Investigation Overview
An investigation on behalf of investors, who currently hold shares of BSB Bancorp, Inc. (NASDAQ: BLMT), was announced concerning whether the takeover of BSB Bancorp, Inc. is unfair to NASDAQ: BLMT stockholders.
The investigation by a law firm concerns whether certain officers and directors of BSB Bancorp, Inc. breached their fiduciary duties owed to NASDAQ: BLMT investors in connection with the proposed acquisition.
Belmont, MA based BSB Bancorp, Inc. operates as the holding company for Belmont Savings Bank that provides commercial and retail banking services to small businesses, municipalities, nonprofit organizations, and other customers in the United States. On November 27, 2018, People's United Financial, Inc. (NASDAQ: PBCT), the holding company for Peoples United Bank, N.A., announced an agreement to acquire BSB Bancorp, Inc. (NASDAQ: BLMT), the holding company for Belmont Savings Bank, a state-chartered savings bank headquartered in Belmont, Massachusetts, in a 100% stock transaction valued at approximately $327 million. Under the terms of the agreement, which has been approved by both companies' boards of directors, BSB Bancorp, Inc. stockholders will receive 2.0 shares of Peoples United Financial stock for each BSB Bancorp, Inc. share. The transaction is valued at $32.42 per BSB Bancorp, Inc. share, based on the closing price of People's United's common stock on November 26, 2018.
However, given that in the open market NASDAQ: BLMT shares reached as high as $36.20 per share in June 2018, the investigation concerns whether the offer is unfair to NASDAQ: BLMT stockholders. More specifically, the investigation concerns whether the BSB Bancorp Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
BSB Bancorp, Inc. reported that its annual Total Revenue rose from $47.75 million in 2016 to $56.95 million in 2017 and that its Net Income increased from $11.98 million in 2016 to $14.38 million in 2017.