• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
PublishDashboard
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlertsPublish with Us
    Company
    AboutQuantisnow PlusContactJobsAI employees
    Legal
    Terms of usePrivacy policyCookie policy

    HoldCo Comments on Boston Private's Adjournment of Special Meeting Without Requisite Vote to Approve SVB Merger

    4/27/21 6:22:00 PM ET
    $BPFH
    Major Banks
    Finance
    Get the next $BPFH alert in real time by email

    Affirms HoldCo's View that the Merger Grossly Undervalues BPFH

    Adjournment Reflects Yet Another Shameless Attempt by BPFH to Utilize Corporate Machinery to Force the Merger on Shareholders

    Additional Materials Available at www.BPValue.com

    HoldCo Asset Management, LP and its managed funds (collectively, "HoldCo"), which own 4,049,816 shares of common stock of Boston Private Financial Holdings, Inc. (NASDAQ:BPFH) ("Boston Private," "BPFH," or the "Company"), representing approximately 4.9% of the Company's outstanding shares, today issued the following statement on BPFH's manipulative tactics to delay the shareholder vote tally at the Company's special meeting of shareholders (the "Special Meeting") to vote on the proposed merger (the "Merger") with SVB Financial Group ("SVB").

    HoldCo believes today's Special Meeting adjournment clearly demonstrates shareholders' expectation for a better offer that fairly values the BPFH franchise. We also view the adjournment as a shameless maneuver by the BPFH Board of Directors (the "Board") to manipulate the voting process in order to force through a Merger that grossly undervalues the Company. We continue to believe that BPFH shareholders can and should expect more value, whether from SVB or one of many potential buyers that we believe would be interested in acquiring the Company. Indeed, based on Boston Private's own disclosures combined with HoldCo's calculations, it appears that SVB itself was clearly willing to suffer materially greater dilution than the current deal terms in early September when SVB's CEO Greg Becker provided BPFH CEO Anthony DeChellis with a valuation implying an exchange ratio over 20% higher than what is currently on the table1.

    We encourage other BPFH shareholders to join us in opposing the Merger and sending an unequivocal message to the boards of both BPFH and SVB that BPFH's shareholders demand an adequate price in order to approve the Merger, and that they refuse to allow SVB and BPFH management to reap the lion's share of the Merger benefits.

    As of yesterday's close, BPFH is the lowest valued bank of its self-identified wealth-focused peer group2 (excluding banks greater than $40 billion of assets), even after including the so-called "premium" from SVB:

    Peer Wealth-Focused Banks
    Price /
    Company Ticker TBV
    Boston Private Financial Holdings, Inc. BPFH 1.57x
    Provident Financial Services, Inc. PFS 1.59x
    First Midwest Bancorp, Inc. FMBI 1.64x
    First Foundation Inc. FFWM 1.72x
    Washington Trust Bancorp, Inc. WASH 1.95x
    Bryn Mawr Bank Corporation BMTC 2.10x
    Independent Bank Corp. INDB 2.31x
    Commerce Bancshares, Inc. CBSH 2.88x
    Peer Median 1.95x
    Peer Average 2.03x
    Source: Company filings and S&P Global Market Intelligence.
    Note: Excludes peer wealth-focused banks > $40Bn of assets.

    In addition, since the Merger announcement, three other Greater Boston-based banks and / or wealth-focused banks have sold at substantially higher valuations (as of deal announcement date) than BPFH (in bold below):

    Recent Acquisitions of Greater Boston-Based and/or Wealth-Focused Banks Since 1/1/2021
    ($ in MM) Date Announced Deal Value
    Acquiror / Target Announced Total P / TBV MSA
    SVB Financial Group/Boston Private Financial Holdings 1/04/21

    900

    1.15x Boston-Cambridge-Newton, MA-NH
    WSFS Financial Corporation/Bryn Mawr Bank Corp. 3/10/21

    976

    2.29x Phil.-Camden-Wilmington, PA-NJ-DE-MD
    Eastern Bankshares, Inc./Century Bancorp, Inc. 4/07/21

    642

    1.75x Boston-Cambridge-Newton, MA-NH
    Independent Bank Corp./Meridian Bancorp, Inc. 4/22/21

    1,147

    1.50x Boston-Cambridge-Newton, MA-NH
    Source: Company filings and S&P Global Market Intelligence as of 4/27/2021.

