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 7, 1997
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(Date of earliest event reported)
New England Community Bancorp, Inc.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
0-14550 06-1116165
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(Commission File Number) (IRS Employer Identification No.)
Post Office Box 130, Old Windsor Mall, Windsor, Connecticut 06095
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(Address of principal executive offices)
(860) 610-3600
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(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 2. Acquisition or Disposition of Assets.
Pursuant to the terms of the Plan and Agreement of Reorganization (the
"Agreement"), dated February 25, 1997, by and among New England Community
Bancorp, Inc. ("NECB"), NECB's Connecticut banking subsidiary, New England Bank
& Trust Company ("NEBT"), and First Bank of West Hartford ("FBWH"), a
Connecticut charted commercial bank, on Thursday, August 7, 1997 (the "Effective
Time"), NECB acquired all of the issued and outstanding common stock, $0.01 par
value, of FBWH ("FBWH Common Stock").
At the Effective Time, each share of FBWH Common Stock outstanding immediately
prior to the Effective Time (excluding shares held by NECB) was converted into
the right to receive 0.62 shares of common stock, $0.10 par value, of NECB
("NECB Common Stock") (the "Per Share Consideration"). Each share of FBWH Common
Stock which was beneficially owned by NECB prior to the Effective Time will be
canceled and retired and no right to receive the Per Share Consideration shall
arise with respect thereto.
Stock options which, as of the Effective Time, were outstanding and fully vested
and exercisable as to all of the shares of FBWH Common Stock that are subject to
such option (including options that become exercisable as a result of the
transaction contemplated by the Agreement) (each, a "Vested Stock Option") shall
be converted at the Effective Time into NECB Common Stock in accordance with a
formula set forth in the Agreement, to the extent permitted under the FBWH Stock
Option Plans and the Agreement pursuant to which such Vested Stock Options were
granted.
At the Effective Time, FBWH was merged with and into NEBT.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) It is impracticable to provide in this filing the financial
statements required by this item. Such statements will be
provided on or before October 21, 1997.
(b) It is impracticable to provide in this filing the pro forma
financial information required by this item. Such information
will be provided on or before October 21, 1997.
(c) Exhibits
Exhibit No. Description
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2 Plan and Agreement of Reorganization,
dated February 25, 1997 (Incorporated
by reference to Appendix A to NECB's
registration statement on Form S-4,
File No. 333-30177
99 Press release dated August 7, 1997.
New England Community Bancorp, Inc.
Date: August 15, 1997 By: /s/ Anson C. Hall
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Anson C. Hall
Vice President and Treasurer
(principal financial officer)
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Exhibit Index
Exhibit No. Description Page
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2 Plan and Agreement of Reorganization,
dated February 25, 1997 (Incorporated
by reference to appendix A to NECB's
registration statement on Form S-4,
File No. 333-30177
99 Press release dated August 7, 1997
Exhibit 99
NEW ENGLAND COMMUNITY BANCORP, INC.
P.O. Box 130
Windsor, CT 06095
Immediate Release
CONTACT: Anson C. Hall
Vice President and Chief Financial Officer
860-683-4610
NEW ENGLAND COMMUNITY BANCORP COMPLETES ACQUISITION OF
FIRST BANK OF WEST HARTFORD
WINDSOR, CT, August 7, 1997--New England Community Bancorp, Inc. (NASDAQ: NECB),
the parent of New England Bank (Windsor, Connecticut) and The Equity Bank
(Wethersfield, Connecticut), today completed the acquisition of First Bank of
West Hartford ("First Bank"). This is the third acquisition completed by NECB in
the past three years and increases the Company's total assets to approximately
$520 million. Effective August 8, 1997, First Bank's office will open as a
branch of New England Bank.
Under the terms of the agreement, shareholders of First Bank received 0.62
shares of New England Community Bancorp Common Stock in exchange for each share
of First Bank Common Stock owned.
The Company will account for the acquisition using pooling-of-interests method
of accounting. Under this method, the recorded assets and liabilities of First
Bank will be carried forward to NECB at their recorded amounts. In addition, all
subsequent financial statements will be presented as though the companies had
been combined as of the earliest period presented.
STATISTICAL SUMMARY
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(thousands of dollars,
except per share data)
NECB First Bank
data as of June 30, 1997 --------------------------------------
Total Assets $438,109 $83,168
Total Loans $293,562 $48,781
Total Deposits $381,390 $69,354
Total Capital $42,413 $9,159
Shares Outstanding 3,667 1,543
Book value per share $11.43 $5.93
New England Community Bancorp, Inc. is the parent Company of The Equity Bank and
New England Bank. Equity Bank is located in Wethersfield, Connecticut. New
England Bank is headquartered in Windsor, Connecticut, and operates twelve
banking centers servicing the communities of Canton, East Windsor, Ellington,
Enfield, Manchester (2), Poquonock, Somers, Suffield, West Hartford and Windsor,
Connecticut.
