Independent Bank, the parent company of Rockland Trust, has agreed to merge with Enterprise Bancorp, a parent company of Enterprise Bank, in a cash-stock deal valued at around $562m.
Under the agreement, Enterprise Bancorp will merge into Independent, while its subsidiary Enterprise Bank will merge into Independent Bank unit Rockland Trust.
Shareholders of Enterprise will receive 0.60 shares of Independent common stock and $2.00 in cash for each share held.
Independent expects to issue about 7.5 million shares of common stock and pay $27.1m in cash for the merger.
Independent Bank president and CEO Jeffrey Tengel said: “Enterprise Bank is the perfect merger partner for Rockland Trust, consistent with all aspects of our outstanding long-term merger track record.
“We look forward to extending Rockland Trust’s footprint in northern Massachusetts, as well as entering the New Hampshire market. Together, our combined institution will bring expanded convenience and additional products and services to the communities we are proud to serve.”
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By GlobalDataEstablished in 1989, Enterprise Bank operates 27 full-service branches in Massachusetts and New Hampshire.
Rockland Trust is planning to keep all Enterprise Bank branches open.
The transaction has received unanimous approval from both companies’ boards of directors.
Enterprise’s directors and executive officers, who own roughly 20.4% of Enterprise’s outstanding shares, have agreed to vote in favour of the merger.
The transaction is slated for completion in the second half of 2025, contingent on regulatory approvals and the green light from Enterprise shareholders.
Tengel added: “Following this merger, Rockland Trust will have approximately $25bn in assets and $8.7bn in wealth assets under administration.
“In addition to expanding our branch footprint north and into New Hampshire, this acquisition will further enhance our core deposit franchise and provide opportunities for us to introduce our full suite of banking solutions, wealth management services, and comprehensive financial advice to new businesses and households.”
Independent anticipates the deal to be nearly 16% accretive to its earnings per share in 2026. Besides, it looks to raise around $250m in subordinated debt before the closing of the deal.
Independent received financial advice from Keefe, Bruyette & Woods, a Stifel Company, with legal counsel from Simpson Thacher & Bartlett.
Enterprise was advised by Piper Sandler and secured legal counsel from Hunton Andrews Kurth.