BRIDGEPORT, Conn., Nov. 27, 2018 /PRNewswire/ -- People's
United Financial, Inc. (NASDAQ: PBCT), the holding company for
People's United Bank, N.A., announced today an agreement to acquire
BSB Bancorp, Inc. (NASDAQ: BLMT), the holding company for Belmont
Savings Bank ("Belmont"), a
state-chartered savings bank headquartered in Belmont, Massachusetts, in a 100% stock
transaction valued at approximately $327
million. Completion of the transaction is subject to
customary closing conditions, including receipt of regulatory
approvals and the approval of BSB Bancorp, Inc.
stockholders.
"We are pleased to welcome Belmont Savings Bank to People's
United," said Jack Barnes, Chairman
& CEO, People's United Financial. "Together, we share a similar
culture, a customer-centric approach to banking and guiding
principles centered on relationships, personalized service and
community giving. The acquisition will deepen and expand our
presence in the Greater Boston
area, particularly in the suburbs west of the city, which are
attractive banking markets. As such, our Boston MSA deposit market
share rank will increase from #13 to #8 on a pro-forma basis."
Established in 1885, Belmont is
a community-focused bank providing a range of retail and commercial
products and services. With $3
billion in assets, Belmont
is a 2018 Fortune 100 "Fastest Growing Company," and has six
branches in the Greater Boston
area, including three inside Star Markets. The bank has
delivered significant organic loan growth since its mutual
conversion in 2011 and produced excellent asset quality metrics.
Since that time, Belmont has grown
its diversified loan portfolio at a compound annual rate of 27% by
focusing on commercial relationships, while maintaining its
residential lending heritage.
"People's United Bank and Belmont share a rich history in the Northeast,
and many synergies that will create significant value for both
customers and stockholders," said Bob
Mahoney, President & CEO, BSB Bancorp, Inc. "Our
customers will benefit from People's United's broader array of
products and services, enhanced digital capabilities and expansive
branch network. In addition, People's United's success with
in-store locations will allow for the seamless integration of our
Star Market branches."
People's United expects the transaction to be approximately
$0.03 accretive to earnings per
common share based on fully phased-in cost savings, with a tangible
book value earn-back of 3.1 years and an IRR of over 20%. Under the
terms of the agreement, which has been approved by both companies'
boards of directors, BSB Bancorp, Inc. stockholders will receive
2.0 shares of People's United Financial stock for each BSB Bancorp,
Inc. share. The transaction is valued at $32.42 per BSB Bancorp, Inc. share, based on the
closing price of People's United's common stock on November 26, 2018. The transaction is expected to
close by the second quarter of 2019.
"The acquisition of Belmont
complements our strong organic growth in the Commonwealth of
Massachusetts, particularly in the
Greater Boston area," said
Patrick Sullivan, EVP, Massachusetts
Market President, People's United Bank. "We see significant
opportunity for further growth in the region, with an eye toward
delivering an expanded, tailored service model. The transaction
enhances our already robust team of commercial and retail bankers
and builds upon the momentum we are generating with the opening of
our Seaport branch location early next year, and the recent
addition of three new specialized business lines to our
Boston-based Commercial team."
A conference call to discuss the acquisition is not scheduled.
However, a presentation with additional information on the
acquisition can be accessed by visiting www.peoples.com under the
"Investor Relations" tab, by clicking "News & Events," and then
"Investor Presentations."
Keefe, Bruyette & Woods, Inc. served as financial advisor to
People's United and Simpson Thacher & Bartlett LLP served as
legal counsel to People's United.
J.P. Morgan Securities LLC served as financial advisor to BSB
Bancorp, Inc. and Luse Gorman, PC
served as legal counsel to BSB Bancorp, Inc.
About People's United Bank, N.A.
People's United Bank,
N.A. is a subsidiary of People's United Financial, Inc. (NASDAQ:
PBCT), a diversified financial services company with $47 billion in assets. People's United Bank,
founded in 1842, is a premier, community-based, regional bank in
the Northeast offering commercial and retail banking, as well as
wealth management services through a network of over 400 retail
locations in Connecticut,
New York, Massachusetts, Vermont, New
Hampshire and Maine.
About Belmont Savings Bank
Belmont Savings Bank is a
$3 billion, Massachusetts savings bank dedicated to
quality, convenience, and personalized service. The bank builds on
a proud history of financial strength and a tradition of active
involvement in the community. Belmont Savings Bank provides a full
range of banking services for professional commercial real estate
investors, developers and managers as well as individuals and local
small business owners through two full-service offices in
Belmont, one full-service office
in Watertown, and three
Star Market branches in Waltham, Newton and Cambridge.
Forward-Looking Statements
This communication contains
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 including, but not limited
to, People's United Financial Inc.'s ("People's United") and BSB
Bancorp, Inc.'s ("BSB Bancorp") expectations or predictions of
future financial or business performance or conditions.
