Citizens Financial Group to Acquire Medford Bancorp, Inc.; Move Deepens Citizens Geography in Massachusetts, Enhances Customer Convenience.Business Editors PROVIDENCE, R.I.--(BUSINESS WIRE)--June 13, 2002 Citizens Financial Group, Inc. ("Citizens") and Medford Bancorp, Inc. ("Medford Bank") (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :MDBK MDBK Madin-Darby Bovine Kidney Cells ) today announced a definitive agreement under which Citizens will acquire Medford Bank in a cash merger transaction for $273 million, or $35 per share. Medford Bank is a $1.4 billion banking company headquartered in Medford, Massachusetts Medford is a city in Middlesex County, Massachusetts, in the United States, on the Mystic River, just a few miles north of Boston. In the 2000 census, Medford's population was 55,765. It is the home of Tufts University. . This transaction will increase Citizens' market share in Middlesex County For the traditional county of England, see Middlesex. For other uses, see Middlesex (disambiguation). Middlesex County is the name of six counties in North America:
Lawrence K. Fish, Citizens' Chairman, 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. said: "This transaction will deepen our strategic presence in Middlesex County, enhance convenience for Citizens and Medford Bank customers, and bring added value Added value in financial analysis of shares is to be distinguished from value added. Used as a measure of shareholder value, calculated using the formula:
"Medford Bank has a highly respected franchise. We look forward to bringing even greater value to Medford Bank's customers, employees and communities with this transaction," Fish added. Arthur H. Meehan, Chairman, President & CEO of Medford Bank said: "Citizens is a unique institution, combining the products and offerings of a large institution, with the services and management of an outstanding community bank. This is a "win-win" for our customers and shareholders." Arthur H. Meehan, Medford Bank's Chairman and CEO, will become a director of Citizens Bank of Massachusetts The Bank of Massachusetts, founded in 1784 in Boston, Massachusetts, was the second-oldest bank in the United States. It is a predecessor to the modern Bank of America (merged 2005), through Bank of Boston (1903), BankBoston (1996) and FleetBoston Financial (1999). . Thomas J. Hollister, President & CEO of the expanded Citizens Bank of Massachusetts said: "I look forward to welcoming Medford Bank's customers and employees to the Citizens family, and to deepening our community commitments in Middlesex County through this transaction." The transaction, subject to customary conditions, including shareholder and regulatory approval, is expected to be completed in the fourth quarter 2002. Due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired. has been completed. CIBC World Markets CIBC World Markets is the investment banking division of the Canadian Imperial Bank of Commerce. It helps governments, large companies, and other large institutions obtain capital and credit and is a primary dealer in U.S. Treasury securities. Corp. served as financial advisor to Medford Bank. Choate, Hall & Stewart provided legal counsel for Medford Bank. Citizens Financial Group, Inc. is a $53 billion commercial bank holding company headquartered in Providence, RI. It is one of the 20 largest commercial banks with more than 710 Citizens Bank branches, more than 1,495 ATMs and more than 13,000 employees in seven New England New England, name applied to the region comprising six states of the NE United States—Maine, New Hampshire, Vermont, Massachusetts, Rhode Island, and Connecticut. The region is thought to have been so named by Capt. and Mid-Atlantic states Mid-At·lan·tic States See Middle Atlantic States. Noun 1. Mid-Atlantic states - a region of the eastern United States comprising New York and New Jersey and Pennsylvania and Delaware and Maryland U.S.A. . It operates as Citizens Bank in Connecticut, Delaware, Massachusetts, New Hampshire New Hampshire, one of the New England states of the NE United States. It is bordered by Massachusetts (S), Vermont, with the Connecticut R. forming the boundary (W), the Canadian province of Quebec (NW), and Maine and a short strip of the Atlantic Ocean (E). , New Jersey, Pennsylvania and Rhode Island Rhode Island, island, United States Rhode Island, island, 15 mi (24 km) long and 5 mi (8 km) wide, S R.I., at the entrance to Narragansett Bay. It is the largest island in the state, with steep cliffs and excellent beaches. . Citizens is wholly owned by the Royal Bank of Scotland Group The Royal Bank of Scotland Group plc (LSE: RBS) is a British banking and insurance holding company based in Edinburgh, Scotland, UK.[1] It includes The Royal Bank of Scotland plc [2]) founded in 1727 by a Royal Charter of King George I. plc. For more information, please contact our website, www.citizensbank.com. Medford Bancorp, Inc. is the parent of Medford 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. , a Massachusetts chartered savings bank with over $1.4 billion in assets. The Bank offers a wide variety of services to both business and retail customers throughout eastern Massachusetts from nineteen retail-banking locations in Middlesex County. For more information, please contact our website, www.medfordbank.com. ADDITIONAL INFORMATION AND WHERE TO FIND IT Medford Bank plans to mail 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. to its stockholders containing information about the merger. Investors and stockholders of Medford Bank are advised to read the proxy statement carefully when it becomes available because it will contain important information about the merger, the persons soliciting proxies related thereto and their interests in the merger, and related matters. Investors and stockholders may obtain free copies of the proxy statement (when available) and other documents filed by Medford Bank at the Securities and Exchange Commission's website at http://www.sec.gov. Free copies of the proxy statement will also be available from Medford Bank by directing such request to the attention of Phillip Wong, Medford Bancorp, Inc., 29 High Street, 781-393-6213. INFORMATION CONCERNING PARTICIPANTS Medford Bank, its directors, executive officers and certain other members of management and employees may solicit proxies from Medford Bank's stockholders in favor of the merger. As of the date of this communication, the officers and directors of Medford Bank each beneficially own approximately 1% or less of the outstanding common stock of Medford Bank, other than Arthur H. Meehan, Paul J. Crowley, Edward J. Gaffey and Francis D. Pizzella who beneficially own approximately 3.5%, 1.4%, 1.4% and 2.3%, respectively. This press release contains certain statements that are forward-looking statements 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. The Company's actual results could differ materially from those projected in the forward-looking statements as a result, among other factors, of the risk factors set forth in its filings with the Securities and Exchange Commission and of changes in general economic condition, changes in interest rates and changes in the assumptions used in making such forward-looking statements. BUSINESS SUMMARY: Citizens Financial Group, Inc. today announced that it will acquire Medford Bancorp, Inc. This acquisition will bring Citizens Financial Group to $54.8 billion in assets. Citizens is the 18th largest bank holding company in the United States. This will be the 18th overall acquisition for Citizens Financial Group, Inc. since 1992. Medford Bancorp, Inc. is a $1.4 billion banking company headquartered in Medford, Massachusetts. It is the largest remaining publicly traded bank holding company in Middlesex County. Citizens Bank of Massachusetts will grow from $18.5 billion to $19.9 billion with this transaction, acquiring over 100,000 accounts. As a result of this transaction, Citizens market share will increase from 10% to 14% in Middlesex County.
OTHER FACTS ABOUT CITIZENS:
- #1 SBA Lender in New England
- Outstanding CRA ratings in all of our New England banks
Citizens Financial Group, Inc. is nationally ranked as follows:
- 18th largest in assets and deposits
- 4th largest in supermarket banking
- 14th largest in ATMs
- 13th largest in branches
- One of the top bond ratings among the nation's 20 largest
banks:
AA- from Standard & Poor's
Aa2 from Moody's Investor Service
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