Richmond County Financial Corp Sample Contracts

Richmond County Financial Corp – PRESS RELEASE (July 25th, 2001)

1 [RICHMOND COUNTY FINANCIAL CORP. LETTERHEAD] PRESS RELEASE FOR IMMEDIATE RELEASE ================================================================================ CONTACTS: ANTHONY E. BURKE THOMAS R. CANGEMI President and COO Executive Vice President and CFO Tel: (718) 448-2800 Tel: (718) 815-7048; Fax: (718) 815-7371 RICHMOND COUNTY FINANCIAL CORP. REPORTS RECORD FOURTH QUARTER EARNINGS ---------------------------------------------------------------------- 24.3 % INCREASE IN FOURTH QUARTER FISCAL 2001 BASIC EPS OF $0.46 AND CASH ------------------------------------------------------------------------- EPS OF $0.55 MERGER OF EQUALS SET TO CLOSE ON JULY 31, 2001 ----------------------------------------------------------- Staten Island, N.Y. - July 24, 2001, Richmond County Financial Corp. (NASDAQ/NMS:RCBK), the holding company for Richmond

Richmond County Financial Corp – RICHMOND COUNTY FINANCIAL CORP. STOCK OPTION AGREEMENT (March 28th, 2001)

STOCK OPTION AGREEMENT, dated as of March 27, 2001, between New York Community Bancorp, Inc. (“NYCB”), a Delaware corporation (“Grantee”), and Richmond County Financial Corp., a Delaware corporation (“Issuer”).

Richmond County Financial Corp – NEW YORK COMMUNITY BANCORP, INC. STOCK OPTION AGREEMENT (March 28th, 2001)

STOCK OPTION AGREEMENT, dated as of March 27, 2001, between Richmond County Financial Corp. (“RCF”), a Delaware corporation (“Grantee”), and New York Community Bancorp, Inc., a Delaware corporation (“Issuer”).

Richmond County Financial Corp – PRESS RELEASE (March 9th, 2001)

PRESS RELEASE FOR IMMEDIATE RELEASE =============================================================================== CONTACTS: ANTHONY E. BURKE THOMAS R. CANGEMI President and COO Executive Vice President and CFO Tel: (718) 448-2800 Tel:(718)815-7048;Fax:(718)815-7371 =============================================================================== RICHMOND TO ACQUIRE FIVE NEW JERSEY COMMERCIAL BANKING BRANCHES FROM SUMMIT AND TWO FLEET COMMERICAL BANKING BRANCHES ON STATEN ISLAND "CONTINUES OUR ENTRY INTO THE SOUTHERN NEW JERSEY MARKET AND EXPANDS OUR SIGNIFICANT STATEN ISLAND PRESENCE" Staten Island, N.Y. - February 27, 2001, Richmond County Financial Corp. (NASDAQ/NMS:RCBK) ("Richmond"), the holding company for Richmond County Savings Bank, today announced that it has reached a definitive agreement with Summit Bancorp (

Richmond County Financial Corp – PRESS RELEASE (August 1st, 2000)

1 EXHIBIT 99.1 2 [RICHMOND COUNTY FINANCIAL CORP. LETTERHEAD APPEARS HERE] PRESS RELEASE FOR IMMEDIATE RELEASE CONTACTS: ANTHONY E. BURKE THOMAS R. CANGEMI President and COO Executive Vice President and CFO Tel: (718) 448-2800 Tel: (718) 815-7048; Fax: (718) 815-7371 RICHMOND COUNTY FINANCIAL CORP. COMPLETES ACQUISITION OF SOUTH JERSEY FINANCIAL CORPORATION, INC. Staten Island, N.Y. - July 31, 2000, Richmond County Financial Corp. (NASDAQ/NMS:RCBK) ("Richmond"), the holding company for Richmond County Savings Bank, announces that as of the close of business today, the acquisition of South Jersey Financial Corporation, Inc. (NASDAQ/NMS:SJFC) ("South Jersey"), based in Turnersville, New Jersey, the holding company of South Jersey Saving

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (November 12th, 1999)

