WSFS Financial Corporation (Nasdaq: WSFS) (“WSFS”) and Beneficial
Bancorp, Inc. (Nasdaq: BNCL) (“Beneficial”) announced that, in
connection with their proposed combination, Beneficial’s banking
subsidiary, Beneficial Bank, will sell five New Jersey banking
offices with approximately $190 million of deposits to The Bank of
Princeton (Nasdaq: BPRN) (“Bank of Princeton”), a New Jersey-based
financial institution.
WSFS previously announced a retail banking
office optimization plan that includes the consolidation of 14
Beneficial Bank and 11 WSFS Bank banking offices, and the sale of
five additional Beneficial Bank offices that are located on the
outer edges of the combined WSFS and Beneficial footprint.
The decision to sell the five retail offices was made after teams
from WSFS and Beneficial conducted an extensive analysis of the
combined franchise. WSFS also committed to reinvest 50%
(approximately $32 million) of the estimated cost savings from the
consolidations into a five-year transformational investment in
technology and delivery systems.
Under the agreement, Bank of Princeton agreed to
purchase the following Beneficial Bank retail offices in New
Jersey:
- Bordentown branch located at 335 Farnsworth Avenue in
Bordentown, NJ 08505
- Browns Mills branch located at 101 Pemberton Browns Mills Road
in Browns Mills, NJ 08015
- Chesterfield branch located at 305 Bordentown-Chesterfield Road
in Chesterfield, NJ 08515
- Deptford branch located at 1893 Hurffville Road in Sewell, NJ
08080
- Sicklerville branch located at 483 Berlin-Cross Keys Road in
Sicklerville, NJ 08081
The transaction is subject to the closing of the
WSFS and Beneficial combination (currently anticipated in the first
quarter of 2019), the receipt of customary regulatory approvals by
Bank of Princeton, and satisfaction of certain closing
conditions. The closing of the transaction and integration of
the five retail offices into Bank of Princeton is expected to occur
in the second quarter of 2019. Upon closing and conversion,
all five locations will be rebranded as Bank of Princeton
locations.
Boenning & Scattergood, Inc. acted as
financial advisor to WSFS Bank, as successor in interest to
Beneficial Bank following its planned merger with and into WSFS
Bank. Covington & Burling LLP acted as legal counsel to
WSFS Bank. Bank of Princeton’s legal counsel was Stevens
& Lee, P.C.
About WSFS Financial Corporation WSFS
Financial Corporation is a multi-billion dollar financial services
company. Its primary subsidiary, WSFS Bank, is the oldest and
largest locally-managed bank and trust company headquartered in
Delaware and the Delaware Valley. As of December 31, 2018, WSFS
Financial Corporation had $7.2 billion in assets on its balance
sheet and $19.0 billion in assets under management and
administration. WSFS operates from 76 offices located in Delaware
(45), Pennsylvania (29), Virginia (1) and Nevada (1) and provides
comprehensive financial services including commercial banking,
retail banking, cash management and trust and wealth management.
Other subsidiaries or divisions include Christiana Trust, WSFS
Wealth Investments, Cypress Capital Management, LLC, West Capital
Management, Powdermill Financial Solutions, Cash Connect®, WSFS
Mortgage and Arrow Land Transfer. Serving the Delaware Valley since
1832, WSFS Bank is one of the ten oldest banks in the United States
continuously operating under the same name. For more information,
please visit wsfsbank.com.
About Beneficial Bancorp,
Inc.Beneficial is a community-based, diversified financial
services company providing consumer and commercial banking
services. Its principal subsidiary, Beneficial Bank, has served
individuals and businesses in the Delaware Valley area since 1853.
As of December 31, 2018, Beneficial Bancorp has $5.81 billion in
assets on its balance sheet. Beneficial Bank is the oldest and
largest bank headquartered in Philadelphia, Pennsylvania, with 61
banking offices in the greater Philadelphia and South New Jersey
regions. Equipment leasing services are offered through Beneficial
Equipment Leasing Corporation, which is a wholly owned subsidiary
of the Bank, and Neumann Finance Company, which is a majority owned
subsidiary of the Bank. For more information about Beneficial and
Beneficial Bank, please visit www.thebeneficial.com.
Forward-Looking StatementsThis press release
contains estimates, predictions, opinions, projections and other
“forward-looking statements” as that phrase is defined in the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements include, without limitation, statements relating to the
impact WSFS expects its proposed acquisition of Beneficial to have
on the combined entity’s operations, financial condition, and
financial results, and WSFS’s expectations about its ability to
successfully integrate the combined businesses and the amount of
cost savings and overall operational efficiencies WSFS expects to
realize as a result of the proposed acquisition. The
forward-looking statements also include predications or
expectations of future business or financial performance as well as
goals and objectives for future operations, financial and business
trends, business prospects, and management’s outlook or
expectations for earnings, revenues, expenses, capital levels,
liquidity levels, asset quality or other future financial or
business performance, strategies or expectations. The words
“believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,”
“project” and similar expressions, among others, generally identify
forward-looking statements. Such forward-looking statements are
based on various assumptions (many of which are beyond the control
of WSFS and Beneficial) and are subject to risks and uncertainties
(which change over time) and other factors which could cause actual
results to differ materially from those currently anticipated. Such
risks and uncertainties include, but are not limited to, the
possibility that the proposed acquisition does not close when
expected or at all because required regulatory, stockholder or
other approvals and other conditions to closing are not received or
satisfied on a timely basis or at all, the failure to close for any
other reason, changes in WSFS’s share price before closing, that
the businesses of WSFS and Beneficial will not be integrated
successfully, that the cost savings and any synergies from the
proposed acquisition may not be fully realized or may take longer
to realize than expected, disruption from the proposed acquisition
making it more difficult to maintain relationships with employees,
customers or other parties with whom WSFS or Beneficial have
business relationships, diversion of management time on
merger-related issues, risks relating to the potential dilutive
effect of shares of WSFS common stock to be issued in the
transaction, the reaction to the transaction of the companies’
customers, employees and counterparties and other factors, many of
which are beyond the control of WSFS and Beneficial. We refer
you to the “Risk Factors” section of the joint proxy
statement/prospectus and to the “Risk Factors” and “Management’s
Discussion and Analysis of Financial Condition and Results of
Operations” sections of WSFS’s Annual Report on Form 10-K for the
year ended December 31, 2017, the Annual Report on Form 10-K filed
by Beneficial for the year ended December 31, 2017 and any updates
to those risk factors set forth in WSFS’s and Beneficial’s
Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and
other filings, which have been filed by WSFS and Beneficial with
the Securities and Exchange Commission (the “SEC”) and are
available on the SEC’s website at www.sec.gov. All
forward-looking statements, expressed or implied, included in this
Current Report on Form 8-K are expressly qualified in their
entirety by the cautionary statements contained or referred to
herein. The actual results or developments anticipated may not be
realized or, even if substantially realized, they may not have the
expected consequences to or effects on WSFS, Beneficial or their
respective businesses or operations. We caution readers not to
place undue reliance on any such forward-looking statements, which
speak only as of the date on which they are made. Neither WSFS nor
Beneficial undertakes any obligation, and specifically declines any
obligation, to revise or update any forward-looking statements,
whether as a result of new information, future developments or
otherwise.
Investor Relations Contact: Dominic C. Canuso
(302) 571-6833dcanuso@wsfsbank.com
Media Contact: Jimmy A. Hernandez (302)
571-5254 jhernandez@wsfsbank.com
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