The Institution for Savings in Newburyport will acquire Rockport National Bancorp in an all-cash deal slated to close in the fourth quarter of this year.
Under the agreement, Rockport’s shareholders will receive $138.58 in cash in exchange for each share of common stock. That’s about 127 percent over its most recent closing price of $60.95 per share and 193 percent of Rockport’s book value as of the close of 2013.
The Institution for Savings will also fund a charitable foundation in the amount of $2 million to benefit not-for-profit organizations in the Cape Ann Community.
"We are committed to remaining a mutually owned regional savings bank and Cape Ann and Beverly are a natural extension to our existing banking offices," Michael J. Jones, chairman, president and CEO of Institution for Savings, said in a statement. "We will continue to offer the best products and customer service in the marketplace while retaining a talented team of employees and recruiting the best banking professionals in the industry."
"The Institution for Savings has had a rich tradition of stability and charitable giving since 1820. Our four contiguous retail banking offices will provide a powerful geographic footprint for the Institution for Savings on Cape Ann and Beverly," Michael Shea, vice chairman of the board of directors of Rockport, said in the statement.
After the merger, the Institution for Savings will have 11 full-service offices in Salisbury, Newburyport, Rowley, Topsfield, Ipswich, Beverly, Rockport and Gloucester, as well as retail offices in five high schools. Presently, the Institutions for Savings has 130 full-time employees, seven offices and $1.1 billion in loans, and Rockport has 46 full-time employees, four offices and $145 million in loans.
The acquisition requires the approval of the holders of at least two-thirds of the shares of Rockport National Bancorp, as well as regulatory approvals.
Sterne, Agee & Leach acted as financial advisor to the Institution for Savings and Ostrowski & Co. acted as financial advisor to Rockport and rendered a fairness opinion to the board of directors of Rockport in conjunction with this transaction. Nutter, McClennen & Fish LLP served as legal counsel to Institution for Savings and Cranmore, FitzGerald & Meaney served as legal counsel to Rockport.
