Dream Chasers Invites Bidders for a Carver Bancorp Transaction

Rhea-AI Summary

Dream Chasers Capital Group (DCCG), Carver Bancorp's (NASDAQ:CARV) largest shareholder with a 9.7% stake, is seeking potential buyers or partners to acquire a controlling interest in the bank. This call for sale comes as Carver faces regulatory challenges, with a recent June 2025 OCC order addressing unsafe practices related to strategic planning and earnings performance.

The bank's current situation shows concerning metrics: $30M in losses, $40M in capital destruction since 2020, and an 80% stock price decline. DCCG highlights Carver's assets including $700M in assets, $600M in deposits, CDFI certification, and partnerships with JP Morgan and Morgan Stanley. The fund proposes a new business model focusing on digital strategy, crypto services, and structural changes including board reconfiguration and performance-based compensation.

Positive

• Carver has significant assets ($700M) and stable deposit base ($600M)
• Partnerships with major institutions like JP Morgan and Morgan Stanley
• CDFI certification provides access to corporate and government opportunities
• Strong 75-year brand history in New York City market
• 70% of retail shareholders supported DCCG at last annual meeting

Negative

• $30M in losses and $40M capital destruction since 2020
• 80% stock price decline for shareholders
• Two OCC orders (2016 and 2025) citing unsafe banking practices
• Board and management paid $8M+ since 2015 despite poor performance
• Regulatory concerns about strategic planning and earnings performance

Insights

Banking Industry Expert

Dream Chasers, Carver Bancorp's largest shareholder, seeks acquisition bids following regulatory failures and poor performance under current leadership.

Dream Chasers' call for a sale or merger of Carver Bancorp represents a significant development for this struggling CDFI bank. The 9.7% stakeholder is essentially launching a public campaign to replace management after what they characterize as a decade of financial underperformance and regulatory failures. The most concerning element is Carver's second OCC regulatory order in June 2025, indicating persistent "unsafe or unsound practices" related to strategic planning and earnings—issues that were supposedly addressed after a similar 2016 regulatory action.

The financial deterioration is severe: $30 million in losses and $40 million in destroyed capital since 2020, with the stock down 80%. Meanwhile, board and management allegedly paid themselves $8 million since 2015 despite this performance. The OCC has mandated submission of a new strategic plan by September 30, 2025.

Dream Chasers' strategy appears twofold: attract potential acquirers by highlighting Carver's assets ($700 million in assets, $600 million in deposits) and CDFI status while simultaneously preparing shareholders for a potential proxy fight if an acquisition doesn't materialize. Their proposed alternative plan centers on digital banking transformation, cryptocurrency services, and significant governance reforms—including board reconstitution, term limits, and performance-based compensation.

This situation reflects broader challenges facing minority depository institutions, which have declined from 48 in 2001 to just 23 today. Dream Chasers' approach represents a controversial but increasingly common solution: partnering minority banks with deeper-pocketed financial or technology companies to ensure survival in an increasingly competitive landscape.

Dream Chasers - Carver's largest shareholder with a 9.7% stake- calls for sale of Carver

Regulators and investors cannot trust the same failed board to execute on new strategic plan due to the Office of the Comptroller of the Currency by September 30, 2025

Urges retail shareholders to support any DCCG-backed alternative strategic plan that may emerge

NEW YORK, NY / ACCESS Newswire / September 23, 2025 / Dream Chasers Capital Group ("DCCG" or "the fund"), the largest shareholder in Carver Bancorp (NASDAQ:CARV) ("Carver" or "the bank") with a 9.7% stake and who received support from approximately 70% of Carver's retail shareholders at last year's annual meeting, today expressed interest in working with other entities-family offices, hedge funds, private equity, Fintech, crypto-currency companies, or very high net worth individuals -to acquire a controlling interest, pursue a merger or complete a full takeover of Carver Bancorp. Dream Chasers believes Carver can be a profitable bank and produce significant returns for shareholders but new capital and a team with experience running a bank must be put in charge.