    HoldCo believes that a NO vote will send a loud message to the boards of SVB and BPFH that the current terms are unacceptable and that a higher price will be required to win BPFH shareholder support.

    About HoldCo Asset Management

    HoldCo Asset Management, LP is an investment adviser located in New York City. HoldCo was founded by Vik Ghei and Misha Zaitzeff. HoldCo currently has over $1 billion in regulatory assets under management.

    HoldCo is being represented by the law firm Olshan Frome Wolosky LLP.

    CERTAIN INFORMATION CONCERNING PARTICIPANTS

    HoldCo Opportunities Fund III, L.P. ("HoldCo Fund"), together with the participants named herein (collectively, "HoldCo"), intends to file a preliminary proxy statement with the Securities and Exchange Commission to be used to solicit votes for the election of its slate of director nominees at the 2021 annual meeting of shareholders of Boston Private Financial Holdings, Inc., a Massachusetts corporation (the "Company"), and has filed a definitive proxy statement and accompanying GOLD proxy card with the Securities and Exchange Commission to be used to solicit votes to oppose the merger between the Company and SVB Financial Group, a Delaware corporation, at the special meeting of shareholders of the Company.

    HOLDCO STRONGLY ADVISES ALL SHAREHOLDERS OF THE COMPANY TO READ EACH THE PROXY STATEMENTS AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC'S WEBSITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THE PROXY SOLICITATIONS WILL PROVIDE COPIES OF THE PROXY STATEMENTS WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE PARTICIPANTS' PROXY SOLICITOR.

    The Participants in the proxy solicitation with regard to the Annual Meeting are anticipated to be HoldCo Fund, VM GP VII LLC ("VM GP VII"), HoldCo Asset Management, LP ("HoldCo Asset Management"), VM GP II LLC ("VM GP II"), Vikaran Ghei, Michael Zaitzeff, Jeita L. Deng, Merrie S. Frankel and Laurie M. Shahon. The Participants in the proxy solicitation with regard to the Special Meeting are anticipated to be HoldCo Fund, VM GP VII, HoldCo Asset Management, VM GP II, Vikaran Ghei and Michael Zaitzeff.

    As of the date hereof, HoldCo Fund directly owned 4,049,816 shares of Common Stock, par value $1.00 per share, of the Company (the "Common Stock"). As the general partner of HoldCo Fund, VM GP VII may be deemed to beneficially own the 4,049,816 shares of Common Stock owned directly by HoldCo Fund. As the investment manager of HoldCo Fund, HoldCo Asset Management may be deemed to beneficially own the 4,049,816 shares of Common Stock owned directly by HoldCo Fund. As the general partner of HoldCo Asset Management, VM GP II may be deemed to beneficially own the 4,049,816 shares of Common Stock owned directly by HoldCo Fund. As Members of each of VM GP VII and VM GP II, each of Messrs. Ghei and Zaitzeff may be deemed to beneficially own the 4,049,816 shares of Common Stock owned directly by HoldCo Fund. As of the date hereof, none of Mses. Deng, Frankel or Shahon beneficially own any securities of the Company.

    (1)

    https://www.sec.gov/Archives/edgar/data/821127/000119312521084509/d97737ddefm14a.htm (see page 50). SVB provided a valuation of $9.25 per share in early September ("Mr. Becker again described SVB Financial's interest in acquiring Boston Private for primarily stock consideration and indicated that, in connection with such a transaction, SVB Financial might be willing to value Boston Private at…approximately $9.25 per share"), which implies an all-stock exchange ratio of 0.0365 based on SVB's closing price of $253.38 on 9/8/2020 (date selected by HoldCo due to lack of specific date disclosure by BPFH). The value of the merger consideration was $10.93 on 1/4/2021, implying an all-stock exchange ratio of 0.0282 based on SVB's closing price of $387.34, a 23% decline vs. the 0.0365 exchange ratio in early September.

