ROCKLAND, Mass. – Independent Bank Corp., the parent of Rockland Trust Co., is acquiring Lowell, Mass.-based Enterprise Bancorp Inc., parent of Enterprise Bank and Trust Co., in a cash and stock deal valued at about $562 million, the two bank companies announced on Monday.
Rockland Trust has numerous branch locations in Bristol County, Mass., and also operates a commercial lending center and investment office in Providence.
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As of the end of the third quarter, Rockland Trust had $19.4 billion in total assets, while Enterprise Bank had $4.7 billion.
Rockland Trust said the transaction would allow the bank to expand into northern Massachusetts and southern New Hampshire.
“Enterprise Bank is the perfect merger partner for Rockland Trust, consistent with all aspects of our outstanding long-term merger track record,” said Jeffrey Tengel, Independent Bank Corp. CEO and president. “Both institutions believe that banking is about making a meaningful, positive difference in the lives of local families and businesses.”
Under the deal, Enterprise shareholders will receive 0.60 shares of Independent common stock and $2 in cash for each share of Enterprise common stock they hold. The banks said the transaction is intended to qualify as a tax-free reorganization for federal income tax purposes and to provide a tax-free exchange for Enterprise shareholders for the Independent common stock portion of the merger consideration they will receive.
Independent expects to issue about 7.5 million shares of common stock and to pay $27.1 million in cash. The merger is expected to close in the second half of 2025 if it receives approvals from Enterprise shareholders and regulators. No vote of Independent shareholders is required.
The board of directors for each company has unanimously approved the transaction. Enterprise’s directors and executive officers who currently own about 20.4% of Enterprise’s outstanding shares have agreed to vote in favor of the merger.
Enterprise Bank, founded in 1989 in Lowell, has 27 full-service branches in Massachusetts and New Hampshire. Rockland Trust, founded in 1907, said it does not plan any branch closures and intends to maintain a significant presence in Lowell.
“From the very start, Enterprise Bank has been dedicated to helping our communities succeed,” said Steven Larochelle, Enterprise Bancorp CEO. “That vision has inspired our long-standing commitment to our customers’ success, product innovation and community service. We are excited to join an organization that lives these same values. Our customers will benefit from the additional products, services and technology Rockland Trust offers while continuing to experience the personal relationships they deserve.”
As part of the transaction, Independent plans to raise about $250 million in subordinated debt before the deal is finalized. Afterward, George Duncan, Enterprise Bank founding member and board chairman, will become an adviser to the Independent board and Larochelle will serve as a consultant for Rockland Trust for one year.
Additionally, Independent will appoint two Enterprise directors to its board.
“Following this merger, Rockland Trust will have approximately $25 billion in assets and $8.7 billion in wealth assets under administration,” Tengel said. “In addition to expanding our branch footprint north and into New Hampshire, this acquisition will further enhance our core deposit franchise and provide opportunities for us to introduce our full suite of banking solutions, wealth management services and comprehensive financial advice to new businesses and households.”
