markets
experience and regulatory and corporate expertise allowed us to assist the
company in all aspects of this complicated transaction.”
Mr. Azarow
stated: “This transaction was one of first impression in many ways other than
sheer size. Despite facing a number of complicated regulatory, tax, securities
law and other issues, we are pleased that it was completed ahead of the
Company’s assigned time schedule.”
Lehman Brothers Inc. served as global
coordinator and sole bookrunning manager of the syndicated offering and Ryan
Beck served as sole manager of the subscription offering and joint head manager
of the syndicated offering.
Thacher Proffitt advises businesses of all
types in a wide range of corporate matters and capital markets transactions,
including serving as legal counsel to thrift conversions with total transactions
valued in excess of $16.2 billion.
The Company maintains its corporate
offices in Paramus, New Jersey. Its bank subsidiary, Hudson City Savings Bank,
is the largest savings bank based in New Jersey. Hudson City Savings currently
operates 86 full-service branches throughout New Jersey and in Suffolk County,
New York.
ABOUT THACHER PROFFITT & WOOD LLP
A law firm that
focuses on the capital markets and financial services industries, Thacher
Proffitt & Wood LLP advises domestic and global clients in a wide range of
areas, including corporate and financial institutions law, securities,
structured finance, swaps and derivatives, cross-border transactions, real
estate, commercial lending, insurance, admiralty and ship finance, litigation
and dispute resolution, technology and intellectual property, executive
compensation and employee benefits, taxation, trusts and estates, bankruptcy,
reorganizations and restructurings. The Firm has more than 225 lawyers located
in New York City, NY, Washington, DC, White Plains, NY, Summit, NJ and Mexico
City, Mexico.
Thacher Proffitt is on the web at www.tpw.com.
CONTACT:
Jaime
Bruck
(212) 912-7959
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Source : http://www.prweb.com/releases/2005/6/prweb249317.htm