Spurned New England Suitor Returns With a $25 Million Merger Proposal

A Rhode Island community bank has launched its second hostile bid for a Massachusetts thrift.

First Financial Corp. of Providence said last week that it has offered $25.2 million in stock, or $27 per share, for Mayflower Cooperative Bank, which is based in nearby Middleboro. The thrift was trading at about $20 a share at midday Friday.

In January, Mayflower's board rejected a First Financial offer with a similar total price, said Patrick J. Shanahan Jr., First Financial's chairman.

"Over the past 10 months or so we have been hearing from their stockholders that they wish there had been an acquisition," said Mr. Shanahan, who is also the Rhode Island company's president and chief executive officer.

Edward M. Pratt, president and chief executive of Mayflower, said the thrift would not comment on the new offer until the board had reviewed it. He also refused to discuss the earlier offer.

The two companies have similar assets-First Financial $137 million, Mayflower $145 million.

James E. Moynihan, a senior vice president at Advest Group Inc. in Boston, which has a stake in both, said he is comfortable with Mayflower's performance. However, he said, its stock is so thinly traded-only 900,000 shares are outstanding-that other shareholders might find a buyout attractive.

First Financial has 1.26 million shares outstanding; the offer would increase that to 2.8 million.

In an interview, Mr. Shanahan touted the merger plan as "a natural."

He said his bank is a strong commercial lender, while Mayflower is primarily a mortgage lender. Combining the two would be good "for both sets of shareholders," he said. He also pointed out that First Financial's stock is traded more actively.

Mayflower, which has five branches, would keep its name and operate as a First Financial subsidiary.

Advest's Mr. Moynihan said he doubts that First Financial's new bid will be the last chapter in the saga. It might make others interested in buying Mayflower, he said. He listed Andover (Mass.) Bancorp, UST Corp. in Boston, and Independent Bank Corp. of Rockland, Mass. as potential buyers.

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