Wellesley Bank’s holding company Wellesley Bancorp has signed an agreement to merge with Cambridge Trust’s holding company Cambridge Bancorp in an all-stock transaction valued at around $122m.
Under the terms of the deal, each share of Wellesley common stock, priced $45.54 per share, will be exchanged for 0.580 shares of Cambridge common stock.
Wellesley Bank president and CEO Thomas Fontaine said: “We are excited about the opportunity to partner with Cambridge Trust. Cambridge Trust, much like Wellesley Bank, has a genuine commitment to its clients and the community. Together, we’ll build a premier private banking and wealth management company in Greater Boston and Southern New Hampshire.”
The transaction, which adds six of Wellesley’s full-service banking offices in Norfolk, Middlesex, and Suffolk Counties, is anticipated to enhance and expand the presence of Cambridge in Greater Boston.
Also, Wellesley chairman, president and CEO Thomas Fontaine, will be appointed as the chief banking officer and director for the combined company, and two other Wellesley directors will join the Cambridge board of directors.
Both Cambridge and Wellesley offer banking and wealth management services
As Cambridge and Wellesley operate in similar service-oriented business models, offering banking and wealth management services to their clients, the combined company is expected to benefit from the enhanced scale and expanded client base to tap future growth opportunities.
Wellesley holds total assets worth around $986m, $833m gross loans, $759m deposits, and $363m wealth management assets, as of 30 September 2019.
Under the financial metrics, the combined company is anticipated to have assets valued more than $3.8bn, $3bn gross loans, $3.2bn deposits, and $3.6bn wealth management assets, upon the completion of the transaction.
The transaction is planned to be closed in the second quarter of 2020, subject to regulatory approval, Cambridge and Wellesley shareholders’ approval, and other customary closing conditions.
For the transaction, Keefe, Bruyette & Woods, served as financial advisor and Hogan Lovells served as legal counsel to Cambridge, while Sandler O’Neill + Partners served as financial advisor and Kilpatrick Townsend & Stockton served as legal counsel to Wellesley.
Cambridge Trust CEO Denis Sheahan said: “We are pleased to announce the strategic combination of Cambridge Trust and Wellesley Bank, who are both dedicated to providing individuals, families, and businesses with exceptional personal attention and custom financial solutions.
“Wellesley Bank is a well-managed, financially strong and growing company located in attractive markets. The combination strengthens the position of Cambridge Trust in Greater Boston and is a logical extension of our market. We look forward to welcoming the talented Wellesley Bank team to Cambridge Trust.”