    (2)

    https://www.sec.gov/Archives/edgar/data/821127/000082112719000055/investorday.htm (see slide 23)

     

    View source version on businesswire.com: https://www.businesswire.com/news/home/20210427006181/en/

    Get the next $BPFH alert in real time by email

    Chat with this insight

    Save time and jump to the most important pieces.

    Recent Analyst Ratings for
    $BPFH

    DatePrice TargetRatingAnalyst
    More analyst ratings

    $BPFH
    Insider Trading

    Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

    See more
    • SEC Form 4: Almy Maura returned 3,355 units of Common Stock to the company, closing all direct ownership in the company

      4 - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Issuer)

      7/6/21 6:47:15 PM ET
      $BPFH
      Major Banks
      Finance
    • SEC Form 4 filed by Boston Private Financial Holdings, Inc.

      4 - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Issuer)

      7/6/21 6:46:39 PM ET
      $BPFH
      Major Banks
      Finance
    • SEC Form 4: MacDonald W. Timothy returned 104,354 units of Common Stock to the company, closing all direct ownership in the company

      4 - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Issuer)

      7/6/21 6:45:40 PM ET
      $BPFH
      Major Banks
      Finance

    $BPFH
    SEC Filings

    See more
    • SEC Form 15-12B filed by Boston Private Financial Holdings, Inc.

      15-12B - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Filer)

      7/15/21 5:02:00 PM ET
      $BPFH
      Major Banks
      Finance
    • SEC Form EFFECT filed by Boston Private Financial Holdings, Inc.

      EFFECT - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Filer)

      7/9/21 12:15:25 AM ET
      $BPFH
      Major Banks
      Finance
    • SEC Form EFFECT filed by Boston Private Financial Holdings, Inc.

      EFFECT - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Filer)

      7/9/21 12:15:46 AM ET
      $BPFH
      Major Banks
      Finance

    $BPFH
    Press Releases

    Fastest customizable press release news feed in the world

    See more
    • Cerence Set to Join S&P MidCap 400; Adtalem Global Education to Join S&P SmallCap 600

      NEW YORK, July 1, 2021 /PRNewswire/ -- Cerence Inc (NASD: CRNC) will replace Adtalem Global Education Inc. (NYSE:ATGE) in the S&P MidCap 400 and Adtalem Global Education will replace Boston Private Financial Holdings Inc. (NASD: BPFH) in the S&P SmallCap 600 effective prior to the opening of trading on Wednesday, July 7. S&P 500 constituent SVB Financial Group (NASD: SIVB) completed its acquisition of Boston Private Financial Holdings today. Following is a summary of the changes that will take place prior to the open of trading on the effective date: Effective Date Index Name       Action Company Name Ticker GICS Sector July 7, 2021 S&P MidCap 400 Addition Cerence CRNC Information Technolog

      7/1/21 6:20:00 PM ET
      $SPGI
      $ATGE
      $BPFH
      $CRNC
      Finance: Consumer Services
      Finance
      Other Consumer Services
      Real Estate
    • KBW Announces Index Rebalancing for Second-Quarter 2021

      NEW YORK, June 11, 2021 (GLOBE NEWSWIRE) -- Keefe, Bruyette & Woods, Inc., a leading specialist investment bank to the financial services and fintech sectors, and a wholly owned subsidiary of Stifel Financial Corp. (NYSE:SF), announces the upcoming index rebalancing for the second quarter of 2021. This quarter, there are constituent changes within two of our indexes: the KBW Nasdaq Financial Technology Index (TICKER:KFTX, NASDAQ:FTEK) and the KBW Nasdaq Regional Banking Index (TICKER:KRX, NASDAQ:KBWR). These  changes  will  be  effective  prior  to  the  opening  of  business  on  Monday, June 21, 2021. As part of this rebalancing, below are the component level changes across vari

      6/11/21 9:00:00 PM ET
      $Z
      $INDB
      $KBWD
      $KBWR
      Business Services
      Consumer Discretionary
      Major Banks
      Finance
    • Boston Private 2021 "Why of Wealth" Study Reveals Generational Differences in Definition of Wealth