EXHIBIT 10.6 RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT (as Amended and Restated) This AGREEMENT ("Agreement") originally entered into as of September 21, 1999, is amended and restated in its entirety effective October 1, 1999, by and among Richmond County Savings Bank (the "Institution"), a state chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Anthony E. Burke ("Executive"). WHEREAS, the Institution wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to se

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (November 12th, 1999)

EXHIBIT 10.8 RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT (AS AMENDED AND RESTATED) This AGREEMENT ("Agreement") originally entered into as of September 21, 1999, is amended and restated in its entirety effective October 1, 1999, by and among Richmond County Savings Bank (the "Institution"), a state chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Thomas R. Cangemi ("Executive"). WHEREAS, the Institution wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (November 12th, 1999)

EXHIBIT 10.7 RICHMOND COUNTY FINANCIAL CORP. EMPLOYMENT AGREEMENT (As Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety, effective as of September 21, 1999, by and between Richmond County Financial Corp. (the "Holding Company"), a corporation organized under the laws of Delaware, with its principal offices at 1214 Castleton Avenue, Staten Island, New York 10310, and Thomas R. Cangemi ("Executive"). Any reference to "Institution" herein shall mean Richmond County Savings Bank or any successor thereto. WHEREAS, the Holding Company wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Holding Company on a

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (November 12th, 1999)

EXHIBIT 10.4 RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT (as Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety effective as of October 1, 1999, by and among Richmond County Savings Bank (the "Institution"), a state chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Michael F. Manzulli ("Executive"). WHEREAS, the Institution wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (November 12th, 1999)

EXHIBIT 10.3 RICHMOND COUNTY FINANCIAL CORP. EMPLOYMENT AGREEMENT (As Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety, effective as of September 21, 1999, by and between Richmond County Financial Corp. (the "Holding Company"), a corporation organized under the laws of Delaware, with its principal offices at 1214 Castleton Avenue, Staten Island, New York 10310, and Michael F. Manzulli ("Executive"). Any reference to "Institution" herein shall mean Richmond County Savings Bank or any successor thereto. WHEREAS, the Holding Company wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Holding Company on

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (November 12th, 1999)

EXHIBIT 10.5 RICHMOND COUNTY FINANCIAL CORP. EMPLOYMENT AGREEMENT (As Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety, effective as of September 21, 1999, by and between Richmond County Financial Corp. (the "Holding Company"), a corporation organized under the laws of Delaware, with its principal offices at 1214 Castleton Avenue, Staten Island, New York 10310, and Anthony E. Burke ("Executive"). Any reference to "Institution" herein shall mean Richmond County Savings Bank or any successor thereto. WHEREAS, the Holding Company wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Holding Company on a fu

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (September 28th, 1999)

EXHIBIT 10.5 RICHMOND COUNTY FINANCIAL CORP. EMPLOYMENT AGREEMENT (As Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety, effective as of September 21, 1999, by and between Richmond County Financial Corp. (the "Holding Company"), a corporation organized under the laws of Delaware, with its principal offices at 1214 Castleton Avenue, Staten Island, New York 10310, and Anthony E. Burke ("Executive"). Any reference to "Institution" herein shall mean Richmond County Savings Bank or any successor thereto. WHEREAS, the Holding Company wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Holding Company on a f

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (September 28th, 1999)

EXHIBIT 10.3 RICHMOND COUNTY FINANCIAL CORP. EMPLOYMENT AGREEMENT (As Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety, effective as of September 21, 1999, by and between Richmond County Financial Corp. (the "Holding Company"), a corporation organized under the laws of Delaware, with its principal offices at 1214 Castleton Avenue, Staten Island, New York 10310, and Michael F. Manzulli ("Executive"). Any reference to "Institution" herein shall mean Richmond County Savings Bank or any successor thereto. WHEREAS, the Holding Company wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Holding Company on

Richmond County Financial Corp – SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (September 28th, 1999)

EXHIBIT 10.14 RICHMOND COUNTY FINANCIAL CORP. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (As Amended and Restated Effective January 1, 1998) Richmond County Financial Corp. Supplemental Executive Retirement Plan Table of Contents Article I - Introduction.................................................1 Article II - Definitions.................................................1 Article III - Eligibility and Participation..............................5 Article IV - Benefits....................................................5 Article V - Accounts.....................................................9 Article VI - Supplemental Benefit Payments..............................11 Article VII - Claims Procedures..

