Webster Agrees to Acquire Asset-Based Lending Business

May 20, 2002

WATERBURY, Conn., May 20, 2002 (BUSINESS WIRE) -- Webster Financial Corporation (Nasdaq: WBST), holding company for Webster Bank, announced today that it has reached a definitive agreement to acquire the asset-based lending division of IBJ Whitehall Business Credit Corporation, a subsidiary of The Industrial Bank of Japan Trust Company.

The asset-based lending operations will operate as Whitehall Business Credit Corporation, a subsidiary of Webster Bank. Terms of the all cash transaction were not disclosed. The transaction, which is subject to regulatory filings and customary closing conditions, is expected to close in the third quarter of 2002, is expected to be immediately accretive to earnings, and will not create any goodwill.

"Our acquisition of this asset-based lending business is consistent with our plans to continue to diversify our lending business into high quality commercial loans in a manner that enhances our revenue stream and creates opportunities for growth," said William T. Bromage, Webster President and Chief Operating Officer. "Asset-based lending has been a promising business for us, and this transaction both strengthens our existing asset-based lending capabilities and broadens our geographic reach."

In the transaction Webster will acquire approximately $515 million of outstanding loans, most of which are to customers in the Northeast. Webster has completed extensive due diligence of the asset-based lending portfolio and related cash management business. Its acquisition is limited to current and fully performing loans in the asset-based lending portfolio at closing.

Webster will offer employment to the current staff of approximately 55 people and will operate this business from its existing location at One State Street in New York City. In addition, Webster will retain offices in Braintree, Massachusetts and Atlanta, Georgia. Webster expects to obtain approximately $21 million of deposits and cash management accounts related to this business.

"This acquisition accelerates our transformation to a diversified financial services provider with a commercial bank profile," said James C. Smith, Webster Chairman and CEO. "Building on our recent growth in equipment leasing and financing, insurance and investment management, this new asset-based lending business, and in particular the highly capable management team, adds to our solid foundation for growth in the years ahead."

Warren Mino, the current President and Chief Operating Officer of IBJ Whitehall Business Credit Corporation, is expected to continue his leadership of these operations when they join Webster Bank. Mr. Mino said that he and his colleagues were pleased to be part of a financial services company with an existing asset-based lending business. "We all like the fact that we are joining this strong, growing company that considers asset-based lending to be a strategic growth opportunity. We look forward to adding value as part of the Webster team," he said.

IBJ Whitehall Business Credit Corporation, founded in 1968, is a wholly owned subsidiary of the Industrial Bank of Japan Trust Company headquartered in New York City, which in turn is a wholly owned subsidiary of Mizuho Corporate Bank.

Webster Financial Corporation is the holding company for Webster Bank and Webster Insurance. With $12 billion in assets, Connecticut-based Webster Bank provides business and consumer banking, mortgage, insurance, trust and investment services through more than 100 banking offices, 210 ATMs and the Internet (www.websterbank.com). Webster Financial Corporation is majority owner of Chicago-based Duff & Phelps, LLC, a leader in financial advisory services, and Webster Bank owns Center Capital Corporation, an equipment leasing and financing company headquartered in Farmington, Connecticut and Webster Trust Company, N.A. For more information on Webster, including past press releases and the latest Annual Report, visit the Webster Bank website at www.websterbank.com.

Statements in this press release regarding Webster Financial Corporation's business that are not historical facts are "forward looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statement, see "Forward Looking Statements" in the Company's Annual Report for the most recently ended fiscal year.

CONTACT: Webster Contacts: Media: Art House, 203/578-2391 Ahouse@websterbank.com Clark Finley, 203/578-2507 cfinley@websterbank.com or Investors: James M. Sitro, 203/578-2399 jsitro@websterbank.com