- Filing of certain prospectuses and communications in connection with business combination transactions (425)
June 28 2011 - 1:41PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of
1934
Date of Report (Date of earliest event reported) June 28, 2011 (June 27, 2011)
Peoples United Financial, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33326
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20-8447891
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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850 Main Street, Bridgeport, CT
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06604
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code (203) 338-7171
Not Applicable
(Former name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
x
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On June 27, 2011, the
Office of the Massachusetts Commissioner of Banks and the Massachusetts Board of Bank Incorporation notified Peoples United Financial, Inc. (
Peoples United
) and its wholly-owned subsidiary, Peoples United Bank
(the
Bank
), that they had approved the proposed merger of Danversbank with and into the Bank (the
Danvers Merger
) and the related merger of Danvers Bancorp, Inc. (
Danvers
) with and into
Peoples United. The transactions are expected to close on June 30, 2011 with an effective time of 12:01 a.m. on July 1, 2011.
A copy of the press release dated June 28, 2011 relating to the approvals and anticipated closing date is attached as Exhibit 99.1 to this report
and is incorporated herein by reference.
On June 28, 2011, Peoples United issued a press release announcing the merger
consideration to be received by Danvers shareholders in connection with the merger, based on final election results and application of the proration provisions set forth in the merger agreement. A copy of the press release is attached as Exhibit
99.2 to this report and is incorporated herein by reference.
Item 9.01.
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Financial Statements and Exhibits
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(c)
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The following Exhibit is filed herewith.
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Exhibit
No.
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Description
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99.1
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Press Release dated June 28, 2011 re Approvals and Closing Date
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99.2
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Press Release dated June 28, 2011 re Merger Consideration
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Peoples United Financial, Inc.
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(Registrant)
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Date: June 28, 2011
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By:
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/s/ Eric J. Appellof
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(Signature)
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Name:
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Eric J. Appellof
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Title:
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Assistant Secretary
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EXHIBIT INDEX
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Exhibit
No.
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Description
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Page
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99.1
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Press Release dated June 28, 2011 re Approvals and Closing Date
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99.1-1
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99.2
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Press Release dated June 28, 2011 re Merger Consideration
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99.2-1
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