New Jersey-based Magyar Bancorp files for conversion-related offering

New Brunswick, N.J.-based Magyar Bancorp Inc. (MHC) filed a registration statement for an offering related to the conversion of Magyar Bancorp MHC from the mutual holding company to the stock holding company form of organization.

Magyar Bancorp is offering up to 3,910,000 common shares at $10.00 per share. The shares being offered represent the ownership interest in Magyar Bancorp currently owned by Magyar Bancorp MHC.

Magyar Bancorp has to sell a minimum of 2,890,000 shares to complete the offering.

The common shares are first being offered in a subscription offering to eligible depositors of Magyar Bank (MHC) and to tax-qualified employee benefit plans of the bank. Any common shares not purchased in the subscription offering may be offered for sale to the general public in a community offering, with a preference given first to residents of the communities served by Magyar Bank and then to existing Magyar Bancorp stockholders.

Any common shares not purchased in the subscription or community offerings may be offered for sale to the public through a syndicate of broker/dealers. The syndicated community offering may commence before the subscription and community offerings, including any extensions, have expired.

Upon consummation of the offering, Magyar Bancorp's common stock will continue to be listed and trade on the Nasdaq Global Market under the symbol MGYR.

Keefe Bruyette & Woods Inc. will assist in selling the shares on a best-efforts basis in the subscription offering and will serve as sole manager for any syndicated community offering. Keefe Bruyette & Woods is not required to purchase any common shares that are sold in the subscription offering or, if held, the community offering.

Magyar Bancorp intends to contribute at least 50% of the net proceeds from the offering to Magyar Bank. A portion of the net proceeds will be used to fund a loan to the employee stock ownership plan to finance the plan's purchase of common shares in the offering, and the remainder of the net proceeds will be retained at Magyar Bancorp.

In addition to the common shares being sold in the offering, Magyar Bancorp common shares currently owned by public stockholders will be converted into new shares of Magyar Bancorp common stock based on an exchange ratio that will result in existing public stockholders owning approximately the same percentage of Magyar Bancorp common shares as they owned of the common stock of Magyar Bancorp immediately before the completion of the conversion. The number of shares that Magyar Bancorp expects to issue in the exchange ranges from 2,356,399 shares to 3,188,070 shares.