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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported)
June 26, 2001
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Dime Bancorp, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
001-13094 11-3197414
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Commission File Number (IRS Employer Identification No.)
589 Fifth Avenue
New York, New York 10017
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(Address of Principal Executive Offices) (Zip Code)
(212) 326-6170
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On June 25, 2001, Dime Bancorp, Inc. a Delaware corporation (the
"Dime") and Washington Mutual Corporation ("Washington Mutual") announced that
they had entered into an Agreement and Plan of Merger (the "Merger Agreement"),
dated as of June 25, 2001. Pursuant to the Merger Agreement, Dime will merge
into Washington Mutual, with Washington Mutual as the surviving corporation.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS.
(c) Exhibits:
2.1 Agreement and Plan of Merger, dated June 25, 2001,
between Dime Bancorp, Inc. and Washington Mutual,
Inc.
99.1 Warrant Purchase and Voting Agreement, dated June
25, 2001, among Warburg, Pincus Equity Partners,
L.P., Warburg, Pincus Netherlands Equity Partners
I, C.V., Warburg, Pincus Netherlands Equity
Partners II, C.V., Warburg, Pincus Netherlands
Equity Partners III, C.V. and Washington Mutual,
Inc.
99.2 Side Letter Agreement, dated June 25, 2001, among
Dime Bancorp, Inc., Warburg, Pincus Equity
Partners, L.P., Warburg, Pincus Netherlands Equity
Partners I, C.V., Warburg, Pincus Netherlands
Equity Partners II, C.V., and Warburg, Pincus
Netherlands Equity Partners III, C.V.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this registration statement to be signed on its
behalf by the undersigned, thereto duly authorized.
DIME BANCORP, INC.
By: /s/ James E. Kelly
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Name: James E. Kelly
Title: Executive Vice President and
General Counsel
Date: June 26, 2001
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INDEX OF EXHIBITS
Exhibit No. Exhibit
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2.1 Agreement and Plan of Merger, dated June 25,
2001, between Dime Bancorp, Inc. and
Washington Mutual, Inc.
99.1 Warrant Purchase and Voting Agreement, dated
June 25, 2001 among Warburg, Pincus Equity
Partners, L.P., Warburg, Pincus Netherlands
Equity Partners I, C.V., Warburg, Pincus
Netherlands Equity Partners II, C.V.,
Warburg, Pincus Netherlands Equity Partners
III, C.V. and Washington Mutual, Inc.
99.2 Side Letter Agreement, dated June 25, 2001
among Dime Bancorp, Inc., Warburg, Pincus
Equity Partners, L.P., Warburg, Pincus
Netherlands Equity Partners I, C.V., Warburg,
Pincus Netherlands Equity Partners II, C.V.,
and Warburg, Pincus Netherlands Equity
Partners III, C.V.
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