Exhibit 99.1
| Acquisition of Benjamin Franklin Bancorp, Inc. November 10, 2008 |
| Strategic Rationale Contiguous expansion into highly attractive markets Greater access to Boston's western suburbs Excellent demographics and higher density Acquiring a healthy, well-run, growing community bank Building franchise value - solid loan and deposit base Ability to penetrate Benjamin Franklin Bancorp.'s customer base with INDB's deeper product set |
| Benjamin Franklin Bancorp. Profile As of 9/30/08 Assets: $ 981 MM Loans: $ 679 MM Deposits: $ 661 MM Stockholders Equity: $ 107 MM Total Risk-Based Cap: 11.7% YTD Earnings: $3.5 MM NPA's: $8.8 MM |
| INDB/BFBC Footprint INDB: 61 Branches BFBC: 11 Branches |
| Significant Deposit Share Improvement in Key Greater Boston Market Source: SNL Financial; Deposit/Market Share data as of June 30, 2008 |
| Benjamin Franklin Bancorp. Footprint - - Highly Attractive Markets MA INDB BFBC A 68.176 B 70.9 C 85.7 C Median HH Income ($ Thou.) 2008 Total Population (Thou.) 2008 Source: SNL Financial INDB/BFBC Proforma MA A 3430 B 6518 C (ex Worcester) |
| Benjamin Franklin Bancorp. - - Not A Troubled Institution Consistently profitable Solid organic growth Avoided problem exposures, e.g. no subprime Core deposits now at 62% of total deposits Well-capitalized |
| Benjamin Franklin Bancorp. - - Healthy, Well-run, Growing Bank Q3 '08 vs. Prior Yr vs. Prior Qtr Net Income $1.2 MM ? 14% ? 14% Loans $679 MM ? 14% ? 5% * Deposits $661 MM ? 5% ? 4% * Int. Margin 3.13% ? 20bp ? 13bp Tangible Bk/Sh $9.17 ? 4% ? 1% * * (annualized) |
| Benjamin Franklin Bancorp. - - High Quality Loan Portfolio Q3 '08 Resi Mort. Comm'l Home Eq./Consumer Comm'l Real Estate $679 MM 0.34 0.26 0.06 0.34 $679 MM NPA's: $8.8Mil (1.30%) Net Chargeoffs (YTD): $65 thou. |
| Smooth Integration Expected Thorough due diligence performed Extensive review of credit and securities portfolios Multi-week effort INDB's operating platform highly leverageable Slades Bank integration completed INDB a careful and prudent acquirer |
| Summary of Significant Terms Structure: 100% stock Exchange Ratio: Fixed 0.59 INDB shares for each share Aggregate Value: $125 million (1) Approvals: Regulatory, INDB and BFBC shareholders Expected closing: Q2 2009 Transaction multiples: Core Deposit Premium2 10% Price/Book 1.18 x Price/Tangible Book 1.73 x Price/Earnings (LTM) 25.0 x 1 Based on November 7 close of 26.73-Purchase price at closing will vary with the movements in INDB stock price 2 Calculated excluding Certificates of Deposit greater than $100K |
| Financial Expectations Key Assumptions Cost savings Pretax $9 million (37% of BFBC base) 70% realized in 2009, 100% in 2010 Restructuring and other transaction charges (est): After-tax restructuring charge of $21.6 MM and one time after-tax merger related expenses of $1.9 MM Core deposit intangible: Amortized over 10 years Earnings impact: Based on analyst consensus estimates for 2009 Expectation 1.5 - 2% accretive to E.P.S. in 2009 (ex. one time charges) 16% IRR Accretive to tangible book value per share in 2009 |
| Potential Earnings Drivers Improved efficiency Oper. ratio: BFBC 71% vs. INDB 63% Lower funding costs IB Liab. rate: BFBC 2.89% vs. INDB 2.28% Cross-selling INDB's unique products, esp. wealth mgmt. Leveraging of strong combined capital base |
| APPENDIX |
| Balance Sheet Highlights |
| Loan Mix C&I Commercial RE Residential RE Consumer * Small business loans are included in Commercial and Industrial |
| Funding Mix Demand Deposits Savings & Int Checking Time Deposits Borrowings |
| Statements contained in this presentation that are not historical facts are "forward-looking statements" that are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed in documents filed by the Company with the Securities and Exchange Commission from time to time. NASDAQ Ticker: INDB www.rocklandtrust.com Denis Sheahan - CFO Shareholder Relations: Jennifer Kingston (781) 878-6100 |