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (September 28th, 1999)

EXHIBIT 10.8 RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of September 21, 1999, by and among Richmond County Savings Bank (the "Institution"), a state chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Thomas R. Cangemi ("Executive"). WHEREAS, the Institution wishes to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to serve in the employ of the Institution on a full-time basis for said period. NOW, THEREFORE, in consideration of the mutual covenants herein contained,

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (September 28th, 1999)

EXHIBIT 10.6 RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of September 21, 1999, by and among Richmond County Savings Bank (the "Institution"), a state chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Anthony E. Burke ("Executive"). WHEREAS, the Institution wishes to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to serve in the employ of the Institution on a full-time basis for said period. NOW, THEREFORE, in consideration of the mutual covenants herein contained, and

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (September 28th, 1999)

EXHIBIT 10.7 RICHMOND COUNTY FINANCIAL CORP. EMPLOYMENT AGREEMENT (As Amended and Restated) This AGREEMENT ("Agreement"), originally entered into on February 17, 1998, is amended and restated in its entirety, effective as of September 21, 1999, by and between Richmond County Financial Corp. (the "Holding Company"), a corporation organized under the laws of Delaware, with its principal offices at 1214 Castleton Avenue, Staten Island, New York 10310, and Thomas R. Cangemi ("Executive"). Any reference to "Institution" herein shall mean Richmond County Savings Bank or any successor thereto. WHEREAS, the Holding Company wishes to continue to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Holding Company on a f

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (May 17th, 1999)

RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of March 5, 1999, by and among Richmond County Savings Bank (the "Institution"), a New York State chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Thomas R. Lupo ("Executive"). WHEREAS, the Institution wishes to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to serve in the employ of the Institution on a full-time basis for said period. NOW, THEREFORE, in consideration of the mutual covenants herein contained, and upon the other terms and conditions hereinafter provided, the parties hereby a

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (May 17th, 1999)

RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of March 22, 1999, by and among Richmond County Savings Bank (the "Institution"), a New York State chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Michael A. Nilan ("Executive"). WHEREAS, the Institution wishes to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to serve in the employ of the Institution on a full-time basis for said period. NOW, THEREFORE, in consideration of the mutual covenants herein contained, and upon the other terms and conditions hereinafter provided, the parties hereb

Richmond County Financial Corp – EMPLOYMENT AGREEMENT (May 17th, 1999)

RICHMOND COUNTY SAVINGS BANK EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of March 5, 1999, by and among Richmond County Savings Bank (the "Institution"), a New York State chartered savings institution, with its principal administrative office at 1214 Castleton Avenue, Staten Island, New York, 10310, Richmond County Financial Corp., a corporation organized under the laws of the State of Delaware, the holding company for the Institution (the "Holding Company"), and Michael J. Gagliardi ("Executive"). WHEREAS, the Institution wishes to assure itself of the services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to serve in the employ of the Institution on a full-time basis for said period. NOW, THEREFORE, in consideration of the mutual covenants herein contained, and upon the other terms and conditions hereinafter provided, the parties he

Richmond County Financial Corp – PRESS RELEASE (April 15th, 1999)

1 EXHIBIT 99.1 PRESS RELEASE 2 RICHMOND COUNTY FINANCIAL CORP. 1214 CASTLETON AVENUE, STATEN ISLAND, NEW YORK 10310-1702 (718) 448-2800 EXECUTIVE OFFICE (718) 815-7048 FINANCE DEPARTMENT PRESS RELEASE FOR IMMEDIATE RELEASE CONTACTS: ANTHONY E. BURKE Thomas R. Cangemi President and COO Senior Vice President and CFO Tel: (718) 448-2800 Tel: (718) 815-7048; Fax: (718) 815-7371 RICHMOND ANNOUNCES INTERNET BANKING SITE - "WWW.RCBK.COM" Staten Island, N.Y. - April 14, 1999, Richmond County Financial Corp. (NASDAQ/NMS:RCBK), the holding company for Richmond County Savings Bank, a $2.6 billion savings bank with 24 branches throughout Staten Island and Brooklyn (New York) and Bayonne, Newark, Elizabeth and Union (New Jersey) announced today that the Bank will begin offering Internet Banking services via