Forward-looking statements are typically identified by words such
as "believe," "expect," "anticipate," "intend," "target,"
"estimate," "continue," "positions," "plan," "predict," "project,"
"forecast," "guidance," "goal," "objective," "prospects,"
"possible" or "potential," by future conditional verbs such as
"assume," "will," "would," "should," "could" or "may", or by
variations of such words or by similar expressions. These
forward-looking statements are subject to numerous assumptions,
risks and uncertainties, which change over time, are difficult to
predict and are generally beyond the control of either company.
Forward-looking statements speak only as of the date they are made
and we assume no duty to update forward-looking statements. Actual
results may differ materially from current projections.
In addition to factors previously disclosed in People's United's
and BSB Bancorp's reports filed with the Securities and Exchange
Commission ("SEC") and those identified elsewhere in this
communication, the following factors, among others, could cause
actual results to differ materially from forward-looking statements
or historical performance: the occurrence of any event, change or
other circumstances that could give rise to the right of one or
both of the parties to terminate any definitive merger agreement
between People's United and BSB Bancorp; the outcome of any legal
proceedings that may be instituted against People's United or BSB
Bancorp; the ability to obtain regulatory approvals and meet other
closing conditions to the merger, including the risk that approval
by BSB Bancorp stockholders is not obtained, and the risk that
regulatory approvals required for the merger are not obtained or
are obtained subject to conditions that are not anticipated; delay
in closing the merger; difficulties and delays in integrating the
BSB Bancorp business or fully realizing cost savings and other
benefits; business disruption following the merger; changes in
asset quality and credit risk; the inability to sustain revenue and
earnings growth; changes in interest rates and capital markets;
inflation; customer acceptance of People's United's products and
services; customer borrowing, repayment, investment and deposit
practices; customer disintermediation; the introduction,
withdrawal, success and timing of business initiatives; competitive
conditions; the inability to realize cost savings or revenues or to
implement integration plans and other consequences associated with
mergers, acquisitions and divestitures; economic conditions; the
impact, extent and timing of technological changes and capital
management activities; litigation; increased capital requirements,
other regulatory requirements or enhanced regulatory supervision;
and other actions of the Federal Reserve Board and legislative and
regulatory actions and reforms.
Annualized, pro forma, projected and estimated numbers are used
for illustrative purpose only, are not forecasts and may not
reflect actual results.
Important Additional Information and Where to Find It
This communication is being made in respect of the proposed merger
transaction involving People's United and BSB Bancorp. People's
United will file a registration statement on Form S-4 with the SEC,
which will include a proxy statement of BSB Bancorp and a
prospectus of People's United, and each party will file other
relevant documents regarding the proposed transaction with the SEC.
A definitive proxy statement/prospectus will also be sent to the
BSB Bancorp stockholders seeking any required stockholder approval.
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval. Before making any voting or investment
decision, investors and stockholders of BSB Bancorp are urged to
carefully read the entire registration statement and proxy
statement/prospectus, when they become available, and any other
relevant documents filed with the SEC, as well as any amendments or
supplements to these documents, because they will contain important
information about the proposed transaction. The documents filed
by People's United and BSB Bancorp with the SEC may be obtained
free of charge at the SEC's website at www.sec.gov. In addition,
the documents filed by People's United may be obtained free of
charge from People's United at www.peoples.com under the tab
"Investor Relations" and then under the heading "Financial
Information," and the documents filed by BSB Bancorp may be
obtained free of charge from BSB Bancorp at www.belmontsavings.com
under the heading "Investor Relations" and then under the tab "SEC
Filings." Alternatively, these documents, when available, can be
obtained free of charge from People's United upon written request
to People's United Financial, Inc., 850 Main Street, Bridgeport, Connecticut 06604, Attn: Investor
Relations, by calling (203) 338-4581, or by sending an email to
Andrew.Hersom@peoples.com or from BSB Bancorp upon written request
to BSB Bancorp, 2 Leonard Street, Belmont, Massachusetts 02478 Attn: Investor
Relations, by calling (617) 484-0613 or by sending an email to
John.Citrano@belmontsavings.com.
People's United and BSB Bancorp and certain of their respective
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the stockholders of BSB Bancorp
in favor of the approval of the merger. Information regarding
People's United's directors and executive officers is contained in
People's United's Annual Report on Form 10-K for the year ended
December 31, 2017 and its Proxy
Statement on Schedule 14A, dated March 7,
2018, which are filed with the SEC. Information regarding
BSB Bancorp's directors and executive officers is contained in BSB
Bancorp's Annual Report on Form 10-K for the year ended
December 31, 2017 and its Proxy
Statement on Schedule 14A, dated April 12,
2018, which are filed with the SEC. Additional information
regarding the interests of those participants and other persons who
may be deemed participants in the transaction may be obtained by
reading the registration statement and the proxy
statement/prospectus when they become available. Free copies of
these documents may be obtained as described in the preceding
paragraph.
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SOURCE People's United Financial, Inc.