Preliminary Results Of Elections Regarding Merger Consideration Announced In People's United Financial's Acquisition Of Danvers Bancorp, Inc.
BRIDGEPORT, Conn. and DANVERS, Mass., June 3, 2011 /PRNewswire/ -- People's United Financial, Inc. (Nasdaq: PBCT) and Danvers Bancorp, Inc. (Nasdaq: DNBK) today announced the preliminary results of elections made by Danvers stockholders as to the form of merger consideration to be received in the pending merger of Danvers with and into People's United. The election deadline for Danvers stockholders to have made merger consideration elections in connection with the pending merger expired at 5:00 p.m., New York City time, on June 2, 2011.
Of the approximately 20,686,592 shares of Danvers common stock outstanding as of June 2, 2011:
- the holders of approximately 2,036,786 shares, or 10%, elected to receive People's United stock;
- the holders of approximately 17,249,433 shares, or 83%, elected to receive cash; and
- the holders of approximately 1,400,373 shares, or 7%, submitted elections expressing no preference as to the form of merger consideration or did not make a valid election.
The elections with respect to approximately 100 of the foregoing shares electing to receive stock and approximately 2,053,364 of the foregoing shares electing to receive cash were made pursuant to the notice of guaranteed delivery procedure, which requires the delivery of Danvers shares to the election agent for the merger by 5:00 p.m., New York City time, on Tuesday, June 7, 2011. If the election agent does not receive the required share certificates or book-entry transfer of shares by this guaranteed delivery deadline, the Danvers shares subject to such election will be treated as shares that did not make a valid election.
Under the terms and conditions of the Agreement and Plan of Merger, Danvers' stockholders have the right to elect to receive (i) $23.00 in cash or (ii) 1.624 shares of People's United common stock for each share of Danvers common stock, subject to customary pro ration provisions, whereby 55% of Danvers shares are exchanged for stock and 45% for cash. The final allocation of the merger consideration between cash and stock will be based on, among other things, the actual number of shares of Danvers common stock outstanding immediately prior to the closing date, and the final results of the election process. A press release announcing the final merger consideration will be issued after it has been determined.A more complete description of the merger consideration and the proration procedures applicable to elections is contained in the proxy statement/prospectus dated April 1, 2011 and mailed to Danvers stockholders of record on or about April 8, 2011. Danvers stockholders are urged to read the proxy statement/prospectus carefully and in its entirety. Copies of the proxy statement/prospectus may be obtained for free by following the instructions below under "Additional Information About the Merger and Where to Find It." The closing of the merger, which remains subject to approval by the Office of the Massachusetts Commissioner of Banks and the Massachusetts Board of Bank Incorporation and the satisfaction or waiver of other customary closing conditions, has not yet been scheduled. Additional Information About the Merger and Where to Find It In connection with People's United's proposed acquisition of Danvers, People's United has filed a registration statement on Form S-4 with the Securities and Exchange Commission containing a proxy statement/prospectus dated April 1, 2011, which has been mailed to Danvers stockholders. Investors are urged to read these materials, and any other documents filed by People's United or Danvers with the SEC, because they contain or will contain important information about People's United, Danvers and the merger. The proxy statement/prospectus and other relevant materials, and any other documents filed by People's United with the SEC, may be obtained free of charge at the SEC's website at www.sec.gov. The definitive proxy statement/prospectus and the other documents may also be obtained for free by accessing People's United's website at www.peoples.com under the tab "Investor Relations" and then under the heading "Financial Information" or by accessing Danvers' website at www.danversbank.com under the tab "Investor Relations" and then under the heading "SEC Filings." In addition, investors may obtain free copies of the documents filed with the SEC by People's United by directing a written request to People's United Financial, Inc., 850 Main Street, Bridgeport, Connecticut 06604, Attn: Investor Relations. People's United Financial, a diversified financial services company with $25 billion in assets, provides commercial banking, retail and business banking, and wealth management services through a network of 341 branches in Connecticut, Vermont, New York, New Hampshire, Maine and Massachusetts. Through its subsidiaries, People's United Financial provides equipment financing, asset management, brokerage and financial advisory services, and insurance services. Danversbank is a wholly-owned subsidiary of Danvers Bancorp, Inc., a holding company with approximately $2.9 billion in total assets. Danvers Bancorp, Inc., through Danversbank, offers a wide range of commercial and retail banking services, including commercial and industrial loans, commercial real estate loans, owner-occupied residential mortgages and consumer loans, cash management, debit and credit card products, online banking, and non-deposit investment products and investment management services. Danversbank operates a total of 28 branches in the following communities: Andover, Beverly, Boston, Cambridge, Chelsea, Danvers, Hamilton, Malden, Manchester-by-the-Sea, Middleton, Needham, Peabody, Reading, Revere, Salem, Saugus, Topsfield, Waltham, Wilmington, and Woburn, Massachusetts. SOURCE People's United Financial, Inc.; Danvers Bancorp, Inc.
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