Richmond County Financial Corp – 1998 STOCK-BASED INCENTIVE PLAN (March 26th, 1999)

1 EXHIBIT 10.4 BAYONNE BANCSHARES, INC. 1998 STOCK-BASED INCENTIVE PLAN 2 BAYONNE BANCSHARES, INC. 1998 STOCK-BASED INCENTIVE PLAN 1. DEFINITIONS. (a) "Affiliate" means any "subsidiary corporation" of the Holding Company, as such term is defined in Section 424(f) of the Code. (b) "Award" means, individually or collectively, a grant under the Plan of Non-Statutory Stock Options, Incentive Stock Options, Limited Rights and Stock Awards. (c) "Award Agreement" means an agreement evidencing and setting forth the terms of an Award. (d) "Bank" means First Savings Bank of New Jersey, SLA. (e) "Board of Directors" means the board of directors of the Holding Company. (f) "Change in Control" means a change in control of the Holding Company or the Bank of a nature that (i) would be required to be reported in response to Item 1 of the current report on Form 8-K

Richmond County Financial Corp – STOCK OPTION ASSUMPTION AGREEMENT (March 26th, 1999)

1 EXHIBIT 10.1 FORM RICHMOND COUNTY FINANCIAL CORP. STOCK OPTION ASSUMPTION AGREEMENT FOR BAYONNE BANCSHARES, INC. 1995 STOCK OPTION PLAN 2 SAMPLE RICHMOND COUNTY FINANCIAL CORP. STOCK OPTION ASSUMPTION AGREEMENT OPTIONEE:___________________ STOCK OPTION ASSUMPTION AGREEMENT issued as of the 22nd day of March, 1999 by Richmond County Financial Corp., a Delaware corporation ("Richmond"). WHEREAS, the undersigned individual ("Optionee") holds one or more outstanding options to purchase shares of the common stock of Bayonne Bancshares, Inc., a Delaware corporation ("Bayonne"), which were granted to Optionee under the Amended and Restated Bayonne Bancshares, Inc. 1995 Stock Option Plan (the "Bayonne Option Plan") and are evidenced by one or more Award Agreements (the "Award Agreement(s)") between Bayonne and Optionee, which are incorporated by reference her

Richmond County Financial Corp – 1995 STOCK OPTION PLAN, AS AMENDED AND RESTATED (March 26th, 1999)

1 EXHIBIT 10.3 BAYONNE BANCSHARES, INC. 1995 STOCK OPTION PLAN, AS AMENDED AND RESTATED 2 AMENDED AND RESTATED BAYONNE BANCSHARES, INC. 1995 STOCK OPTION PLAN 1. PURPOSE The purpose of the Amended and Restated Bayonne Bancshares, Inc. 1995 Stock Option Plan (the "Plan") is to advance the interests of Bayonne Bancshares, Inc. (the "Company") and its shareholders by providing Employees and Outside Directors of the Company and its Affiliates, including First Savings Bank of New Jersey, S.L.A. (the "Bank"), upon whose judgment, initiative and efforts the successful conduct of the business of the Company and its Affiliates largely depends, with an additional incentive to perform in a superior manner as well as to attract people of experience and ability. 2. DEFINITIONS "AFFILIATE" "parent corporation" or "subsidiary corporation" of the Bank or the Comp

Richmond County Financial Corp – STOCK OPTION ASSUMPTION AGREEMENT (March 26th, 1999)

