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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)
February 7, 1997
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COMMISSION FILE NO.: 1-13936
BOSTONFED BANCORP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 52-1940834
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(State or other Jurisdiction of Incorporation (IRS Employer or
organization) Identification No.)
17 New England Executive Park, Burlington, Massachusetts 01803
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 273-0300
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ITEM 2. Acquisition or Disposition of Assets
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On February 7, 1997 BostonFed Bancorp, Inc. completed its acquisition of
Broadway Capital Corp. for approximately $22 million in cash.
ITEM 7. Financial Statements and Exhibits
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Attached is a copy of the press release announcing the consummation of the
acquisition of Broadway Capital Corp. by BostonFed Bancorp, Inc.. It is
impracticable at this time to provide the required financial statements and pro
forma financial information. Such statements and information will be filed as
soon as practicable but no later than 60 days from February 21, 1997.
Exhibit 99.1 Press Release dated February 14, 1997.
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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.
By: /s/ John A. Simas
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John A. Simas
Senior Vice-President and Chief
Financial Officer
Dated: February 21, 1997
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Exhibit 99.1 - PRESS RELEASE
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FOR IMMEDIATE RELEASE February 14, 1997
Contact: Amy L. Timmerman, Investor Relations - 617-221-6396
John A. Simas, SVP and CFO - 617-221-6307
FAX: (617) 221-7594
BostonFed Bancorp, Inc. announces completion of the acquisition of Broadway
Capital Corp. and intention to repurchase up to 5% of outstanding common stock.
Burlington, MA.- BostonFed Bancorp, Inc. (AMEX- BFD) ("Company") today announced
it completed as of the close of business on February 7, 1997, the acquisition of
Broadway Capital Corp., ("Broadway"), the holding company of Broadway National
Bank, Chelsea, Massachusetts, pursuant to the Agreement And Plan Of Merger By
And Between BostonFed Bancorp, Inc. and Broadway Capital Corp., dated as of the
20th of September, 1996. The total purchase price amounted to approximately
$22 million in cash. The transaction adds two banking offices north of Boston,
increasing the Company's total to 10 full service offices in the suburban area
of greater Boston.
The purchase of Broadway Capital Corp., with assets of approximately $120
million, brings the Company's total assets to approximately $940 million. The
transaction was recorded as a purchase, with the resulting goodwill amounting
to approximately $3 million. The purchase amounts to approximately 115% of
Broadway's book value on the acquisition date. The premium over book value
amounted to approximately 3% of Broadway's savings deposits at January 31, 1997.
In announcing the completion of the acquisition, the Company's Chairman and CEO
David F. Holland stated, "We expect the transaction to be immediately accretive
to earnings per share and consistent with our goal of enhancing shareholder
value."
Additionally, the Company announced it has received a no objection from the
Office of Thrift Supervision, of its intent to repurchase up to 313,015 shares,
or 5% of its outstanding common stock, commencing as soon as practicable.
Pursuant to this repurchase program, the shares will be purchased by the Company
from time to time, depending upon market conditions, in open market
transactions, provided that the repurchase program is completed by no later than
October 24, 1997. This is the second stock repurchase program undertaken by the
Company.
Mr. Holland stated, "We believe this second repurchase program will further
enhance shareholder value as such repurchases are anticipated to have a positive
effect on the earnings per share."
