Delaware
|
001-13007
|
13-3904174
|
||
(State or Other Jurisdiction
of Incorporation)
|
(Commission File No.)
|
(I.R.S. Employer
Identification No.)
|
75 West 125th Street, New York, NY
|
10027-4512
|
||
(Address of Principal Executive Offices)
|
(Zip Code)
|
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities registered pursuant to Section 12(b) of the Act:
|
||
Title of each class
|
Trading symbol(s)
|
Name of each exchange on which registered
|
Common stock, par value $0.01 per share
|
CARV
|
The NASDAQ Stock Market LLC
|
Exhibit No.
|
|
Description
|
|
Letter to Shareholders, dated January 31, 2024
|
|
Press Release, dated January 31, 2024
|
||
104
|
Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
|
CARVER BANCORP, INC.
|
||
DATE: January 31, 2024
|
By:
|
/s/ Isaac Torres
|
Isaac Torres
|
||
Senior Vice President, General Counsel and Corporate Secretary
|
|
I would like to address recent public statements and solicitations issued by Dream Chasers Capital Group (“Dream Chasers”) regarding Carver
Bancorp, Inc. (“Carver” or the "Company").
On January 24, 2024, Carver’s CEO and Board Chairman met with Dream Chasers at its Harlem, NY offices in response to requests by Dream
Chasers to discuss its interest in acquiring 35% of the Company’s common equity. The meeting was thereafter reported to the Carver Board of Directors (the “Board”), which thoroughly reviewed the proposed terms with Carver’s management
team, external financial advisors, and legal advisors.
|
1. |
The significant reputational risk resulting from the adverse regulatory history of Dream Chasers’ leadership;
|
2. |
The anticipated inability of Dream Chasers to obtain regulatory approval for the purchase of a material interest in Carver;
|
3. |
The anticipated inability of Dream Chasers to qualify as a bank holding company;
|
4. |
The lack of direct experience of Dream Chasers’ leadership with a federally regulated and insured depository institution;
|
5. |
The unsubstantiated financial resources of Dream Chasers; and
|
6. |
The unrealistically low offer price based on Carver’s intrinsic value.
|