1 EXHIBIT 10.2 FORM OF RICHMOND COUNTY FINANCIAL CORP. STOCK OPTION ASSUMPTION AGREEMENT FOR BAYONNE BANCSHARES, INC. 1998 STOCK-BASED INCENTIVE PLAN 2 SAMPLE RICHMOND COUNTY FINANCIAL CORP. STOCK OPTION ASSUMPTION AGREEMENT OPTIONEE:_______________________ STOCK OPTION ASSUMPTION AGREEMENT issued as of the 22nd day of March, 1999, by Richmond County Financial Corp., a Delaware corporation ("Richmond"). WHEREAS, the undersigned individual ("Optionee") holds one or more outstanding options to purchase shares of the common stock of Bayonne Bancshares, Inc., a Delaware corporation ("Bayonne"), which were granted to Optionee under the Bayonne 1998 Stock-Based Incentive Plan (the "Bayonne Incentive Plan") and are evidenced by one or more Award Agreements or similar documentation (the "Award Agreement(s)") between Bayonne and Optionee, which are inc

Richmond County Financial Corp – AGREEMENT AND PLAN OF MERGER (October 16th, 1998)

Exhibit 2.1 ================================================================================ AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AMENDED AND RESTATED AS OF OCTOBER 14, 1998 BY AND BETWEEN RICHMOND COUNTY FINANCIAL CORP. AND BAYONNE BANCSHARES, INC. ================================================================================ TABLE OF CONTENTS PAGE NO. Introductory Statement

Richmond County Financial Corp – PRESS RELEASE (October 16th, 1998)

Exhibit 99.1 ================================================================================ PRESS RELEASE Issued October 4, 1998 ================================================================================ [LETTERHEAD OF RICHMOND COUNTY FINANCIAL CORP. APPEARS HERE] RICHMOND COUNTY FINANCIAL CORP. AND BAYONNE BANCSHARES, INC. AMEND MERGER AGREEMENT. "ACQUISITION ACCOUNTED FOR AS A PURCHASE TRANSACTION" Staten Island, New York, October 14, 1998 Richmond County Financial Corp. (NASDAQ/NMS: RCBK) ("Richmond") based in Staten Island, New York, the holding company for Richmond County Savings Bank, and Bayonne Bancshares, Inc., NJ (NASDAQ/NMS: FSNJ) ("Bayonne"), based in Bayonne, New Jersey, the holding company of First Savings Bank of New Jersey,

Richmond County Financial Corp – STOCK OPTION AGREEMENT (July 30th, 1998)

EXHIBIT 10.1 STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of July 19, 1998 (the "Agreement"), by and between Bayonne Bancshares, Inc., a Delaware corporation ("Issuer"), and Richmond County Financial Corp., a Delaware corporation ("Grantee"). WHEREAS, Grantee and Issuer have entered into an Agreement and Plan of Merger dated as of July 19, 1998 (the "Plan"), providing for, among other things, the merger of Issuer with and into Grantee, with Grantee as the surviving corporation; and WHEREAS, as a condition and inducement to Grantee's execution of the Plan, Grantee has required that Issuer agree, and Issuer has agreed, to grant Grantee the Option (as defined below); NOW, THEREFORE, in consideration of the foregoing and the respective representations, warranties, covenants and agreements set forth herein and in the Plan, and intending to be legally bound

Richmond County Financial Corp – AGREEMENT AND PLAN OF MERGER (July 27th, 1998)

Exhibit 2.2 ================================================================================ AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 19, 1998 BY AND BETWEEN RICHMOND COUNTY FINANCIAL CORP. AND BAYONNE BANCSHARES, INC. ================================================================================ TABLE OF CONTENTS PAGE NO. Introductory Statement 4 ARTICLE I THE MERGER ...............................................

Richmond County Financial Corp – PRESS RELEASE (July 27th, 1998)

EXHIBIT 99.2 PRESS RELEASE FOR IMMEDIATE RELEASE -------------------------------------------------------------------- -------------------------------------------------------------------- CONTACTS: ANTHONY E. BURKE MICHAEL NILAN Richmond County Financial Corp. Bayonne Bancshares, Inc. President and COO President and CEO THOMAS R. CANGEMI EUGENE V. MALINOWSKI Richmond County Financial Corp. Bayonne Bancshares, Inc. Senior Vice President and CFO Vice President and CFO Tel: (718) 448-2800; (718) 815-7048 Tel: (201) 437-1000 RICHMOND COUNTY FINANCIAL CORP. ENTERS INTO AGREEMENT TO MERGE WITH BAYONNE BANCSHARES, INC. "CONTINUES ITS ENTRY INTO THE NEW JERSEY MARKET" Staten Island, New York, July 20, 1998 Richmond County

