BRIDGEPORT, Conn., July 15 /PRNewswire-FirstCall/ -- People's United
Financial, Inc. (Nasdaq: PBCT), the holding company for People's
United Bank, announced today definitive agreements to acquire two
banks in markets contiguous to its existing footprint. The banks
are Bank of Smithtown, a
subsidiary of Smithtown Bancorp, Inc. based in Hauppauge, New York (Nasdaq: SMTB) and
RiverBank, a subsidiary of LSB Corporation based in North Andover, Massachusetts (Nasdaq:
LSBX).
The Smithtown Bancorp, Inc. acquisition is valued at
approximately $60 million, with
approximately half that amount being paid in cash and the balance
in the form of shares of People's United common stock. At
March 31, 2010, Smithtown Bancorp had
total assets of $2.43 billion, total
deposits of $1.87 billion and 30
branches, 29 of which are on Long
Island and one in New York
City.
The LSB Corporation acquisition is an all-cash transaction
valued at $96 million. At
March 31, 2010, LSB Corporation had
total assets of $807 million, total
deposits of $504 million and seven
branches, five of which are in the greater Boston area, and two in southern New Hampshire.
Both transactions are subject to approval by bank regulatory
authorities and by the shareholders of Smithtown Bancorp and LSB
Corporation, respectively. People's United shareholder
approval is not required for either transaction.
People's United expects the transactions to be accretive to
operating earnings in 2011 and to have an IRR greater than 15%.
Both transactions are expected to close in the fourth quarter
2010.
"We are pleased that Bank of Smithtown and RiverBank are joining forces
with People's United Bank," said Jack
Barnes, interim chief executive officer of People's United.
"Both banks will be valuable additions to the People's United
franchise. Bank of Smithtown will
extend our reach into Long Island
and New York City, augmenting our
leading market presence in Fairfield
County and our growing franchise in Westchester County.
"The RiverBank acquisition expands our presence in the greater
Boston and southern New Hampshire markets," he continued. "Earlier
this year, we entered the greater Boston area with our FDIC-assisted purchase of
Butler Bank, located in Lowell,
Massachusetts. The former Butler Bank and RiverBank
franchises will be supported by two new Boston branches – one
located in the Prudential Center, and the other located in the
Financial District. Both Boston branches are expected to open
by year end.
"We look forward to working with our new colleagues on
Long Island and in New York City, Massachusetts and New Hampshire," said Barnes. "Our new
customers can count on seeing the same familiar faces at their
branches as our objective is to maintain the excellent rapport our
new colleagues have with their customers."
The definitive agreements have been approved by the respective
boards of directors of People's United Financial, Inc., Smithtown
Bancorp, Inc. and LSB Corporation, as applicable.
Smithtown Bancorp, Inc. shareholders will receive $30 million in cash and approximately 2.1 million
shares of People's United common stock at closing. Based on the
average closing price of People's United for the five-day period
ended July 14, 2010, the transaction
is valued at $4.00 per Smithtown
Bancorp share. The actual value per Smithtown Bancorp share upon
consummation of the acquisition is dependent on the share price of
People's United at that time. The receipt of People's United stock
by shareholders of Smithtown Bancorp is expected to be
tax-free.
LSB Corporation shareholders will receive $96 million in cash at closing. The transaction
is valued at $21.00 per LSB
Corporation share.
Morgan Stanley acted as financial advisor and Simpson Thacher
& Bartlett LLP acted as legal counsel to People's United in
both transactions.
Additional information regarding these transactions is included
in a brief presentation posted on the People's United website. To
access the presentation, please go to www.peoples.com by selecting
"Investor Relations" in the "About Us" section on the home page,
and then selecting "Investor Presentations" in the "News and
Events" section.
About Smithtown Bancorp, Inc.
Smithtown Bancorp is the public holding company for Bank of
Smithtown, a 100 year old
community bank headquartered in Hauppauge, New York, with 30 branches located
across Long Island and in
New York City. With more than
$2.4 billion in assets, it is the
largest independent commercial bank headquartered on Long Island. Bank of Smithtown is focused on serving small business
customers and consumers. In addition to its lending and deposit
services, the bank also offers insurance, trust, and investment
services.
About LSB Corporation
LSB Corporation, with more than $800
million in assets, is a Massachusetts corporation and the holding
company for RiverBank. RiverBank was established as a Massachusetts savings bank in 1868 and
converted from mutual to stock form on May
9, 1986. RiverBank offers financial services to consumers
and businesses, including residential and commercial real estate
loans, construction, consumer and commercial loans and checking,
money market, certificate of deposit and individual retirement
accounts. Riverbank serves the Merrimack Valley of Massachusetts and southern New Hampshire through seven branches.
About People's United Financial, Inc.
Pro forma for these transactions, People's United Financial,
Inc., a diversified financial services company and the holding
company for People's United Bank, will have approximately
$25 billion in assets. People's
United Bank provides consumer and commercial banking services
through a network of 333 branches in Connecticut, Vermont, New
Hampshire, Massachusetts,
Maine and New York. Through its subsidiaries, People's
United Bank provides equipment financing, asset management,
brokerage and financial advisory services, and insurance
services.