A Carver deal offers many significant benefits for a potential suitor, namely:

• A bank holding company and a banking platform perfectly suited to offer services like crypto backed lending and crypto products, wealth management and digital payments to add to its existing community banking focus.

• A balance sheet with over $700m in assets, $600m in deposits and blue-chip partners like JP Morgan and Morgan Stanley.

• A CDFI certification that, if leveraged correctly, could open doors to unlimited corporate and government opportunities.

• A New York City home based with access to a large wealthy diverse customer base and a 75-year brand history to leverage.

How we got here: Broken board and management promises to the OCC and investors.

Unfortunately for Carver shareholders, the board has presided over a long history of regulatory and performance failures, resulting in a:

• May 2016 Order-The Office of the Comptroller of the Currency ("OCC") identified several unsafe and unsound practices - namely, insufficient strategic planning and poor oversight. Board and Management assured the OCC that they would fix the issues.

• June 2025 Order - The OCC once again has required Carver to enter into a formal agreement to address "unsafe or unsound practices" related to its strategic planning and earnings performance. The prior issues were not fixed.

Ten years of bad planning, poor oversight and flawed execution have left the bank with $30m in losses, $40m new capital destruction since 2020, and stock price down 80% for many loyal shareholders.

The two OCC actions and dismal financial performance are proof: the board and management of Carver lack the skills and experience to run a successful bank.

Even more vexing for shareholders, the board and management continue to pay themselves millions ($8m and counting since 2015) while shareholders have seen the value of their investment plummet.

The good news

DCCG strongly believes that with the right capital and management talent and a reconfigured Board of Directors in place, the banks' balance sheet, oversight and earnings issues can be fixed.

The bad news

The same old team is tasked with executing a new OCC plan. But what good is any new strategic plan that the Board will give to the OCC if the same players have failed to execute every single plan for the last 10 years? The old Board cannot be trusted to execute any new OCC plan.

The Solution

A potential alternative DCCG-backed plan backed by new human and financial capital. Banking is a game of trust. Carver's repeated OCC run-ins have created a stigma of no confidence with New York depositors. To regain trust, the bank has to bring in new talent and project a new culture of change and winning to attract new depositors and investors.

Business solutions must include:

• A digital first strategy as to reach a wider national audience and an equalizer against big banks-since up to 36 % of banking revenues today are from digital channels.^[2]

• Well capitalized financial partner who will also attract human talent.

• A social media marketing strategy, laser focused on attracting young depositors.

• A revenue plan focused on ramping up non-interest income by cross marketing services such as-brokerage and other wealth products, lending against crypto and other wealth and digital payments-to the banks tens of thousands of preexisting deposit customers.

Structural Changes needed

A new OCC strategic plan for Carver should have these structural changes:

• Reconfigured Board with term limits - so no one Board member can serve for 28 years as one current member has

• Performance-based compensation - tie all future executive pay to stock price and market cap performance milestones

• Diverse Board and management - an all African-American board make-up should change. In the new Dei-Cdfi era, it's smart for the board and management to better reflect the new gentrified NYC neighborhoods the bank serves and hope to attract new customers.

• 2024 Equity Incentive Plan - the plan should prioritize awarding new executive hires and long-time employees -the latter who over the last 10 years have benefited little from an underperforming stock vs. overall compensation received by those at the top.

• Staggered Board - get rid of the staggered board format which is being used to entrench directors.

The black bank model is broken-CDFIs like Carver must evolve to survive

Many people love and care for Carver's mission but there must be honesty: the black bank model is broken.

The number of black banks has gone from 48 in 2001 to just 23 today. Many arguments can be made for the decline. Whatever the reason, the decline shows a new model is needed.

https://www.forbes.com/sites/jabariyoung/2025/02/27/inside-the-largest-black-owned-bank-in-america-liberty-bank-new-orleans-alden-mcdonald/

DCCG is proposing a new model. Namely, one where:

• Black and CDFI banks like Carver partner with deep-pocketed traditional or non-traditional companies like crypto, wealth management or fintech - who will bring in deep financial capital, human expertise and potentially large customer bases.

