Legal Eagle Review - Board of Beverly National Corp. Investigated by Levi & Korsinsky, LLP

Board of Beverly National Corp. Investigated by Levi & Korsinsky, LLP

Written by Globe NewsWire

Thursday, 18 June 2009

New York, New York - Levi & Korsinsky ("L&K") is investigating the Board of Directors of Beverly National Corp. ("Beverly" or the "Company") (AMEX:BNV) for possible breaches of fiduciary duty and other violations of state law in connection with their attempt to sell the Company to Danvers Bancorp, Inc. (Nasdaq:DNBK) ("Danvers"). Under the terms of the agreement, Beverly stockholders will receive 1.66 shares of Danvers common stock in exchange for each common share of Beverly. Based on the closing price of Danvers common stock on June 16, 2009, the transaction is valued at approximately $23.04 per share or $61.95 million in the aggregate.

After the proposed merger, Donat A. Fournier, currently President and CEO of Beverly, will become an Executive Vice President and a member of the senior executive management team of Danvers. Also, the Board of Directors of Danvers will be expanded by three members that will include three current independent members of Beverly's Board of Directors.

The investigation concerns whether the Beverly Board of Directors breached their fiduciary duties to Beverly shareholders given that (i) the merger price offers shareholders only a small premium over the 52-week trading range of Beverly shares; (ii) Beverly's CEO and three directors will have positions in the post-merger entity; and (iii) the Beverly Board of Directors agreed to a strict "no solicitation" provision and agreed to pay a $2,478,000 termination fee plus up to $375,000 of Danvers' expenses which will all but ensure no superior offer will ever be forthcoming.

The companies expect to consummate the transaction during the fourth quarter, subject to customary closing conditions, including all necessary regulatory and stockholder approvals.

If you own common stock in Beverly and wish to obtain additional information, please contact us at the number listed below or visit http://www.zlk.com/bnv1.html.

Levi & Korsinsky has expertise in prosecuting investor securities litigation and extensive experience in actions involving financial fraud and represents investors throughout the nation, concentrating its practice in securities and shareholder litigation.

CONTACT:  Levi & Korsinsky, LLP
          Eduard Korsinsky, Esq.
          Juan E. Monteverde, Esq.
          (212) 363-7500
          Fax: (212) 363-7171
          www.zlk.com
          30 Broad Street - 15th Floor
          New York, NY 10004