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Berkshire Hills Bancorp, Inc. and Brookline Bancorp, Inc. announce a Merger of Equals to create a Premier Northeast Banking Franchise
BHLBBerkshire Hills Bancorp(BHLB) Prnewswire·2024-12-16 13:30

Core Viewpoint - Berkshire Hills Bancorp and Brookline Bancorp have announced a merger agreement valued at approximately 1.1billion,creatingacombinedentitywith1.1 billion, creating a combined entity with 24 billion in assets and 148 branch offices, enhancing their scale and market presence in the Northeast [1][4]. Merger Details - The merger will involve an all-stock transaction where each Brookline share will be exchanged for 0.42 shares of Berkshire, valuing Brookline at 12.68persharebasedonBerkshiresclosingpriceof12.68 per share based on Berkshire's closing price of 30.20 on December 13, 2024 [1][10]. - Berkshire plans to raise 100millionincapitaltosupportthemerger,issuingcommonstockat100 million in capital to support the merger, issuing common stock at 29.00 per share, with the capital raise expected to close on December 19, 2024 [2]. Strategic Benefits - The merger is expected to create a $24 billion franchise, allowing for significant economies of scale, enhanced lending capacity, and improved competitive positioning across five states with limited overlap [4]. - The combined organization aims to deliver exceptional client experiences and create greater shareholder value through enhanced operational performance and strong risk management practices [5][6]. Governance and Leadership - The Board of Directors of the combined company will consist of eight directors from each institution, with David Brunelle serving as Chairperson and Paul A. Perrault as President and CEO [7][8]. - The combined bank will be structured into six regions, each led by experienced local leaders from both Berkshire and Brookline, allowing for efficient operations while maintaining local market autonomy [9]. Transaction Structure - Berkshire will be the legal acquirer, while Brookline will be treated as the accounting acquirer, consolidating existing bank charters into one Massachusetts state-chartered bank [11]. - The combined company will announce a new name and ticker symbol prior to closing, with headquarters located in Boston, MA [12]. Timeline and Approvals - The transaction is expected to close by the end of the second half of 2025, pending regulatory approvals and shareholder votes [13].