SAN DIEGO and OAK HARBOR,
Wash., Oct. 25, 2013
/PRNewswire/ -- Shareholder rights attorneys at Robbins Arroyo
LLP are investigating the merger of Washington Banking Company
(NASDAQ: WBCO) with Heritage Financial Corporation (NASDAQ:
HFWA).
(Logo:
http://photos.prnewswire.com/prnh/20130103/MM36754LOGO)
Learn more about our investigation on our Shareholder Rights
Blog:
http://www.robbinsarroyo.com/shareholders-rights-blog/washington-banking-company/
On October 23, 2013, Washington
Banking and Heritage Financial announced the signing of a
definitive merger agreement pursuant to which Washington Banking
shareholders will receive 0.89 shares of Heritage common stock and
$2.75 in cash, a total compensation
of $16.89, for each share of
Washington Banking common stock. The transaction is expected
to close in the first half of 2014.
Is the Merger Best for Washington Banking and Its
Shareholders?
Robbins Arroyo LLP's investigation focuses on whether the board
of directors at Washington Banking is undertaking a fair process to
obtain maximum value and adequately compensate shareholders in the
merger. As an initial matter, the $16.89 consideration represents a premium of only
18.28% based on the two companies' closing price on October 22, 2013. That premium is
substantially below the median one-day premium of 29.83% for
comparable transactions in the last five years. In addition,
as recently as July 29, 2013, an
analyst at Sandler O'Neal & Partners set a target price of
$17.00 per share.
Moreover, Washington Banking is currently experiencing success
and growth in its business prospects, as indicated in its
October 23, 2013 press release
announcing the company's financial results for its third
2013. In particular, Washington Banking reported:
- earnings increased to $4.5
million from $2.9 million in
the preceding quarter;
- the loan portfolio grew 2% in the quarter and 6%
year-over-rear; and
- average loans in the first nine months increased 5% to
$868.7 million from $831.3 million a year ago.
In announcing these results, Bryan
McDonald, chief executive officer and president of
Washington Banking's Whidbey Island Bank, stated: "Our general
business outlook continues to reflect the economic recovery in the
region…. Loan demand is improving and our pipeline of activity
remains strong. During the third quarter, we closed $66.3 million in new commercial loans, renewed or
extended $80.4 million in existing
commercial loans and funded $38.4
million in residential mortgages, for both refinance and
purchase transactions."
Given these facts, Robbins Arroyo LLP is examining Washington
Banking's board of directors' decision to merge the company with
Heritage now rather than allow shareholders to continue to
participate in the company's continued success and future growth
prospects, and whether they are seeking to benefit
themselves.
Washington Banking shareholders have the option to file a class
action lawsuit to secure the best possible price for shareholders
and the disclosure of material information so shareholders can
decide whether to tender their shares in an informed manner.
Washington Banking shareholders interested in information
about their rights and potential remedies can contact attorney
Darnell R. Donahue at (800)
350-6003, ddonahue@robbinsarroyo.com, or via the shareholder
information form on the firm's website.
Robbins Arroyo LLP is a nationally recognized leader in
securities litigation and shareholder rights law. The firm
represents individual and institutional investors in shareholder
derivative and securities class action lawsuits, and has helped its
clients realize more than $1 billion
of value for themselves and the companies in which they have
invested. For more information, please go to
http://www.robbinsarroyo.com.
Attorney Advertising. Past results do not guarantee a
similar outcome.
Contact:
Darnell R. Donahue
Robbins Arroyo LLP
ddonahue@robbinsarroyo.com
(619) 525-3990 or Toll Free (800) 350-6003
www.robbinsarroyo.com
SOURCE Robbins Arroyo LLP