Assabet Valley Bancorp and Westborough Financial Services, Inc. Announce Merger Plans.HUDSON, Mass. & WESTBOROUGH, Mass. -- Assabet Valley Bancorp, Hudson Savings Bank savings bank, financial institution that, until recently, performed only the following functions: receiving savings deposits of individuals, investing them, and providing a modest return to its depositors in the form of interest. , Westborough Bancorp, MHC MHC major histocompatibility complex. MHC abbr. major histocompatibility complex MHC major histocompatibility complex. ("Westborough MHC"), Westborough Financial Services The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. , Inc. (OTC Bulletin Board OTC Bulletin Board An electronic quotation listing of the bid and asked prices of OTC stocks that do not meet the requirements to be listed on the NASDAQ stock-listing system. : WFSM.OB) ("Westborough Financial") and The Westborough Bank ("Westborough Bank") have entered into an Agreement and Plan of Merger (the "Agreement"). According to according to prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. Mark O'Connell, President of Hudson Savings Bank, "This is a win-win-win. It's a win for both banks--we share a commitment to community banking and will be much stronger as a larger more diverse institution. It's a win for the communities we serve because we will be even better equipped to offer competitive products and more services. And it's a win for the employees of both banks who will have greater opportunities that a larger company can offer." Joe MacDonough, President of Westborough Bank and Westborough Financial, echoed O'Connell's sentiments. "This is a terrific opportunity to create a larger, stronger bank that will build on the traditions of Westborough Bank and Hudson Savings Bank. Additionally, I am pleased to say that there will be no layoffs or branch closings. This merger will ensure that there will continue to be a locally-owned, locally controlled bank in our communities." Hudson Savings Bank is a Massachusetts-chartered savings bank which is wholly-owned by Assabet Valley Bancorp, a Massachusetts-chartered mutual holding company. Westborough Bank is a Massachusetts-chartered stock savings bank which is wholly-owned by Westborough Financial, a Massachusetts-chartered mid-tier holding company and majority-owned subsidiary majority-owned subsidiary A firm in which more than 50% of outstanding voting stock is owned by the parent company. of Westborough MHC, a Massachusetts-chartered mutual holding company. Pursuant to the Agreement, the mutual holding company structure of Westborough MHC will be eliminated and Westborough Bank will ultimately merge with Hudson Savings Bank. The combined bank will be renamed prior to the completion of the transactions. The stockholders of Westborough Financial, other than Westborough MHC, will receive $35.00 in cash in exchange for each share of common stock. Pursuant to the Agreement, all of the trustees and corporators of Westborough MHC will be elected or appointed to Assabet Valley Bancorp's Board of Trustees board of trustees Politics The posse of thugs who oversee an institution's administration. See Board of directors. and Board of Corporators and Mr. MacDonough will serve as President and Chief Executive Officer of Assabet Valley Bancorp. The Board of Directors of the combined bank will be comprised of nine current Westborough Financial directors and fifteen current Hudson Savings Bank directors. Mr. O'Connell will serve as President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of the new combined Bank and Mr. MacDonough will serve as an Executive Vice President. The transactions are subject to several conditions, including the receipt of regulatory approvals and the approval of the stockholders Westborough Financial and the corporators of Westborough MHC and Assabet Valley Bancorp. It is anticipated that the transactions will be completed in spring of 2007 at which time Hudson Savings Bank and Westborough Bank will begin combining systems, data and personnel. This process is expected to be completed by the end of 2007 and will enable each bank's respective customers to utilize the entire branch and ATM network of the new combined entity. Hudson Savings Bank has offices in Hudson, Marlborough, Clinton and Leominster, Massachusetts Leominster is a city in Worcester County, Massachusetts, United States. The population was 41,303 at the 2000 census. Leominster is located north of Worcester and west of Boston. Both Route 2 and Route 12 pass through Leominster. . The bank employees more than 125 people and has assets in excess of $655 million. Additional information about Hudson Savings Bank can be found at www.hudsonsb.com. Westborough Bank has offices in Westborough, Northborough and Shrewsbury, Massachusetts Shrewsbury is a town in Worcester County, Massachusetts, United States. Shrewsbury is an unusual New England town in that it was neither a mill town nor a farming village. Rather, it grew as a suburb to neighboring Worcester, Massachusetts from the start. . It employs about 75 people and has assets of $300 million. Westborough Financial's common stock is traded on the OTC Bulletin Board under the symbol "WFSM.OB." Additional information about Westborough Bank can be found at www.westboroughbank.com. Forward-looking Information THIS PRESS RELEASE CONTAINS CERTAIN STATEMENTS THAT ARE FORWARD-LOOKING STATEMENTS forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. RELIANCE SHOULD NOT BE PLACED ON FORWARD-LOOKING STATEMENTS BECAUSE THEY INVOLVE UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH ARE, IN SOME CASES, BEYOND THE CONTROL OF WESTBOROUGH FINANCIAL SERVICES, INC. ACTUAL EVENTS, PERFORMANCE AND RESULTS COULD DIFFER MATERIALLY FROM THE ANTICIPATED EVENT, PERFORMANCE OR RESULTS EXPRESSED OR IMPLIED IN SUCH FORWARD-LOOKING STATEMENTS. THE FACTORS WHICH MAY CAUSE SUCH DIFFERENCES INCLUDE, AMONG OTHER FACTORS, THE ABILITY OF THE PARTIES TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED BY THE AGREEMENT, CONDITIONS IMPOSED ON THE CONSUMMATION OF SUCH TRANSACTIONS BY REGULATORY AGENCIES regulatory agency Independent government commission charged by the legislature with setting and enforcing standards for specific industries in the private sector. The concept was invented by the U.S. , THE COMPETITIVE ENVIRONMENT AND GENERAL ECONOMIC CONDITIONS. This communication is being made in respect of the proposed merger transaction involving Westborough Financial Services, Inc. Westborough Financial Services, Inc. will be filing relevant documents concerning the merger with the Securities and Exchange Commission, include a proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. . We urge investors to read these documents because they will contain important information. Investors will be able to obtain these documents free of charge at the SEC's website, www.sec.gov. In addition, documents filed with the SEC by Westborough will be available free of charge from the Secretary of Westborough (John L. Casagrande, Secretary, Westborough Financial Services, Inc., 100 East Main Street, Westborough, Massachusetts For other uses of "Westborough", see Westborough (disambiguation).
Westborough Financial Services, Inc. and its directors and executive officers may be deemed to be participants in the solicitation of proxies to approve the merger. Information about the directors and executive officers of Westborough and ownership of Westborough common stock is set forth in Westborough's proxy statement for its 2006 annual meeting of stockholders, dated January 3, 2006, as filed with the Securities and Exchange Commission. Additional information about the interests of those participants may be obtained from reading the definitive proxy statement relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the proposed acquisition when it becomes available. Westborough stockholders should read the proxy statement and other documents to be filed with the SEC carefully before making a decision concerning the merger. |
|
||||||||||||||

Printer friendly
Cite/link
Email
Feedback
Reader Opinion