Boston Private Completes Acquisition of First State Bancorp
17 Febrero 2004 - 4:53PM
PR Newswire (US)
Boston Private Completes Acquisition of First State Bancorp BOSTON,
Feb. 17 /PRNewswire-FirstCall/ -- Boston Private Financial
Holdings, Inc. today announced that it has completed the
acquisition of First State Bancorp (BULLETIN BOARD: FCAL.OB) , the
holding company of First State Bank of California (FSB), a $188
million asset commercial bank located in Los Angeles County.
Founded in 1983, First State Bank of California is headquartered in
Granada Hills with an office in Burbank and a loan production
office in Rancho Cucamonga, California. The transaction is valued
at $27.5 million, or $18.93 per share, with 85% payable in shares
of Boston Private common stock and the remaining 15% payable in
cash. Each share of First State common stock will be converted into
a combination of approximately $2.84 in cash and 0.6757 shares of
Boston Private common stock based on an exchange ratio which values
Boston Private Stock at $23.81 per share (based on the thirty day
average closing price of Boston Private's stock which exceeds the
$23.81 maximum pursuant to a 15% collar.) Boston Private will issue
approximately 886,000 shares of common stock. Boston Private
expects the transaction to be immediately accretive to GAAP and
cash earnings. Timothy L. Vaill, Boston Private's Chairman and CEO,
said, "We are pleased to be entering the Southern California
marketplace this year through our acquisition of First State Bank
of California, a very profitable banking platform. In line with our
strategy, we plan to extend the breadth of our wealth management
core capabilities in Southern California by adding financial
planning and investment management expertise, as we have done in
New England and Northern California. First State has a strong team,
and I want to warmly welcome Rich Taylor, FSB's CEO, and his
colleagues to the Boston Private family." About Boston Private
Financial Holdings Established in 1987, Boston Private Financial
Holdings offers a full range of wealth management services to
successful people, their families, their businesses, and to
selected institutions. Boston Private's assets include ten
affiliate companies located in New England, Northern California,
Southern California, the Pacific Northwest and New York, offering
private banking, financial planning, and investment management
services to its domestic and international clientele. These
affiliates include: in New England, Boston Private Bank & Trust
Company, Westfield Capital Management Company, RINET Company, and
Boston Private Value Investors; in Northern California, Sand Hill
Advisors, Borel Private Bank & Trust Company, and Bingham,
Osborn and Scarborough; in Southern California, First State Bank of
California, in the Pacific Northwest, Coldstream Capital
Management, based in Bellevue, Washington, and in New York, Dalton,
Greiner Hartman Maher & Co., LLC. Boston Private affiliates
manage approximately $15.3 billion in client assets, and have
balance sheet assets of approximately $2.4 billion. It is a member
of the Standard & Poor's 600 Index and is included on the
Nasdaq Financial-100 Index(R). This press release contains
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, including, without
limitation, (i) statements about the benefits of the transaction to
Boston Private, including future financial and operating results,
enhanced revenues that may be realized from the transaction, the
accretive effect of the transaction on Boston Private's financial
results, and Boston Private's performance goals for First State
Bank of California; (ii) statements with respect to Boston
Private's strategy, initiatives, plans, objectives, expectations,
and intentions; (iii) statements regarding future operations,
market position or prospects of either Boston Private or First
State Bank of California; (iv) statements regarding potential
product development; and (v) other statements identified by words
such as "will," "continues," "increases," "expand," "grow,"
"opportunity," "believes," "expects," "anticipates," "estimates,"
"intends," "plan," "target," and similar expressions. These
statements are based upon the current beliefs and expectations of
Boston Private's management and are subject to significant risks
and uncertainties. Actual results may differ from those set forth
in the forward-looking statements. The following factors, among
others, could cause actual results to differ materially from the
anticipated results or other expectations expressed in such
forward-looking statements: (1) the expected benefits to Boston
Private's wealth management initiatives may not be realized or may
be realized more slowly than expected; (2) the risk that the
business of First State Bank of California will not be integrated
successfully with Boston Private's or such integration may be more
difficult, time-consuming or costly than expected; (3) expected
revenue and business synergies from the transaction may not be
fully realized or realized within the expected time frame; (4)
competitive pressures among investment management companies may
increase significantly and have an effect on pricing, spending,
product offerings, third-party relationships, revenues and Boston
Private's and First State Bank of California's abilitiesto attract
and retain clients; (5) the strength of the United States economy
in general and specifically the strength of the New England,
California, New York and other economies in which Boston Private
and First State Bank of California will be operating may be
different than expected resulting in, among other things, a
deterioration in borrowers' ability to service and repay loans, or
a reduced demand for credit, including the resultant effect on the
combined company's loan portfolio, levels of charge-offs and
non-performing loans and allowance for loan losses, and reduced
demand for wealth management services; and (6) adverse conditions
in the stock market, the public debt market and other capital
markets and the impact of such conditions on theBoston Private's
and First State Bank of California's asset management activities
and fees from such activities. Additional factors that could cause
Boston Private's results to differ materially from those described
in the forward-looking statements can be found in Boston Private's
other press releases and Annual Reports on Form 10-K, Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K filed with or
furnished to the Securities and Exchange Commission. Boston Private
does not undertake anyobligation to update any forward-looking
statement to reflect circumstances or events that occur after the
date the forward-looking statements are made. DATASOURCE: Boston
Private Financial Holdings, Inc. CONTACT: Walter M. Pressey,
President & CFO, +1-617-912-1921, or Kate Rajeck, Investor
Relations, +1-617-912-4380, both of Boston Private Financial
Holdings, Inc. Web site: http://www.bostonprivatebank.com/
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