Independent Bank Corp. Updates on Completion of Mayflower Bancorp, Inc. Acquisition and Results of Stock/Cash Elections

Independent Bank Corp., parent of Rockland Trust Company, announced the completion of its acquisition of Mayflower Bancorp, Inc., parent of Mayflower Co-operative Bank d/b/a Mayflower Bank.

The legal closing occurred November 15. The acquisition was effective as of 11:59 p.m. on the same day, at which time Mayflower Bancorp, Inc. merged with and into Independent, with Independent the surviving entity, and Mayflower Bank merged with and into Rockland Trust, with Rockland Trust the surviving entity. On Monday, November 18, the four former Mayflower Bank branches located at 30 South Main Street in Middleboro, 94 Court Street in Plymouth, 565 Rounseville Road in Rochester, and at 2420 Cranberry Highway in Wareham will open and immediately begin to operate as Rockland Trust locations. The four other former Mayflower Bank branches are being closed and consolidated into existing Rockland Trust locations. Independent anticipates that the transaction will, excluding one-time acquisition expenses, be immediately accretive.

"We are pleased to welcome Mayflower Bank customers and colleagues to Rockland Trust," said Christopher Oddleifson, the Chief Executive Officer of Independent and Rockland Trust. "Rockland Trust has a wide range of products and services and convenient locations located across Eastern Massachusetts. Rockland Trust is committed to providing a superior customer experience, and we look forward to introducing Mayflower customers to all that Rockland Trust has to offer."

The company reported that the results of the elections made by Mayflower shareholders as to the form of consideration to be received due to the merger are as follows:

-Stock Elections: Stock elections were oversubscribed and therefore subject to the pro-ration calculations specified in the merger agreement, so that in the aggregate 70 percent of the shares of Mayflower common stock outstanding immediately prior to the merger were converted into shares of Independent common stock and the remaining 30 percent of the shares of Mayflower common stock outstanding immediately prior to the merger were converted into the right to receive $17.50 in cash, without interest. Due to the pro- ration required by the oversubscription of stock elections, Mayflower shareholders who validly elected to receive stock will receive 0.565 shares of Independent common stock for 77.58222 percent of their shares and $17.50 in cash, without interest, for 22.41778 percent of their shares.

-Non-Elections: Mayflower shareholders who validly elected either the "No Preference" choice or who did not make a valid election will receive $17.50 in cash, without interest, for each share of Mayflower common stock held immediately prior to the Merger.

-Cash Elections: Mayflower shareholders who validly elected to receive all cash will receive $17.50 in cash, without interest, for each share of Mayflower common stock with respect to which that election was made.

Additionally, under the merger terms, cash will be issued in lieu of fractional shares.

As a result of the elections and pro-ration described above, Mayflower shareholders will receive 818,715 shares of Independent common stock in the aggregate and $10,867,899 in cash in the aggregate, an amount which does not include cash issued in lieu of fractional shares. Including the shares issued in connection with the acquisition, Independent now has 23,787,234 shares of common stock outstanding.

Independent Bank Corp., which has Rockland Trust Company as its commercial bank subsidiary, provides a range of consumer, business, investment, and insurance products and services.

More information:

www.RocklandTrust.com.

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