$650 Million Equity Offering by New York Community Bancorp

October 29, 2015

Cleary Gottlieb represented Goldman Sachs, Credit Suisse Securities, Merrill Lynch and the other underwriters in a registered follow-on offering of 40,625,000 shares of common stock of New York Community Bancorp.

The offering priced on October 29, 2015 at the public offering price of $16.00 per share and closed on November 4, 2015. The common stock is listed on the New York Stock Exchange. Proceeds from the offering to the Company are $630.5 million, after deducting underwriting discounts and commissions.

The offering was part of a proposed capital restructuring plan of the Company in connection with its acquisition of Astoria Financial Corporation. The Company entered into a definitive agreement with Astoria Financial for the proposed acquisition on October 28. Cleary Gottlieb represented Goldman Sachs and Credit Suisse as financial advisors to the Company in the acquisition.

New York Community Bancorp is a multi-bank holding company that ranks among the 25 largest U.S. bank holding companies and, with deposits of $28.3 billion as of September 30, 2015, it also ranks among the 25 largest U.S. depositories. The Company currently has 269 branch offices in five states, and has two primary subsidiaries: New York Community Bank and New York Commercial Bank.