Under terms of the agreement, each Hudson City share will receive consideration valued at 0.08403 of an M share in the form of either M stock or cash, based upon the election of each Hudson City shareholder, subject to proration as specified in the merger agreement (which provides for an aggregate split of total consideration of 60% common stock of M and 40% cash). Based on the closing price of M stock on August 24, 2012, the transaction is valued at approximately $3.7 billion. The transaction is expected to be immediately accretive to the combined company's capital ratios, capital generation and tangible book value per share, as well as its GAAP and operating earnings per share.
This merger creates tremendous opportunities to build on the successes that each company has achieved individually in its own markets," said Hudson City Chairman and CEO, Ronald E. Hermance, Jr. "Hudson City recently embarked on a diversification of our product lines and our balance sheet. This transaction accelerates that transformation. As we combine Hudson City's attractive retail network with M full service commercial banking suite, our stakeholders will participate in the growth of one of the nation's strongest and most successful banking franchises."
M which was established in 1856, and Hudson City, founded in 1868, have been serving their customers and communities for generations, and we look forward to building on that long history and tradition together in the future," said Robert G. Wilmers, M Chairman and CEO.
M will acquire Hudson City's network of 135 branch offices, which are located in New Jersey (97 branches), downstate New York (29 branches) and Fairfield County, Connecticut (9 branches). M existing branch network is adjacent to Hudson City's franchise, with very little overlap. The combined network of 870 branches will stretch from Connecticut to Virginia.
M expects to gain approximately $25 billion in deposits and $28 billion in loans from the merger (before acquisition accounting adjustments), giving M the fourth largest deposit share in New Jersey.
To the customers and communities now served by Hudson City, M brings a wider array of banking products and services," continued Wilmers. "As a thrift, Hudson City focused primarily on deposits and mortgages. After the merger is completed, M expects to repay approximately $13 billion of Hudson City's longterm borrowings by liquidating its comparably sized investment portfolio. M pro forma balance sheet will have then increased by approximately $28 billion.