WESTERLY, R.I.--(BUSINESS WIRE)--Sept. 1, 2005--On August 31, 2005Washington Trust Bancorp, Inc. (Nasdaq National Market; symbol: WASH),
parent company of The Washington Trust Company, completed its
acquisition of Weston Financial Group, Inc., a registered investment
adviser with assets under management in excess of $1.2 billion.
Located in Wellesley, Massachusetts, the firm specializes in providing
high-quality, comprehensive financial planning and investment
counseling services to high net worth individuals. Weston Financial
Group was founded in 1979 and serves clients in the Boston
Metropolitan area, New England, and throughout the country.
"This is a significant acquisition for us, as we now have in
excess of $3.0 billion in assets under administration and rank as one
of the leading wealth management providers in the area," stated John
C. Warren, Washington Trust's Chairman and Chief Executive Officer. He
added, "We also have a broader line of financial planning products and
services to offer our clients and have expanded our presence in the
New England marketplace."
Warren added, "We are delighted to welcome the Weston team to the
Washington Trust family." Under the agreement, Weston Financial will
become a subsidiary of Washington Trust and will be operated under the
direction of its current management team. Weston has 28 employees and
is led by six principals, who have approximately 150 years of combined
wealth management experience.
Washington Trust acquired all of the outstanding shares of
Weston's capital stock for $20.0 million in cash, subject to customary
post-closing adjustments for net working capital, if applicable. In
addition, the transaction is structured to provide for the contingent
payment of additional amounts based on operating results during a
three-year earn-out period ending December 31, 2008 with a guaranteed
minimum payout of $6.0 million in cash over the three-year period.
Washington Trust financed the payments made at closing through the
issuance of two series of trust preferred stock by newly-formed
special purpose finance entities, in an aggregate amount of
$22,000,000. In connection with the transaction, Washington Trust has
also elected to become a financial holding company.
Washington Trust Bancorp, Inc. is the parent of The Washington
Trust Company, a Rhode Island state-chartered bank founded in 1800.
The Bank offers a full range of financial and wealth management
services through offices in Rhode Island and southeastern Connecticut.
Washington Trust Bancorp, Inc.'s common stock trades on The Nasdaq
Stock Market(R) under the symbol WASH. Investor information is
available on the Corporation's web site www.washtrust.com.
This press release contains certain statements that may be
considered "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The actual results,
performance or achievements resulting from, or the benefits accruing
from, the acquisition of Weston Financial Group could differ
materially from those projected in the forward-looking statements as a
result, among other factors, of changes in general national or
regional economic conditions, changes in interest rates, reductions in
the market value of trust and investment management assets under
management, changes in the size and nature of the Company's or Weston
Financial Group's competition, the risk that difficulties will arise
in connection with the integration of the operations of Weston
Financial Group with the Company's existing operations, changes in
legislation or regulation and accounting principles, policies and
guidelines, and changes in the assumptions used in making such
CONTACT: Washington Trust Bancorp, Inc.
Elizabeth B. Eckel, 401-348-1309
SOURCE: Washington Trust Bancorp, Inc.