ROCKLAND, Mass. & PLYMOUTH, Mass.--(BUSINESS WIRE)--

Independent Bank Corp. (NASDAQ: INDB), parent of Rockland Trust Company, and Compass Exchange Advisors LLC announced today that Rockland Trust Company has signed a definitive agreement to acquire assets from Compass Exchange, a qualified intermediary that provides like-kind exchange services pursuant to Internal Revenue Code ss.1031. In connection with the definitive agreement, Rockland Trust Company has also negotiated long-term employment arrangements with Thomas E. St. Jean and Andrew F. Gelson, Esq., the owners of Compass Exchange.

When the transaction closes Rockland Trust Company will acquire assets from Compass Exchange, which is headquartered in Plymouth, Massachusetts, and begin to offer qualified intermediary services pursuant to Internal Revenue Code ss.1031 to corporate, institutional, and individual property owners. Section 1031 of the Internal Revenue Code, which was first enacted in 1954, enables taxpayers to defer the gain on the sale of real estate, a business, or other investment property through the use of qualified intermediary services.

While details of the all-cash transaction were not disclosed, Rockland Trust Company will pay approximately 50% of the consideration at closing. Remaining consideration will be earned out over a period of up to ten years. Independent Bank Corp. anticipates that the transaction will improve deposit generating capability and increase fee revenue, with the deposits associated with the new business providing an attractive alternative to wholesale funding and enhancing the Company's overall liquidity flexibility. Independent Bank Corp. anticipates that the transaction will be immediately accretive to 2007 earnings.

"One aspect of our overall strategy is to opportunistically evaluate acquisition candidates on an ongoing basis," said Christopher Oddleifson, President and CEO of Independent Bank Corp. and Rockland Trust Company. "This transaction is an example of how we will apply that strategy to business opportunities outside of the traditional bank acquisition context. This purchase will enhance our deposit-gathering capabilities and add fee income, while further diversifying the scope of services Rockland Trust Company has to offer. Andy Gelson and Tom St. Jean are seasoned professionals with a list of clients ranging from small developers to large Fortune 500 companies. We are delighted to have them join our team."

"Andy and I are excited about joining Rockland Trust Company," said Thomas E. St. Jean, the President of Compass Exchange. "This transaction is good news for our current clients, and will provide them with the comfort of knowing that their qualified intermediary is affiliated with Rockland Trust Company, the bank subsidiary of a publicly-traded company. Being a part of Rockland Trust Company should also help us attract new clients who prefer that their qualified intermediary be owned by a financial institution. Compass Exchange, like Rockland Trust Company, brings value to customers by offering superior and personalized service. The growth of Compass Exchange over the last few years is directly attributable to our devotion to client service. Combining with Rockland Trust Company will provide us with a platform for further growth as we continue to provide the exemplary service that our clients deserve."

Mr. Gelson is currently the General Counsel of Compass Exchange, and is primarily responsible for its legal and product development activities. Prior to co-founding Compass Exchange, Mr. Gelson was a Senior Vice President and General Tax Counsel at J.P. Morgan Property Exchange Inc., where he had primary responsibility for executing more than $15 billion of exchange transactions. Mr. Gelson has 21 years of experience practicing real estate and tax law, and specializes in section 1031 of the Internal Revenue Code. Mr. Gelson, who is 48, holds a B.S. from Boston College, a J.D. degree from Southwestern University, and an LLM in Taxation from New York University. He lives on Cape Cod with his family in Forestdale, Massachusetts.

Mr. St. Jean is currently the President of Compass Exchange, and is primarily responsible for its business development activities. Prior to co-founding Compass Exchange, Mr. St. Jean was a Senior Vice President at J.P. Morgan Property Exchange Inc., where he was involved in exchanges totaling more than $10 billion. Mr. St. Jean, who is 37, is a graduate of Providence College and lives with his family in Kingston, Massachusetts.

The Rockland Trust Company Board of Directors has approved the definitive agreement. The transaction is subject to all required regulatory approvals and other standard conditions. The transaction is likely to be completed in either late 2006 or early 2007.

Rockland Trust Company used Gallagher, Callahan, & Gartrell, P.A. as its legal counsel for the transaction. Compass Exchange was advised by RBC Capital Markets and its legal counsel was Goulston & Storrs, P.C.

Mr. Oddleifson and Denis K. Sheahan, Chief Financial Officer of Independent Bank Corp. and Rockland Trust Company, will discuss the Compass Exchange transaction during the conference call that will be held in January 2007 in which they will also discuss Independent Bank Corp.'s 2006 results. The date and time of that call will be announced.

About Independent Bank Corp.

Independent Bank Corp.'s sole bank subsidiary, Rockland Trust Company, currently has $2.9 billion in assets. Rockland Trust Company is a full-service community bank serving southeastern Massachusetts and Cape Cod. To find out more about the products and services available at Rockland Trust Company, please visit www.RocklandTrust.com.

About Compass Exchange Advisors LLC

Compass Exchange Advisors LLC is a qualified intermediary, based in Plymouth, Massachusetts, that is focused on providing its clients with guidance, strategies, and solutions for all their like-kind exchange needs pursuant to Internal Revenue Code ss.1031. To find out more about the services available from Compass Exchange Advisors LLC, please visit www.compass1031.com.

This press release contains certain "forward-looking statements" with respect to the financial condition, results of operations and business of Independent Bank Corp. Actual results may differ from those contemplated by these statements. Independent Bank Corp. wishes to caution readers not to place undue reliance on any forward-looking statements. Independent Bank Corp. disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise.

Source: Independent Bank Corp.

Contact: Independent Bank Corp. Investor Contacts: Chris Oddleifson, 781-982-6660 President and Chief Executive Officer or Denis K. Sheahan, 781-982-6341 Chief Financial Officer or For Media inquiries: Joan Reid, 781-982-6537 Public Relations Officer Joan.Reid@RocklandTrust.com or All Contacts: Compass Exchange Advisors LLC Thomas E. St. Jean, 508-830-1188 President