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UNITED STATES
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) December 6, 1999
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BOSTONFED BANCORP, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-13936 52-1940834
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(State or other Jurisdiction of (Commission (IRS Employer
Incorporation or Organization) File Number) Identification No.)
17 New England Executive Park, Burlington, Massachusetts 01803
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(Address of Principal Executive Offices) (Zip Code)
(781) 273-0300
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(Registrant's Telephone Number, including Area Code)
Not Applicable
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(Former Name or Former Address, If Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
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On December 6, 1999, BostonFed Bancorp, Inc., a Delaware corporation
("BostonFed"), the parent of Boston Federal Savings Bank ("BFSB") and Broadway
National Bank ("BNB"), completed its acquisition of Diversified Ventures, Inc.
("Diversified") and Ellsmere Insurance Agency, Inc. ("Ellsmere"), pursuant to a
Purchase and Sale Agreement (the "Purchase Agreement") dated August 4, 1999 by
and among BostonFed, Diversified, Ellsmere, and Gene J. DeFeudis ("Seller").
BFSB purchased all of the outstanding capital stock of Diversified and BNB
purchased all of the outstanding capital stock of Ellsmere in a cash
transaction. The tax-deductible transaction premium will be approximately $17
million and will be amortized over 15 years. The transaction premium reflects a
multiple of approximately 5.0 times Diversified's estimated 1999 after-tax
earnings. BostonFed expects the transaction to be accretive to both GAAP and
cash earnings in the first year.
Diversified originates high quality loans primarily direct with consumers
purchasing or refinancing manufactured homes, recreational vehicles, marine and
leased equipment and does not compete in "sub-prime" lending markets.
Diversified originates and sells loans to third party client lenders. It will
operate as a separate subsidiary of BFSB and continue to conduct its business
under its current management. Ellsmere will operate as a separate subsidiary of
BNB.
The press release issued by BostonFed with respect to the transaction is
filed herewith as Exhibit 99.
ITEM 7(C). FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit 2 Purchase and Sale Agreement, dated as of August 4, 1999, by and
among BostonFed Bancorp, Inc., Diversified Ventures, Inc.,
Ellsmere Insurance Agency, Inc. and Gene J. DeFeudis.*
Exhibit 99 Press Release issued by BostonFed Bancorp, Inc. on December 7,
1999.
*Incorporated by reference to the Form 8-K filed on August 4, 1999.
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CONFORMED
SIGNATURES
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.
BOSTONFED BANCORP, INC.
Dated: December 21, 1999 By: /s/ David F. Holland
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Name: David F. Holland
Title: President and Chief Executive
Officer
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EXHIBIT INDEX
Exhibit 2 Purchase and Sale Agreement, dated as of August 4, 1999, by and
among BostonFed Bancorp, Inc., Diversified Ventures, Inc.,
Ellsmere Insurance Agency, Inc. and Gene J. DeFeudis.*
Exhibit 99 Press Release issued by BostonFed Bancorp, Inc. on December 7,
1999.
*Incorporated by reference to the Form 8-K filed on August 4, 1999.