Carver's best days are ahead

DCCG will continue to push for a plan that can transform Carver and create shareholder value, including potentially working with the right Carver suitor. There simply has to be new outside ideas and talent at Carver.

Greg Lewis, Chief Executive Officer of Deam Chasers Capital Group, said, "Winning is everything. When you win people want to come around you, they cheer for you, they want to be a part of your success. There has not been much winning going on at Carver for a long time. We are going to try and change that with this offer to back a new plan that will bring new talent, serious capital, new ideas, services and new energy which we believe collectively will lead to a new atmosphere of winning in the eyes of new depositors and shareholders."

Dream Chasers appreciates the OCC for its focus and attention in helping Carver get on sound footing. But everything has a limit. This Board cannot be allowed to recklessly continue putting depositors and investors at risk. Shareholders should be vigilant to make sure this Board does not make any dilutive or anti-takeover moves - taking actions that would not be in the best interest of shareholders to keep their cushy pay - in the face of any DCCG-backed deal.

We appreciate, in advance, the support of all shareholders as we move to make Carver great again.

For more inquiry
info@dreamchaserscapitalgroup.com

About Dream Chasers Capital Group LLC
www.dreamchaserscapitalgroup.com

Important Information and Disclaimer

Dream Chasers is, directly or indirectly, a beneficial owner of shares in Carver Bancorp Inc. We are not currently engaged in any solicitation of proxies from stockholders of Carver.

Except as otherwise set forth herein, the views expressed reflect Dream Chaser's opinions and are based on publicly available information with respect to Carver. We recognize that there may be confidential information in the possession of Carver that could lead it or others to disagree with our conclusions. Dream Chasers reserves the right to change any of its opinions expressed herein at any time as it deems appropriate and disclaims any obligation to notify the market or any other party of any such change, except as required by law. We disclaim any obligation to update the information or opinions contained herein.

The information herein is being provided merely as information and is not intended to be, nor should it be construed as, an offer to sell or a solicitation of an offer to buy any security.

Some of the information herein may contain forward-looking statements. All statements contained herein that are not clearly historical in nature or that depend on future events are forward-looking. The words "anticipate," "believe," "expect," "potential," "could," "opportunity," "estimate," "plan," and similar expressions are generally intended to identify forward-looking statements. There can be no assurance that any forward-looking statements will prove to be accurate and therefore actual results could differ materially from those set forth in, contemplated by, or underlying these forward-looking statements. In light of the significant uncertainties inherent in forward-looking statements, the inclusion of such information should not be regarded as a representation as to future results or that the objectives and strategic initiatives expressed or implied by such forward-looking statements will be achieved.

^[2] https://www.mckinsey.com/industries/financial-services/our-insights/the-digital-imperative-for-credit-unions

SOURCE: Dream Chasers Capital Group LLC

View the original press release on ACCESS Newswire

FAQ

Why is Dream Chasers calling for the sale of Carver Bancorp (CARV)?

Dream Chasers cites repeated regulatory failures, $30M in losses, $40M capital destruction since 2020, and an 80% stock price decline under current management. They believe new capital and experienced management are needed to make the bank profitable.

What are the main assets of Carver Bancorp (CARV) that make it attractive for acquisition?

Carver has $700M in assets, $600M in deposits, CDFI certification, partnerships with JP Morgan and Morgan Stanley, and a 75-year brand history in New York City.

What regulatory issues does Carver Bancorp (CARV) face in 2025?

Carver received an OCC order in June 2025 addressing unsafe practices related to strategic planning and earnings performance, following a similar order from May 2016.

What changes does Dream Chasers propose for Carver Bancorp (CARV)?

DCCG proposes a digital-first strategy, new financial partners, board reconfiguration with term limits, performance-based compensation, and expansion into services like crypto lending and wealth management.

How much ownership does Dream Chasers have in Carver Bancorp (CARV)?

Dream Chasers is Carver's largest shareholder with a 9.7% stake and received support from approximately 70% of retail shareholders at the last annual meeting.