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![]() Press Room | ||
![]() ![]() November 3, 2006
Bridgeport, Connecticut - People's Bank (the "Bank") (NASDAQ: PBCT) announced today that its proposed holding company, People's Financial, Inc. (the "Company"), has filed a registration statement with the United States Securities and Exchange Commission to offer for sale shares of common stock in connection with People's Mutual Holdings' and the Bank's previously announced second-step conversion. The Company expects to offer for sale between 127,500,000 and 172,500,000 shares of common stock (subject to a 15% increase to 198,375,000 shares) at a purchase price of $20.00 per share. The shares of common stock to be offered by the Company represent approximately 57.7% of the Bank’s common stock that is currently owned by People’s Mutual Holdings. At the conclusion of the conversion, the shares of the Bank’s common stock currently held by public stockholders of the Bank offering range and the corresponding exchange ratios could change as a result of regulatory review or due to updates to the independent appraisal, reflecting, among other things, changes in market conditions before or during the offering. In addition and as part of the conversion, the Company intends to contribute 2,000,000 shares of its common stock and $20 million in cash from the offering proceeds to The People’s Community Foundation, a charitable foundation to be established for the betterment of the communities which the Bank serves. The Company will offer shares of common stock in a subscription offering first to depositors of the Bank with a qualifying deposit as of June 30, 2005, second to the Company’s tax-qualified employee stock benefit plans, and then to other depositors of the Bank as of dates to be determined. The maximum amount of common stock that an individual or group may purchase is $2 million or 100,000 shares. In addition, the Company is offering any shares of Company common stock that are not subscribed for inthe subscription offering for sale to the general public in a syndicated offering. Morgan Stanley &Co. Incorporated and Ryan Beck &Co., Inc. are serving as financial advisors to the Company in connection with this transaction. Ryan Beck will act as selling agent in connection with the subscription offering on a “best efforts”basis. Morgan Stanley will serve as global coordinator and sole book-running manager and Ryan Beck will act as joint lead manager for the syndicated offering. The syndicated offering will be made on a “best efforts”basis, and accordingly none of Morgan Stanley, Ryan Beck or any other member of the syndicate will be required to purchase any shares of common stock in the syndicated offering. The offering is expected to commence in the first quarter of 2007. The Company will maintain its corporate offices in Bridgeport, Connecticut. The Bank, a well-established community financial institution serving its customers since 1842,is headquartered in Bridgeport and is one of the largest independent banks in Connecticut with more than 150 branches and over 250 ATMs. The Bank is a leader in supermarket banking with more than 70 branch offices in Super Stop &Shop locations throughout Connecticut offering 7-day, in-person banking services. The Federal Deposit Insurance Corporation insures the Bank’s deposits. Through its subsidiaries, the Bank provides brokerage and financial advisory services, asset management, equipment financing and insurance services. You may obtain the registration statement free of charge from the Securities and Exchange Commission through its website, www.sec.gov. This release may contain certain "forward looking statements"within the meaning of the Private Securities Litigation Reform Act of 1995, and may be identified by the use of such words as "believe,""expect,""anticipate,""should,""planned,""estimated,"and "potential." Examples of forward looking statements include, but are not limited to, estimates with respect to the financial condition, results of operations and business of the Company and the Bank that are subject to various factors which could cause actual results to differ materially from these estimates. These factors include, but are not limited to, general economic and market conditions, legislative and regulatory conditions, changes in interest rates that affect the Bank's interest rate spread, changes in deposit flows, loan demand or real estate values and other economic, governmental, competitive, regulatory and technological factors that may affect the Bank's operations. A registration statement relating to the securities proposed to be issued by People’s United Financial has been filed with the United States Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State. |
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