Exhibit 99.1
BERKSHIRE HILLS MAINTAINS MERGER TERMS WITH CNB FINANCIAL
Pittsfield, MA, June 1, 2009 Berkshire Hills Bancorp (BHLB) today announced that it is
maintaining its existing merger terms with CNB Financial Corp., the parent of Commonwealth National
Bank, headquartered in Worcester, Massachusetts.
On May 29, 2009, CNB announced that it is entering into discussions relating to unsolicited
acquisition proposals that it has received. CNB affirmed its existing merger agreement with
Berkshire, and stated that there can be no assurances that the unsolicited proposals will lead to
termination of the existing merger agreement or the execution of a definitive agreement with a
different party. Berkshire is an experienced acquirer and has demonstrated its ability to
consummate the transactions that it has announced.
In a release dated May 21, 2009, Berkshire and CNB announced revised terms of the merger agreement,
which was approved by the Boards of Directors of both companies. CNB stockholders would receive
0.4292 shares of Berkshire common stock for each share of CNB common stock.
Berkshire President and CEO Michael P. Daly stated, We believe that our offer to CNB is fairly
priced and that it continues to be a superior offer. The share exchange that we have agreed to
offers the best long run investment opportunity for the stockholders of CNB. While we view the
Worcester market as a natural extension of our current footprint and we remain interested in that
market, we will not price a merger or acquisition that does not deliver acceptable returns to
Berkshire stockholders. As we announced in our most recent earnings release, Berkshire is active
on several fronts in pursuing growth opportunities which we expect to deliver attractive long run
stockholder returns.
BACKGROUND
Berkshire Hills Bancorp is headquartered in Pittsfield, Massachusetts. It has $2.7 billion in
assets and is the parent of Berkshire Bank Americas Most Exciting BankSM. The
Company provides personal and business banking, insurance, wealth management, and investment
services through 48 financial centers in western Massachusetts, northeastern New York, and southern
Vermont. Berkshire Bank provides 100% deposit insurance protection, regardless of amount, based on
a combination of FDIC insurance and the Depositors Insurance Fund (DIF). For more information,
visit www.berkshirebank.com or call 800-773-5601.
|
|
|
|
|
| |
| Berkshire Hills Bancorp (BHLB)
|
|
Page 1
|
|
www.berkshirebank.com |
FORWARD LOOKING STATEMENTS
Statements in this news release regarding Berkshire Hills Bancorp that are not historical facts are
forward-looking statements. These statements reflect managements views of future events, and
involve risks and uncertainties. For a discussion of factors that could cause actual results to
differ materially from expectations, see Forward Looking Statements in the Companys 2008 Annual
Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available at the Securities and
Exchange Commissions Internet website (www.sec.gov) and to which reference is hereby made. Actual
future results may differ significantly from results discussed in these forward-looking statements,
and undue reliance should not be placed on such statements. Except as required by law, the Company
assumes no obligation to update any forward-looking statements.
###
CONTACT
David H. Gonci
Corporate Finance Officer
413-281-1973
|
|
|
|
|
| |
| Berkshire Hills Bancorp (BHLB)
|
|
Page 2
|
|
www.berkshirebank.com |