Attached files

file filename
EX-99.1 - PRESS RELEASE - Western New England Bancorp, Inc.ex99-1.htm
EX-99.2 - JOINT INVESTOR PRESENTATION - Western New England Bancorp, Inc.ex99-2.htm

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, D.C. 20549


FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 4, 2016


 

WESTFIELD FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

     
Massachusetts 001-16767 73-1627673
(State or other jurisdiction of
incorporation or organization)

(Commission

File Number) 

(I.R.S. Employer

Identification No.)

  

 

141 Elm Street

Westfield, Massachusetts 01085
(Address of principal executive offices, zip code)

 

 

Registrant’s telephone number, including area code: (413) 568-1911

 

 

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

   ☒    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

   ☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

   ☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

   ☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 

 
 

Item 8.01 Other Events

On April 4, 2016 Westfield Financial, Inc. (the “Company”) and Chicopee Bancorp, Inc. (“Chicopee”) issued a joint press release announcing the entry into an Agreement and Plan of Merger, dated as of April 4, 2016, by and between the Company and Chicopee, pursuant to which the Company will acquire Chicopee and its wholly owned subsidiary, Chicopee Savings Bank, subject to the terms and conditions set forth therein. A copy of the joint press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure

The Company is filing a joint investor presentation, which provides supplemental information regarding the proposed transaction that the Company intends to make available to investors and post on the investor relations portion of its website, which is located at www.westfieldbank.com. The slides are furnished as Exhibit 99.2 to this report.

The information in the presentation shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. All annualized, pro forma, projected, combined, estimated and similar numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results.

 

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

Exhibit
No.      

  Description
     
99.1   Joint Press Release dated April 4, 2016.
     
99.2   Joint Investor Presentation dated April 4, 2016.

 

 

 

 
 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

WESTFIELD FINANCIAL, INC.
     
     
Date: April 5, 2016 By: /s/ James C. Hagan
    James C. Hagan
    President & Chief Executive Officer

 

 

 

 

 

EXHIBIT INDEX

Exhibit
No.      

  Description
     
99.1   Joint Press Release dated April 4, 2016.
     
99.2   Joint Investor Presentation dated April 4, 2016.