Merger Talk Sends Connecticuts's Putman Trust To Two Times Book

Shares in the Putnam Trust Co. were trading for more than twice book value on speculation that the bank, headquartered in the wealthy suburban community of Greenwich, Conn., may be acquired.

The share price of the bank, which has $686 million of assets and $2 billion of trust money under management, surged 18% to $36 on the disclosure Friday that it is reviewing several unsolicited offers. That capped a 38% surge since Jan. 3.

Putnam shares declined $1 Monday, to $35.

Speculation on the likely buyers centered on a who's who of trust players and banks already active Fairfield County, which ranks sixth among U.S. counties in per capita income. Chase Manhattan Corp., U.S. Trust Corp., Fleet Financial Group, Citicorp, and Bank of New York Co. were among them.

Putnam's book value per share is only $16.59, so investors are betting on a deal well in excess of two-times book, said James Moynihan, an analyst with Advest Inc.

At $35 share, the price would be $117 million, he said.

This would be in keeping with buys in the county in recent years, as the region's individual personal wealth and the many Fortune 500 firms headquartered there have attracted major banks willing to pay hefty premiums.

Citicorp, Fleet, First Fidelity Bancorp., and Chase have all acquired banks or opened new branches in the county in past years.

Fleet owns 1.5% of Putnam, and despite its pending merger with Shawmut National Corp., could still be interested in the trust company, Mr. Moynihan said.

"Putnam is a very well-run bank with very large trust deposits, and a substantial amount of fee income," he said.

"Any financial institution that has any kind of a trust operation, whether in New York or New England, certainly would want to take a very hard look at Putnam," he added.

Putnam has retained its long-time investment bank, Brown Brothers Harriman & Co.

Putnam released a statement Friday acknowledging several banks had made merger inquiries, and added, "such expression of interest is not uncommon in view of the significant consolidation which is occurring in the New England banking industry."

Putnam cautioned, however, there was no assurance of a merger agreement.

Nearly one-third of Putnam shares are owned by insiders, so the destiny of the bank is definitely in management's hands, Mr. Moynihan said.

Putnam chief executive David Wallace owns 19.6% of the company.

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