Richmond County Financial Corp – AGREEMENT AND PLAN OF MERGER (July 27th, 1998)

Exhibit 2.1 -------------------------------------------------------------------------------- AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 17, 1998 BY AND BETWEEN RICHMOND COUNTY FINANCIAL CORP. AND IRONBOUND BANKCORP, NJ -------------------------------------------------------------------------------- TABLE OF CONTENTS PAGE NO. Introductory Statement............................................................. 4 ARTICLE I THE MERGER................................................................. 5 ----------

Richmond County Financial Corp – STOCK OPTION AGREEMENT (July 27th, 1998)

EXHIBIT 10.1 STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of July 17, 1998, between IRONBOUND BANKCORP, NJ, a New Jersey corporation ("Issuer"), and RICHMOND COUNTY FINANCIAL CORP., a Delaware corporation ("Grantee"). W I T N E S S E T H: WHEREAS, Grantee and Issuer have entered into an Agreement and Plan of Merger of even date herewith (the "Merger Agreement"), which agreement has been executed by the parties hereto immediately prior to this Agreement; and WHEREAS, as a condition to Grantee's entering into the Merger Agreement and in consideration therefor, Issuer has agreed to grant Grantee the Option (as hereinafter defined): NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements set forth herein and in the Merger Agreement, the parties hereto agree as follows: 1. (a) Issuer hereby

Richmond County Financial Corp – STOCK OPTION AGREEMENT (July 27th, 1998)

EXHIBIT 10.2 STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of July 19, 1998 (the "Agreement"), by and between Bayonne Bancshares, Inc., a Delaware corporation ("Issuer"), and Richmond County Financial Corp., a Delaware corporation ("Grantee"). WHEREAS, Grantee and Issuer have entered into an Agreement and Plan of Merger dated as of July 19, 1998 (the "Plan"), providing for, among other things, the merger of Issuer with and into Grantee, with Grantee as the surviving corporation; and WHEREAS, as a condition and inducement to Grantee's execution of the Plan, Grantee has required that Issuer agree, and Issuer has agreed, to grant Grantee the Option (as defined below); NOW, THEREFORE, in consideration of the foregoing and the respective representations, warranties, covenants and agreements set forth herein and in the Plan, and intending to be legally bound

Richmond County Financial Corp – PRESS RELEASE (July 27th, 1998)

EXHIBIT 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE CONTACTS: ANTHONY E. BURKE MICHAEL J. GAGLIARDI Richmond County Financial Corp. Ironbound Bankcorp President and COO President and CEO THOMAS R. CANGEMI THOMAS R. LUPO Richmond County Financial Corp. Ironbound Bankcorp Senior Vice President and CFO Executive Vice President Tel: (718) 448-2800; (718) 815-7048 Tel: (973) 589-3800 RICHMOND COUNTY FINANCIAL CORP. ENTERS INTO AGREEMENT TO MERGE WITH IRONBOUND BANKCORP "INITIATING ITS ENTRY INTO THE NEW JERSEY MARKET" Staten Island, New York, July 17, 1998 Richmond County Financial Corp. (NASDAQ/NMS: RCBK) ("Richmond") based in Staten Island, New York, and Ironbound Bankcorp, NJ (NASDAQ/NMS: IBDB) ("Ironbound"), based in Newark, New Jersey, the holding

Richmond County Financial Corp – AGENCY AGREEMENT (November 25th, 1997)

Exhibit 1.2 21,275,000 Shares (subject to increase up to 24,466,250 shares in the event of an oversubscription) Richmond County Financial Corp. (a Delaware corporation) Common Stock (par value $0.01 per share) AGENCY AGREEMENT November __, 1997 Sandler O'Neill & Partners, L.P. Two World Trade Center, 104th Floor New York, New York 10048 Ladies and Gentlemen: Richmond County Financial Corp., a Delaware corporation (the "Company"), and Richmond County Savings Bank, a New York State chartered savings bank (the "Bank"), hereby confirm their agreement with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill" or the "Agent") with