National Penn Bancshares (NPBC) in Allentown, Penn., has agreed to buy TF Financial (THRD) in Newtown, Pa.

The $8.6 billion-asset National Penn will pay $138 million in cash and stock for the $846 million-asset TF Financial. The price represents 144% of TF Financial's tangible book value. The companies said in a press release that they expect the deal to close late this year and that the deal should increase National Penn's earnings by 4 cents a share.

National Penn expects to cut TF Financial's annual operating expenses by 40%. National Penn said it plans to close two of TF Financial's branches in Doylestown, Pa., because they overlap with its own branches. National Penn will record a $10 million charge to cover expenses tied to the cost cuts.

The deal comes a little more than a month after National Penn dropped its bid to acquire Baltimore's First Mariner Bancorp (FMAR) out of bankruptcy. TF Financial will also help National Penn expand in New Jersey.

"The opportunity to enter New Jersey fits perfectly into our strategy," Scott Fainor, National Penn's president and chief executive, said in the release. "We have been disciplined in our acquisition approach and this transaction further leverages our strong capital base, as well as accretes both short-term and long-term shareholder value."

Sandler O'Neill and Reed Smith advised National Penn. Keefe, Bruyette & Woods and Spidi & Fisch advised TF Financial.

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