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Provident Bancorp and NB Bancorp Reveal Final Merger Consideration Proration Details
NB Bancorp (NBBK) and Provident Bancorp (PVBC) entered into an agreement and plan of merger among Needham, Needham Bank, 1828 MS, a wholly owned subsidiary of Needham formed solely to facilitate the transaction as Merger Sub, Provident and BankProv. Needham and Provident anticipate that Needham's acquisition of Provident and Provident Bank will be completed on November 15 at 12:01 a.m. ET, when Merger Sub will merge with and into Provident. Immediately following the Merger, Provident will merge with and into Needham, with Needham as the surviving entity and following the Holdco Merger, BankProv will merge with and into Needham Bank, with Needham Bank as the surviving entity. Each share of Provident common stock will be converted automatically into the right to receive either 0.691 shares of Needham common stock per share of Provident common stock, or $13.00 per share in cash of Provident common stock. Each restricted share of Provident common stock that was outstanding prior to the effective time will become fully vested and will convert automatically into the right to receive the merger consideration, with the same election right as all other shares of Provident common stock. Each share of Needham common stock outstanding prior to the effective time will remain outstanding and will be unaffected by the merger. The allocation and proration provisions in the merger agreement are designed to ensure that the total number of shares of Provident common stock entitled to receive the stock consideration will be equal to 50% of the aggregate number of shares of Provident common stock issued and outstanding immediately prior to the effective time. Needham estimates that it will issue a total of approximately 5,944,350 shares of Needham common stock in the Merger. On a pro forma basis as of November 12, after giving effect to the merger agreement, there would have been a total of approximately 45,770,800 shares of Needham common stock outstanding.
Provident Bancorp Announces Q3 Earnings Per Share of 16 Cents, Up from 4 Cents Last Year
Q3 net interest margin was 3.67% vs. 3.77% for Q2 and 3.38% for the year ago quarter. Book value per share was $13.55 at September 30, 2025, an increase from $13.35 at June 30, 2025 and $12.99 at December 31, 2024.
NB Bancorp's Acquisition of Provident Bancorp Secures All Necessary Regulatory Approvals
NB Bancorp (NBBK) and Provident Bancorp (PVBC) announce in connection with Needham's proposed acquisition of Provident: all required regulatory approvals have now been received to complete the proposed merger announced June 5. The proposed Merger is expected to be completed on or about November 14, subject to the satisfaction of the remaining customary closing conditions. Provident stockholders approved the merger on September 16.
NB Bancorp and Provident Bancorp Send Election Forms to Shareholders
NB Bancorp (NBBK), the holding company for Needham Bank, and Provident Bancorp (PVBC) the holding company for BankProv, announced that the election form and letter of transmittal have been distributed to holders of Provident common stock so Provident stockholders may elect to receive either Needham common stock, cash or a combination of both upon the completion of the pending combination of Needham and Provident. On June 5 Needham, Needham Bank, Provident, and BankProv entered into an Agreement and Plan of Merger pursuant to which Provident will merge with and into Needham, with Needham as the surviving entity, and, immediately thereafter, BankProv will merge with and into Needham Bank, with Needham Bank as the surviving entity. Needham anticipates that all required regulatory approvals will be received and all of the other closing conditions will be satisfied by November 14 and the Merger Transaction will become effective on November 15 although Needham cannot provide any assurance that all required regulatory approvals, waivers or consents will be obtained, when they will be obtained, or whether there will be burdensome conditions in the approvals or any litigation challenging the approvals.
Provident Bancorp reports Q2 EPS 17c vs. (20c) last year
In announcing these results, Joseph Reilly, Chief Executive Officer, said, "We're pleased to report improvements in earnings during an eventful second quarter of 2025, which included the announcement of our proposed merger with Needham Bank and the sale/leaseback of our Main Office building to the City of Amesbury. We have been very fortunate to have engaged with partners who share our enthusiasm for the opportunities these transactions present to all parties. The City of Amesbury will be a great neighbor to our flagship branch, which will continue to operate out of this historic location. Meanwhile, the merger with NB Bancorp and Needham Bank is currently progressing through the shareholder and regulatory approval process, with closing anticipated in the fourth quarter of 2025. Integration teams from both banks are working diligently to ensure a smooth and seamless transition, and we remain excited about the value this combined franchise can deliver and the opportunities it will create."
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