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
AUGUST 4. 1997
(Date of earliest event reported)
NEW ENGLAND COMMUNITY BANCORP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-14550 06-1116165
(Commission File Number) (IRS Employer Identification No. )
POST OFFICE BOX 130, OLD WINDSOR MALL. WINDSOR, CONNECTICUT 06095
(Address of principal executive offices)
(860) 610-3600
(Registrant's telephone number, including area code)
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Form 8-K, Current Report
New England Community Bancorp, Inc.
Commission File No. 0-14550
Item 5. Other Events.
a.) Special Meeting of Stockholders
At a special meeting of Stockholders of New England Community Bancorp, Inc.
("NECB") held on July 28. 1997, Stockholders voted to approve the acquisition of
First Bank of West Hartford ("First Bank") by NECB. On the same day the
shareholders of First Bank also approved the transaction. In addition, both the
Federal Deposit Insurance Corporation and the Banking Commissioner of the State
of Connecticut have approved the transaction. The transaction, which will be
accounted for as a pooling of interests, is scheduled to close on August 7,
1997.
Under the terms of the Agreement, First Bank shareholders will receive 0.62
of a share of common stock of NECB in exchange for each share of First Bank
common stock. NECB plans to merge the resources of First Bank with its
Connecticut bank subsidiary, New England Bank & Trust Company ("NEBT"), after
which it will be operated as a branch office of that Bank.
In a related event NEBT announced its intention to consolidate its existing
West Hartford Office, located at 55 South Main Street, into the former Main
Office of First Bank located at 1013 Farmington Avenue. This consolidation is
expected to be completed by September 1, 1997.
NEW ENGLAND COMMUNITY BANCORP, INC.
Date: August 4, 1997 By: /s/ Anson C. Hall
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Anson C. Hall
Vice President and Treasurer
(principal financial officer)
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c. Exhibits.
Exhibit No. Description
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99.1 Joint press release of NECB and FBWH dated July 28, 1997
99.2 NECB press release dated August 4, 1997
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Exhibit 99.1
NEW ENGLAND COMMUNITY FIRST BANK OF WEST
BANCORP, INC. HARTFORD
176 Broad Street 1013 Farmington Ave
Windsor, CT 06095 West Hartford, CT 06107
CONTACT: David A. Lentini CONTACT: Dennis T. Cardello
(860) 683-4601 (860) 561-4620
SHAREHOLDERS OF NEW ENGLAND COMMUNITY BANCORP, INC.
AND FIRST BANK OF WEST HARTFORD APPROVE ACQUISITION PLAN
WINDSOR. CT, and WEST HARTFORD. CT, (July 28,1997 10:AM)--New England Community
Bancorp, Inc. (NASDAQ: NECB) and First Bank of West Hartford announced today
that the shareholders of both institutions had approved the acquisition of First
Bank by NECB. At separate meetings held today, the shareholders of the two
companies overwhelmingly approved the transaction. Under terms of the agreement,
which was announced in February, shareholders of First Bank will receive 0.62
shares of NECB common stock for each share of First Bank common stock.
NECB plans to merge the resources of First Bank with its subsidiary, New England
Bank, after which it will bc operated as a branch office of that Bank.
NECB President and CEO stated that the acquisition of First Bank is an important
addition to the NECB franchise. "Ranked among the top three SBA lenders in
Connecticut," he commented, "First Bank brings both know-how and preferred
lender status into our organization." He went on to say that this added
capability will be available to aid borrowers throughout our entire market area.
"This is especially important now with so much of Connecticut's economic growth
seeming to come from smaller and start up businesses. As a Community banking
organization, we believe that expanding our ability to assist in this growth
will play an important role in our own success."
The transaction has been approved by the FDIC and is expected to close in early
August following receipt of approval of the Connecticut Department of Banking.
The total assets of NECB following the completion of the acquisition will be
approximately $520 million. NECB will have total equity capital of approximately
$52 million.
When the transaction has been completed Dennis T. Cardello, President of First
Bank, will become a Senior Vice President of NECB's subsidiary, New England
Bank, and will assume responsibility for that company's branch banking
activities. Brian J. Hull, First Bank CFO, will leave the company to assume an
important role at another financial institution.
First Bank's President Cardello remarked that joining with New England Bank will
bring new technologies and products to the customers of his bank. "Our customers
will now have access to more locations for their banking transactions," he
added.
In a related event New England Bank announced its intention to consolidate
its existing West Hartford Office, located at 55 South Main Street, into the
former Main Office of First Bank located at 10 13 Farmington Avenue. This
consolidation is expected to be completed by September 1st.
NECB. with headquarters in Windsor, Connecticut, is the parent company of
The Equity Bank of Wethersfield, Connecticut, and New England Bank with branches
in Canton, East Windsor, Ellington, Enfield, Manchester(2), Somers, Suffield,
West Hartford, and Windsor(2), Connecticut.
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Exhibit 99.2
CONTACT: Anson C. Hall
Vice President and Chief Financial Officer
(860) 683-46 10
New England Community Bancorp Receives
Approval for Acquisition
WINDSOR, CT, August 4, 1997 - New England Community Bancorp, Inc. (Nasdaq:
"NECB"), the parent Company of The Equity Bank and New England Bank, received
approval from the State Banking Commissioner to acquire First Bank of West
Hartford ("First Bank"). The transaction--which was previously approved by the
FDIC and overwhelmingly approved the shareholders of both NECB and First
Bank--is scheduled to close August 7, 1997.
Following the completion of the acquisition, NECB plans to merge the resources
of First Bank with its subsidiary, New England Bank, after which it will be
operated as a branch office of that Bank.