      Study further examines the impact of Covid-19 on perceptions and uses of wealth Boston Private, a leading provider of integrated wealth management, trust and banking services, today released its 2021 "Why of Wealth" study, a comprehensive report that delves into the emotional dimensions of wealth, a continuation of the same topics explored in the 2018 edition of the survey. Importantly, the survey examines how perceptions of wealth differ by generation, and how those perceptions shifted during the Covid-19 pandemic. The "Why of Wealth" survey found that there are significant differences in the ways individuals across age groups understand and define wealth: Millennials define wealth as:

      5/24/21 9:00:00 AM ET
      $BPFH
      Major Banks
      Finance

    $BPFH
    Financials

    Live finance-specific insights

    See more
    • KBW Announces Index Rebalancing for Second-Quarter 2021

      NEW YORK, June 11, 2021 (GLOBE NEWSWIRE) -- Keefe, Bruyette & Woods, Inc., a leading specialist investment bank to the financial services and fintech sectors, and a wholly owned subsidiary of Stifel Financial Corp. (NYSE:SF), announces the upcoming index rebalancing for the second quarter of 2021. This quarter, there are constituent changes within two of our indexes: the KBW Nasdaq Financial Technology Index (TICKER:KFTX, NASDAQ:FTEK) and the KBW Nasdaq Regional Banking Index (TICKER:KRX, NASDAQ:KBWR). These  changes  will  be  effective  prior  to  the  opening  of  business  on  Monday, June 21, 2021. As part of this rebalancing, below are the component level changes across vari

      6/11/21 9:00:00 PM ET
      $Z
      $INDB
      $KBWD
      $KBWR
      Business Services
      Consumer Discretionary
      Major Banks
      Finance
    • Boston Private Reports First Quarter 2021 Results

      First Quarter 2021 Highlights include: Net income of $10.7 million, or $0.13 per diluted share Return on average common equity (non-GAAP) of 4.9% Return on average tangible common equity (non-GAAP) of 5.6% Average total deposits of $8.8 billion, a 24% increase year-over-year Average total loans of $7.1 billion, a 1% increase year-over-year Total assets under management/advisory ("AUM") of $17.2 billion, a 19% increase year-over-year driven by favorable market action Total provision credit of $9.0 million Boston Private Financial Holdings, Inc. (NASDAQ:BPFH) (the "Company" or "Boston Private") today reported first quarter 2021 Net income attributable to the Company of $10.7 m

      4/22/21 4:30:00 PM ET
      $BPFH
      Major Banks
      Finance
    • Boston Private Reports Fourth Quarter and Full Year 2020 Results

      BOSTON--(BUSINESS WIRE)--Boston Private Financial Holdings, Inc. (NASDAQ: BPFH) (the “Company” or “Boston Private”) today reported fourth quarter 2020 Net income attributable to the Company of $25.0 million, compared to $22.7 million for the third quarter of 2020 and $21.2 million for the fourth quarter of 2019. Fourth quarter 2020 Diluted earnings per share were $0.30, compared to $0.28 in the third quarter of 2020 and $0.26 in the fourth quarter of 2019. "Fourth quarter 2020 results were positively impacted by a release from our allowance for loan losses and Paycheck Protection Program revenue, while strong deposit growth enhanced on-balance sheet liquidity," said Anthony DeChe

      1/21/21 4:45:00 PM ET
      $BPFH
      Major Banks
      Finance

    $BPFH
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    See more
    • SEC Form SC 13G/A filed

      SC 13G/A - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Subject)

      2/12/21 3:55:03 PM ET
      $BPFH
      Major Banks
      Finance
    • SEC Form SC 13G/A filed

      SC 13G/A - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Subject)

      2/10/21 10:39:36 AM ET
      $BPFH
      Major Banks
      Finance
    • SEC Form SC 13G/A filed

      SC 13G/A - BOSTON PRIVATE FINANCIAL HOLDINGS INC (0000821127) (Subject)

      2/8/21 10:17:35 AM ET
      $BPFH
      Major Banks
      Finance