-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LJGHJOQddzQMHmE/w0u3qQF5hndluHyKKJe9wztsWRLo3XbTADsCbhXMxHDuatO+ /RrxBpRM3DJh9JRgFdVnvQ== 0001157523-06-002220.txt : 20060302 0001157523-06-002220.hdr.sgml : 20060302 20060302153643 ACCESSION NUMBER: 0001157523-06-002220 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060301 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20060302 DATE AS OF CHANGE: 20060302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROOKLINE BANCORP INC CENTRAL INDEX KEY: 0001049782 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23695 FILM NUMBER: 06659746 BUSINESS ADDRESS: STREET 1: 160 WASHINGTON STREET CITY: BROOKLINE STATE: MA ZIP: 02147 BUSINESS PHONE: 6177303500 MAIL ADDRESS: STREET 1: 160 WASHINGTON ST CITY: BROOKLINE STATE: MA ZIP: 02147 8-K 1 a5091505.txt BROOKLINE BANCORP, INC. 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 1, 2006 ---------------- BROOKLINE BANCORP, INC. ----------------------- (Exact name of registrant as specified in its charter) Delaware 0-23695 04-3402944 - ----------------------------- ----------------------- ------------------- (State or other jurisdiction (Commission File No.) (I.R.S. Employer of incorporation) Identification No.) 160 Washington Street, Brookline, Massachusetts 02447-0469 - ----------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (617) 730-3500 ------------------------------------------------------ (Registrant's telephone number, including area code) Not applicable -------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01 Entry into a Material Agreement ------------------------------- On February 28, 2006, Brookline Bancorp, Inc. announced that it signed a merger agreement to increase its ownership interest in Eastern Funding LLC from approximately 29% to 86% through a cash payment of approximately $16.2 million, excluding related transaction costs. It also announced that it hired William R. MacKenzie as senior vice president in charge of commercial lending. See exhibit no. 99.1 attached hereto for the press release relating to these matters. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. BROOKLINE BANCORP, INC. Date: March 2, 2006 By: /s/ Paul R. Bechet ------------------ Paul R. Bechet Senior Vice President and Chief Financial Officer EXHIBIT INDEX The following exhibits are furnished as part of this report: Exhibit No. Description ----------- ----------- 99.1 Press release of Brookline Bancorp, Inc. dated March 1, 2006 EX-99.1 2 a5091505ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Brookline Bancorp Announces Agreement to Increase its Investment in Eastern Funding LLC and the Employment of an Experienced Senior Commercial Loan Officer BROOKLINE, Mass.--(BUSINESS WIRE)--Feb. 28, 2006--Brookline Bancorp, Inc. (the "Company") (NASDAQ:BRKL) announced today that it signed a merger agreement to increase its ownership interest in Eastern Funding LLC ("Eastern") from approximately 29% to 86% through a cash payment of approximately $16.2 million, excluding related transaction costs. Eastern specializes primarily in the financing of coin-operated laundry, dry cleaning and grocery store equipment in the greater metropolitan New York area and selected other locations in the Northeast. Since its founding by Michael J. Fanger in 1997, Eastern has originated over $275 million of high yielding loans and experienced an excellent credit history with aggregate net charge-offs of less than 0.5% of total originations. At December 31, 2005, Eastern had total assets of $106 million, including net loans of approximately $100 million. Completion of the acquisition, which is subject to approval by Eastern's investors and the Company's regulators, is expected to occur in the second quarter of 2006 and to be modestly accretive to earnings immediately thereafter. Michael Fanger will continue to serve as the chief executive officer of Eastern and he, along with a family member and two senior officers of Eastern, will hold the minority interest position. Richard P. Chapman, Jr., the Company's chairman and chief executive officer, commented "We have been pleased to be a part-owner of Eastern since 1999 and are enthusiastic about the potential for growth and profitability that can be accomplished through the acquisition. We have the highest regard for Michael Fanger and what he has achieved since founding Eastern. His continued leadership and involvement were essential to our decision to enhance our ownership interest." The Company also announced that it has hired William R. MacKenzie as senior vice president in charge of commercial lending. Mr. MacKenzie has 34 years of experience in originating loans for working capital and other business-related purposes. His most recent experience was to serve as the regional president of a thirty-branch banking unit located outside of Massachusetts. Most of Mr. MacKenzie's business career has been with three major regional banks in Massachusetts. For further information, please contact Paul R. Bechet, chief financial officer of the Company (617-278-6405). CONTACT: Brookline Bancorp, Inc. Paul R. Bechet, 617-278-6405 -----END PRIVACY-ENHANCED MESSAGE-----