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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: JULY 2, 1996
UST CORP.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MASSACHUSETTS 0-9623 04-2436093
(STATE OR OTHER JURISDICTION (COMMISSION FILE NO.) (IRS EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
40 COURT STREET 02108
BOSTON, MASSACHUSETTS (ZIP CODE)
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES)
(617) 726-7000
(REGISTRANT'S
TELEPHONE NUMBER,
INCLUDING AREA CODE)
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ITEM 2. ACQUISITION OF ASSETS.
Acquisition of Twenty (20) Bank of Boston and BayBank Branches
(a) On June 18, 1996, USTrust, the principal subsidiary of UST Corp. (the
"Company") entered into an agreement with The First National Bank of Boston
("Bank of Boston") to purchase certain assets and assume certain deposits and
other liabilities booked at and allocated to twenty (20) branches in the
greater Boston, Massachusetts area. Sixteen (16) of the branches were former
BayBank branches and four (4) were operated as Bank of Boston branches. In
December, 1996, USTrust consummated the transaction.
USTrust assumed approximately $746 million in deposit liabilities and
repurchase agreements and purchased approximately $510 million in (i)
commercial loans, (ii) residential mortgages, (iii) home equity and other loans
to businesses and other customers located within or in areas proximate to the
communities served by the branches, (iv) certain fixed assets, (v) real
property related to the owned branches, (vi) certain lease obligations with
respect to the leased branches, and (vii) cash at the branches. Additionally,
USTrust paid a premium equal to 7% of the aggregate average daily balance of
deposit liabilities assumed for the period commencing twenty business days
prior to the third business day prior to the closing date and ending on the
third business day prior to the closing date (approximately $49 million). To
the extent that cash payments were required from USTrust, such funds were
derived from the general funds of the Company. USTrust did not acquire or
retain any management personnel in connection with the purchase of the branches
nor any personnel responsible for originating the majority of the loans
acquired upon consummation of the transaction.
(b) The assets acquired from the Bank of Boston and BayBank, N.A. by
USTrust included the physical premises of (or the leases with respect to) the
twenty branches acquired. USTrust also acquired substantially all of the
personalty in these branches. The four (4) former Bank of Boston branches
opened for business as USTrust branches on November 12, 1996 and the sixteen
(16) former BayBank branches opened for business as USTrust branches in
December 9, 1996.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) and (b) As the acquisition of the branches by USTrust does not
represent the acquisition of a business, separate entity or subsidiary of the
seller, and since there are no historical financial statements related thereto,
no financial statements are required or included herein.
(c) Exhibits
1. Purchase and Assumption Agreement, dated as of June 18, 1996, between
USTrust and The First National Bank of Boston and joined in by Bank of Boston
Corporation (incorporated by reference to the Company's Current Report on Form
8-K dated July 2, 1996).
2. UST Corp.'s Press Release dated June 18, 1996 related to the
acquisition by USTrust of twenty (20) branches from The First National Bank of
Boston (incorporated by reference to the Company's Current Report on Form 8-K
dated July 2, 1996).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
UST Corp.
/s/ Neal F. Finnegan
_____________________________________
Neal F. Finnegan
President and Chief Executive Officer
/s/ James K. Hunt
_____________________________________
James K. Hunt
Executive Vice President, Treasurer and
Chief Financial Officer
Dated: February 6, 1997