ROCKLAND, Mass., and SOMERSET – Independent Bank Corp. (Nasdaq: INDB), parent of the Rockland Trust Co., has agreed to acquire Slade’s Ferry Bancorp (Nasdaq: SFBC) for about $105 million, in a cash and shares deal intended to qualify as a tax-free reorganization, the companies said.
“I am pleased to announce this transaction because of the many benefits it will provide to our customers,” Mary Lynn D. Lenz, president and CEO of Slade’s Ferry, said in an after-hours statement. “Rockland Trust has always been committed to serving the local community and offering personalized service and competitive products. Our customers will benefit from the strength that Rockland Trust offers and can look forward to an even greater range of products and services.”
Added Christopher Oddleifson, president and CEO of Independent Bank Corp.: “The Slades Bank team has built a tremendous franchise, and this acquisition will enable Rockland Trust to accelerate the expansion of its footprint into adjacent geographic markets such as Fall River and New Bedford.”
Slades Bank’s nine retail branches are located in Assonet, Fairhaven, Fall River, New Bedford, Seekonk, Somerset and Swansea.
The merger agreement calls for 75 percent of the outstanding shares of the Slades Bank parent to be converted to Independent Bank Corp. shares at the rate of 0.818 INDB shares for each Slade’s Ferry share, and the other 25 percent of outstanding Slade’s common stock to be purchased for $25.50 per share. An investor summary is available at www.RocklandTrust.com.
A 10 a.m. conference call – featuring Independent Bank Corp.’s CEO, Oddleifson, and chief financial officer, Denis K. Sheahan – can be accessed live via the Rockland Trust site or by calling 1-877-407-8031 (by entering reference: INDB). A replay of the call will be available through Oct. 19 at 1-877-660-6853 (by entering account 286, conference ID 256746) and through Jan 12 on the Rockland Trust site.
The transaction is expected to close in the first quarter of 2008. Already approved by the boards of directors of both companies, it is still subject to the approval of Slade’s Ferry shareholders, the receipt of regulatory consents and approvals, and other customary closing conditions.
Independent Bank Corp. was advised in the deal by investment banker Mark C. Micklem and others at Robert W. Baird & Co. Inc. Its lead attorney for the transaction was Michael K. Krebs of Nutter McClennen & Fish LLP.
Slade’s Ferry Bancorp. was advised by investment banker Ben Saunders and others at Keefe Bruyette & Woods Inc. Its legal team was led by Richard A. Schaberg of Thacher Proffit Wood LLP.
Slade’s Ferry Bancorp (Nasdaq: SFBC) is the parent of Slades Bank, a $628 million community bank with nine retail branches in seven communities in southeastern Massachusetts. To learn more, visit www.sladesbank.com.
Independent Bank Corp. (Nasdaq: INDB) is the parent of Rockland Trust Co., a full-service community bank with $2.7 billion in assets that serves southeastern Massachusetts and Cape Cod via more than 50 retail branches, nine commercial lending centers, five mortgage offices and three investment management offices. Rockland Trust is now celebrating its 100th year. Additional information is available at www.RocklandTrust.com.