Additional Information About the Transactions
In connection with the proposed merger with Smithtown Bancorp,
People's United will file with the Securities and Exchange
Commission (the "SEC") a Registration Statement on Form S-4 that
will include a proxy statement of Smithtown Bancorp that also
constitutes a prospectus of People's United. Smithtown Bancorp will
mail the proxy statement/prospectus to its stockholders. Investors
and security holders are urged to read the proxy
statement/prospectus regarding the proposed merger when it becomes
available because it will contain important information. You may
obtain a free copy of the proxy statement/prospectus (when
available) and other related documents filed by People's United and
Smithtown Bancorp with the SEC at the SEC's website at www.sec.gov.
The proxy statement/prospectus (when it is available) and the other
documents may also be obtained for free by accessing People's
United website at www.peoples.com under the tab "Investor
Relations" and then under the heading "Financial Information" or by
accessing Smithtown Bancorp's website at
www.bankofsmithtownonline.com under the tab "Investor Relations"
and then under the heading "SEC Filings".
In connection with the proposed merger with LSB Corporation, LSB
Corporation will file with the SEC a proxy statement on Schedule
14A. LSB Corporation will mail the proxy statement to its
stockholders. Investors and security holders are urged to read the
proxy statement regarding the proposed merger when it becomes
available because it will contain important information. You may
obtain a free copy of the proxy statement (when available) and
other related documents filed by LSB Corporation with the SEC at
the SEC's website at www.sec.gov. The proxy statement (when it is
available) and the other documents may also be obtained for free by
accessing LSB Corporation's website at www.riverbk.com under the
tab "About Us" and then under the heading "Stockholder
Information".
Participants in the Transactions
People's United, Smithtown Bancorp and their respective
directors, executive officers and certain other members of
management and employees may be deemed "participants" in the
solicitation of proxies from Smithtown Bancorp's stockholders in
favor of the merger with Smithtown Bancorp. Information regarding
the persons who may, under the rules of the SEC, be considered
participants in the solicitation of the Smithtown Bancorp
stockholders in connection with the proposed merger will be set
forth in the proxy statement/prospectus when it is filed with the
SEC.
People's United, LSB Corporation and their respective directors,
executive officers and certain other members of management and
employees may be deemed "participants" in the solicitation of
proxies from LSB Corporation's stockholders in favor of the merger
with LSB Corporation. Information regarding the persons who may,
under the rules of the SEC, be considered participants in the
solicitation of the LSB Corporation stockholders in connection with
the proposed merger will be set forth in the proxy statement when
it is filed with the SEC.
You can find information about the executive officers and
directors of People's United in its Annual Report on Form 10-K for
the year ended December 31, 2009 and
in its definitive proxy statement filed with the SEC on
March 23, 2010. You can find
information about Smithtown Bancorp's executive officers and
directors in its Annual Report on Form 10-K for the year ended
December 31, 2009 and in its
definitive proxy statement filed with the SEC on March 12, 2010. You can find information about
LSB Corporation's executive officers and directors in its Annual
Report on Form 10-K for the year ended December 31, 2009 and in its definitive proxy
statement filed with the SEC on March 15,
2010. You can obtain free copies of these documents from
People's United, Smithtown Bancorp, or LSB Corporation using the
contact information above.
This communication shall not constitute an offer to sell or
the solicitation of an offer to sell or the solicitation of an
offer to buy any securities.
This press release contains statements that may be considered
forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. These forward-looking statements
are intended to be covered by the safe harbor provisions for
forward- looking statements contained in the Private Securities
Litigation Reform Act of 1995, and this statement is included for
purposes of complying with these safe harbor provisions. These
forward-looking statements are based on current plans and
expectations, which are subject to a number of risk factors and
uncertainties that could cause future results to differ materially
from historical performance or future expectations. These
differences may be the result of various factors, including, among
others: (1) failure of the parties to satisfy the closing
conditions in either merger agreement in a timely manner or at all;
(2) failure of the shareholders of Smithtown Bancorp or LSB
Corporation to approve the applicable merger agreement;
(3) failure to obtain governmental approvals for one or both
mergers; (4) disruptions to the parties' businesses as a
result of the announcement and pendency of one or both mergers;
(5) costs or difficulties related to the integration of the
businesses following one or both mergers; (6) changes in
general, national or regional economic conditions; (7) the
risk that the anticipated benefits, cost savings and any other
savings from either transaction may not be fully realized or may
take longer than expected to realize (8) changes in loan
default and charge-off rates; (9) reductions in deposit levels
necessitating increased borrowings to fund loans and investments;
(10) changes in interest rates or credit availability;
(11) possible changes in regulation resulting from or relating
to the pending financial reform legislation; (12) People's United's
success in addressing management succession issues in a timely and
effective manner; (13) changes in levels of income and expense in
noninterest income and expense related activities; (14) competition
and its effect on pricing, spending, third-party relationships and
revenues.
For additional factors that may affect future results, please
see filings made by People's United, Smithtown Bancorp, and LSB
Corporation, respectively, with the Securities and Exchange
Commission, including People's United's Annual Report on Form 10-K
for the year ended December 31, 2009, Smithtown Bancorp's
Annual Report on Form 10-K for the year ended December 31, 2009, and LSB Corporation's Annual
Report on Form 10-K for the year ended December 31, 2009. People's United, Smithtown
Bancorp and LSB Corporation undertake no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future events or other changes.
SOURCE People's United Financial, Inc.