Investor Relations

Mergers & Acquisitions

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Deal Overview

Buyer:
Center Bancorp, Inc.
Actual Acquirer:
Union Center National Bank
Target:
Red Oak Bank
Deal Type:
Bank & Thrift Company
Agreement Date:
12/17/2004
Announcement Date:
12/17/2004
Announced Deal Value ($ M):
27.01
Status:
Completed
Completion Date:
5/20/2005
Announced Deal Value Per Share ($ )
12.48

Consideration Breakout
Cash ($M) 13.0
Common Stock ($M) 11.8
Common Stock Issued 1,015,816

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 221.3 199.3
Price / Tangible Book (%) 221.4 199.2
Price / Earnings (x) 40.3 32.0
Price / Deposits (%) 36.25 33.93
Price / Assets (%) 28.25 26.30
Tangible Book Premium/ Deposits (%) 25.40 21.20
Deal Terms
Description of Consideration

Center issued 0.9227 share or paid $12.06 in cash for each share of Red Oak, subject to 50% of shares being converted to cash. Initially, Center offered to pay $12.35 per share or issue 0.9449 share, subject to adjustment.

Accounting Method Purchase
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? In Market
Goodwill Generated ($ 000) 14,713
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) NA
Maximum Termination Fee ($ 000) 871
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.922700
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 703
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Cohen & Co. Securities LLC
Seller Yes Keefe Ventures LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Lowenstein Sandler LLP
Seller Yes McCarter & English LLP