ROCKLAND, Mass.--(BUSINESS WIRE)--
Independent Bank Corp. (NASDAQ: INDB), parent of Rockland Trust Company,
completed its acquisition of Benjamin Franklin Bancorp, Inc. (NASDAQ:
BFBC), the parent of Benjamin Franklin Bank, earlier today. Independent
anticipates that, following receipt of regulatory approvals, Benjamin
Franklin Bank will be merged into Rockland Trust in early May 2009.
Effective as of today's closing, former Ben Franklin Directors William
P. Bissonnette, Daniel F. O'Brien, and Thomas R. Venables were appointed
to the Independent Board of Directors, with Mr. Bissonnette and Mr.
O'Brien appointed as Class III Directors with terms expiring at the 2011
Annual Shareholder Meeting and Mr. Venables appointed a Class II
Director with a term expiring at the 2010 Annual Shareholder Meeting.
Mr. Bissonnette, Mr. O'Brien, and Mr. Venables were each also appointed
to the Rockland Trust Board of Directors.
The transaction is intended to qualify as a tax-free reorganization for
federal income tax purposes, and former Benjamin Franklin Bancorp, Inc.
shareholders will receive 0.59 shares of Independent common stock for
each share of Benjamin Franklin Bancorp, Inc. common stock which they
own. Under the terms of the merger, cash will be issued in lieu of
fractional shares. Based upon Independent's $18.27 per share closing
price on April 9, 2009, the transaction is valued at $10.7793 per share
of Benjamin Franklin Bancorp, Inc. common stock or approximately $84.5
million in the aggregate. Any former Ben Franklin shareholder with
questions regarding the share exchange in connection with the merger
should direct them to the transfer agent, Computershare, Inc., which may
be reached by calling 1-866-499-0303.
William P. Bissonnette is a certified public accountant and a partner in
the Holliston, Massachusetts firm of Little & Bissonnette, CPAs. Mr.
Bissonnette has been involved with many community and charitable
activities, including the Town of Bellingham Board of Selectmen, the
Town of Bellingham Finance Committee, the Metrowest United Way, and the
Bellingham Lions Club. Mr. Bissonnette, who is 63, is a graduate of
Bentley College (now Bentley University). Mr. Bissonnette resides in
Bellingham, Massachusetts with his wife Alice.
Mr. O'Brien is a certified public accountant and a partner in the
Westwood, Massachusetts firm of O'Brien, Riley and Ryan, P.C. Mr.
O'Brien is also the manager of State Street Wealthcare Advisors, LLC, a
financial services company. Mr. O'Brien is also a practicing attorney.
Mr. O'Brien, who is 53, is a graduate of the College of the Holy Cross
and of Suffolk University Law School. Mr. O'Brien resides in Hingham,
Massachusetts with his wife Karen.
Mr. Venables has served as the President and Chief Executive Officer of
Benjamin Franklin Bancorp and Benjamin Franklin Bank since 2002. Prior
to 2002, Mr. Venables co-founded Lighthouse Bank of Waltham,
Massachusetts in 1999 and served as its President and Chief Executive
Officer. From 1998 to 1999, Mr. Venables was employed as a consultant
with Marsh and McLennan Capital, Inc. He was employed by Grove Bank of
Newton, Massachusetts from 1974 until it was acquired by Citizens Bank
in 1997, serving as its President and Chief Executive Officer for the
last 11 years of his tenure. Mr. Venables serves on the Board of
Directors of Ironwood Capital Management, LLC, an investment management
company. Mr. Venables, who is 53, is a graduate of Boston College and
earned his MBA from Bentley University. Mr. Venables lives in Weston,
Massachusetts with his wife Beverley.
Benjamin Franklin Bancorp, Inc. became a wholly-owned subsidiary of
Independent effective today as of 5:01 p.m. Eastern Standard Time.
Independent anticipates the merger of Benjamin Franklin Bancorp, Inc.
with and into Independent, with Independent the surviving entity, will
be completed effective as of 12:01 a.m. tomorrow morning on April 11,
2009.
About Independent Bank Corp. and Rockland Trust Company
Independent Bank Corp., which has Rockland Trust Company as its
wholly-owned bank subsidiary, currently has approximately $4.6 billion
in assets. Rockland Trust offers a wide range of commercial banking
products and services, retail banking products and services, business
and consumer loans, insurance products and services, and investment
management services. When the anticipated merger of Benjamin Franklin
Bank into Rockland Trust is completed in May 2009, Rockland Trust will
have: 71 retail branches, 10 commercial lending centers, and 2 mortgage
banking centers located in eastern Massachusetts and on Cape Cod; and, 4
investment management offices located in southeastern Massachusetts, on
Cape Cod, and in Rhode Island. To discover why Rockland Trust is the
bank Where Each Relationship Matters(R), visit www.RocklandTrust.com.
Forward Looking Statements:
This press release may include "forward-looking statements" within the
meaning of the safe harbor provisions of the United States Private
Securities Litigation Reform Act of 1995. Readers are cautioned not to
place undue reliance on any forward-looking statements. Independent Bank
Corp. disclaims any intent or obligation to update publicly any
forward-looking statements, whether in response to new information,
future events, or otherwise. Any forward-looking statements are
qualified in their entirety by this cautionary statement.
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
Media Contact:
Ralph Valente, 781-982-6636
Senior Vice President and Director of Marketing