By Lisa Kerner
Charlotte, N.C., May 14 - New Community Bancorp, Inc. entered into a definitive agreement to acquire Synergy Financial Group, Inc. in a transaction valued at $168.4 million.
The agreement, unanimously approved by the boards of directors of both companies, calls for Synergy shareholders to receive 0.80 of a share of New York Community Bancorp common stock in a tax-free exchange for each share of Synergy common stock, or about $14.18 based on the May 11 closing stock price of $17.73.
Directors and certain executive officers of Synergy, collectively owning some 11.6% of its shares outstanding, agreed to vote in favor of the transaction, which is expected to close in the fourth quarter of 2007.
The transaction will add 20 branches to New York Community Bancorp's franchise of 32 branches in New Jersey. New York Community Bancorp acquired 24 of the New Jersey branches from PennFed Financial Services, Inc. on April 2.
"We are very excited by this opportunity to strengthen our presence in central New Jersey, and by the extent to which Synergy's branches complement those we acquired in our recent transaction with PennFed," New York Community Bancorp chairman, president and chief executive officer Joseph R. Ficalora said in a company news release.
"With 155 branches in New York alone, and our growing franchise in New Jersey, we are increasingly well positioned to serve our customers throughout the Metro New York region and to compete in this highly attractive marketplace."
Synergy was advised by Sandler O'Neill & Partners, LP in the transaction, and legal counsel was provided by Malizia Spidi & Fisch, PC. Bear, Stearns & Co. Inc. was adviser to New York Community Bancorp, and Muldoon Murphy & Aguggia LLP was its legal counsel.
New York Community Bancorp is based in Westbury, N.Y., and is the holding company for New York Community Bank and New York Commercial Bank.
Cranford, N.J.-based Synergy Financial Group is the holding company for Synergy Bank and Synergy Financial Services, Inc.
| Acquirer: | New Community Bancorp, Inc.
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| Target: | Synergy Financial Group, Inc.
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| Transaction value: | $168.4 million
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| Price per share: | 0.8 of a share of New York Community Bancorp, or about $14.18
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| Announcement date: | May 14
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| Expected closing: | Fourth quarter of 2007
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| Stock price for acquirer: | NYSE: NYB: $17.73 on May 11
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| Stock price for target: | Nasdaq: SYNF: $14.12 on May 11
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