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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) August 14, 1998
HUBCO, INC.
(Exact name of registrant as specified in its charter)
New Jersey
(State or other jurisdiction of incorporation)
1-10699 22-2405746
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(Commission File Number) (IRS Employer Identification No.)
1000 MacArthur Boulevard
Mahwah, New Jersey 07430
(Address of principal executive offices)
(201) 236-2600
(Registrant's telephone number, including area code)
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Item 5. Other events.
On August 14, 1998, HUBCO, Inc. ("HUBCO") completed its previously
announced acquisitions of IBS Financial Corporation ("IBSF") and Community
Financial Holding Corporation ("CFHC"). IBSF's and CFHC's wholly owned banking
subsidiaries, Inter-Boro Savings and Loan Association (the "Association") and
Community National Bank ("CNB"), respectively, were both merged with and into
Hudson United Bank ("HUB"), HUBCO's New Jersey banking subsidiary, pursuant to
the Agreement and Plan of Merger dated as of March 31, 1998 among HUBCO, HUB,
IBSF, and the Association and an Agreement and Plan of Merger, dated as of March
2, 1998 among HUBCO, HUB, CFHC and CNB.
In the IBSF merger, each share of IBSF common stock was converted into
0.534 shares of HUBCO Common Stock. In the CFHC merger, each share of CFHC
common stock was converted into 0.695 shares of HUBCO Common Stock.
As of March 31, 1998, IBSF had consolidated assets of $752.1 million,
consolidated deposits of $575.2 million and consolidated stockholders' equity of
$130.5 million. As of March 31, 1998, CNB had total assets of $162.8 million,
total deposits of $148.6 million and total stockholders' equity of $11.7
million.
On August 21, 1998 HUBCO completed its previously announced acquisition
of Dime Financial Corporation ("DFC") and the merger of The Dime Savings Bank of
Wallingford into Lafayette American Bank, HUBCO's Connecticut banking
subsidiary, pursuant to the Agreement and Plan of Merger dated as of March 31,
1998 among HUBCO, Lafayette American Bank, DFC and The Dime Savings Bank of
Wallingford.
In the DFC merger, each share of DFC Common Stock was converted into
the right to receive 1.0815 shares of HUBCO Common Stock which reflects an
adjustment for HUBCO's recently announced 3% stock dividend.
As of March 31, 1998, DFC had consolidated assets of $1.0 billion,
consolidated deposits of $853.3 million and consolidated stockholders' equity of
$ 82.4 million.
Item 7. Exhibits.
99(a) Press Release dated August 14, 1998
99(b) Press Release dated August 21, 1998
99(c) Agreement and Plan of Merger dated as of March 31, 1998 among
HUBCO, Inc., Hudson United Bank, IBS Financial Corporation and
Inter-Boro Savings and Loan Association (*Exhibit 99.2 to the
March 31, 1998 Form 8-K)
99(d) Agreement and Plan of Merger dated as of March 2, 1998 among
HUBCO, Inc., Hudson United Bank, Community Financial Holding
Company and Community National Bank. **(Exhibit 2(a) to the
April 2, 1998 Form 8-K).
99(e) Agreement and Plan of Merger dated as of March 31, 1998 among
HUBCO, Inc., Lafayette American Bank, Dime Financial
Corporation and The Dime Savings Bank of Wallingford. (***
Exhibit 99.4 to the March 31, 1998 Form 8-K)
* This exhibit was previously filed as an exhibit to the registrant's Form 8-K
filed with the Commission on March 31, 1998 and thus is not included in this
filing.
** This exhibit was previously filed as an exhibit to the registrant's Form 8-K
filed with the Commission on April 2, 1998 and thus is not included in this
filing.
*** This exhibit was previously filed as an exhibit to the registrant's Form 8-K
filed with the Commission on March 31, 1998 and thus is not included in this
filing.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registration has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.
HUBCO, INC.
D. LYNN VAN BORKULO-NUZZO
Dated: August 27, 1998 By: __________________________
D. Lynn Van Borkulo-Nuzzo
Executive Vice President and
Corporate Secretary
HUBCO, INC.
1000 MacArthur Blvd.
Mahwah, NJ 07430
(NASDAQ: HUBC)
AT THE COMPANY: AT THE FINANCIAL RELATIONS BOARD, INC.
Kenneth T. Neilson, Chairman Kerry Thalheim/Regina Lenihan
Pres. & CEO - (201) 236-2631 675 Third Avenue
D. Lynn Van Borkulo-Nuzzo New York, NY 10017
Executive Vice President (212) 661-8030
(201) 236-2641
FOR IMMEDIATE RELEASE
August 14, 1998
HUBCO, INC. COMPLETES IBS AND CNB MERGERS
Mahwah, New Jersey, August 14, 1998 - HUBCO, Inc. (NASDAQ:HUBC) today closed its
acquisitions of IBS Financial Corporation (NASDAQ:BSF) and Community Financial
Holding Corporation (NASDAQ:CMFH). The bank subsidiaries of these institutions,
Inter-Boro Savings and Loan Association and Community National Bank,
respectively, were both merged with and into Hudson United Bank, HUBCO's New
Jersey banking subsidiary.
For HUBCO, Inc. these acquisitions provide a stronghold in the increasingly
competitive market of southern New Jersey further strengthening the Hudson
United Bank franchise. Hudson United Bank has branches throughout Atlantic,
Bergen, Burlington, Camden, Essex, Gloucester, Hudson, Hunterdon, Middlesex,
Morris, Ocean, Passaic, Somerset, Union and Warren counties.
In addition to Hudson United Bank, HUBCO, Inc. is the bank holding company for
Lafayette American Bank which operates in Connecticut and Bank of the Hudson
which operates in New York. HUBCO has a pending merger with Dime Financial
Corporation of Wallingford. Connecticut.
HUBCO, INC.:
Kenneth T. Neilson, Chairman Joseph F. Hurley
President & CEO Executive Vice President & CFO
(201) 236-2631 (201) 236-6141
FOR IMMEDIATE RELEASE
August 21, 1998
HUBCO, INC. COMPLETES DIME FINANCIAL CORPORATION MERGER
Mahwah, New Jersey, August 21, 1998 -- HUBCO, Inc. (NASDAQ:HUBC) today closed
its acquisition of Dime Financial Corporation (NASDQ:DIBK) and the merger of The
Dime Savings Bank of Wallingford into Lafayette American Bank, HUBCO's
Connecticut banking subsidiary. In the Merger each share of Dime Financial
common stock will be converted into the right to receive 1.0815 share of HUBCO's
common stock which reflects an adjustment for HUBCO's recently announced 3%
stock dividend. This merger reinforces Lafayette American Bank's position as one
of the leading financial service providers in the state.
In addition to Lafayette American Bank, HUBCO's presence in the Tri-state area
is fortified by its New Jersey and New York subsidiaries, Hudson United Bank and
Bank of the Hudson, respectively. All three banks provide a full complement of
commercial and consumer banking services delivered with the personalized service
of a true community bank.
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