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May 13, 2009

Bidding War On For Worcester's Commonwealth Nat'l

United Financial Bancorp Inc. has made a proposal to buy Worcester-based CNB Financial Corp. and its subsidiary, Commonwealth National Bank, for $22.8 million.

The West Springfield-based parent of United Bank said its offer is "superior" to the merger agreement pending between CNB and Berkshire Hills Bancorp Inc. of Pittsfield. Under that agreement, Berkshire would acquire CNB for $19.5 million in stock.

United said it would pay about $10 per share for CNB and allow CNB shareholders to choose between stock and cash as long as the amount of cash paid doesn't exceed 50 percent of the total consideration paid.

Berkshire's offer was for $8.50 per share.

Richard B. Collins, president and CEO of United Financial, told the Worcester Business Journal today that United is very interested in expanding its branch network into the Worcester market. United Financial has 15 branches throughout Western Massachusetts.

He added that United has been talking informally with Commonwealth for "at least a couple of years."

"When I saw the notice from Berkshire that they were acquiring Commonwealth, I was frankly disappointed. Their franchise is worth more than the indicated price," Collins said.

Commonwealth is also part of Berkshire's plan to expand its territory. The Pittsfield bank has already expanded into Springfield and into neighboring states. After the acquisition of CNB, Berkshire would have 54 branches in three states.

Berkshire expected its all-stock acquisition of CNB to receive regulatory and shareholder approval within five months and to close by late in the third quarter or early in the fourth quarter. Berkshire said it would be able to claim assets of about $3 billion after the acquisition.

At the end of the first quarter, United Financial claimed assets of $1.24 billion. CNB claimed assets of $300 million at the end of the same period.

Charles Valade, president and CEO of Commonwealth National, and David H. Gonci, CFO of Berkshire, could not be reached for comment.

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