WATERBURY, Conn., Nov. 4, /PRNewswire/ -- Webster Financial Corporation
(Nasdaq: WBST) today announced that it has reached a definitive agreement to
acquire Maritime Bank & Trust (Nasdaq: MTMB) for $26.67 per share in a tax-
free, stock-for-stock exchange valued at approximately $21 million. Maritime
is a state-chartered commercial bank headquartered in Essex with one branch
each in the towns of Old Lyme and Old Saybrook. It has total assets of $100
million. With the addition of Maritime, Webster will have $9.3 billion in
assets.
The acquisition is expected to contribute positively to Webster's earnings
per share in the first year. The purchase price is approximately 2.7 times
Maritime's book value and 21 times Maritime's earnings per share for the last
12 months. Webster expects to account for the transaction as a purchase.
The definitive agreement, which has been approved by both companies' boards of
directors, is subject to approval by Maritime's shareholders and regulatory
authorities. Webster expects the transaction to close in the first quarter of
1999.
``Our partnership with Maritime will strengthen Webster's franchise and
extend our presence into attractive communities along the Connecticut
shoreline,'' said James C. Smith, Webster chairman and chief executive officer.
``Customers of Webster and Maritime will benefit from having greater access and
convenience through our extensive network of branches and ATMs. Maritime
customers will enjoy a broader selection of products and services.''
Based on the terms of the agreement , Maritime shareholders will receive
$26.67 per Maritime common share if Webster's stock price is at or below
$24.45 per share during the pricing period. Above the ceiling price, the
exchange ratio fixes at 1.091 Webster shares. Webster intends to buy back in
open market transactions the equivalent number of Webster common shares issued
to Maritime shareholders.
William R. Attridge, Maritime president, said, ``Our board of directors
believes that the best long-term interests of our shareholders, customers and
employees are served by our merger with Webster. Our institutions share
common business philosophies and a strong commitment to the Connecticut
communities we serve. The merger increases our capacity to provide financial
services to our customers, including expanded business banking services as
well as trust and investment management services, insurance services, and PC
banking. Following the merger, Maritime customers will be able to transact
business at all Webster Bank locations and will benefit from Webster's broad
product offerings.''
``Maritime customers should continue to bank as they normally do,'' Smith
said. ``The transition to Webster will be seamless, and customers should not
experience any inconvenience.
``Our combination with Maritime represents an important growth opportunity
for Webster. Maritime's three branch offices will remain open and will
support further expansion along Connecticut's shoreline,'' Smith said.
Webster has guaranteed positions in the combined branch network to all non-
management Maritime branch employees. As in previous acquisitions, Webster
has pledged to keep the number of positions eliminated to a minimum and will
give consideration to Maritime employees whose positions are eliminated for
open spots elsewhere at Webster.
Webster Bank was founded in 1935 and is a leading Connecticut-based
financial institution. Webster delivers consumer banking, commercial banking,
mortgage, insurance, and trust and investment management services to
individuals, families and businesses.
Webster Bank has $9.2 billion in assets and operates through a network of
more than 100 banking offices, three commercial banking centers, and more than
174 ATMs, in addition to telephone banking, video banking and PC banking.
Webster has the number one or number two deposit market share in its primary
markets of Hartford, New Haven and Litchfield counties.
Webster is also the second-largest mortgage lender in Connecticut and a
leading, full-service commercial lender. Webster Trust, the bank's trust and
investment management subsidiary, is the second-largest bank trust company
based in Connecticut. Webster's insurance subsidiary, Damman Insurance
Associates, is one of the largest agencies in the state.