Rigrodsky & Long, P.A. Appointed as Co-Lead Counsel and Co-Chair of Plaintiffs’ Executive Committee in Class Action on Behalf of Smithtown Bancorp, Inc. Shareholders and Obtains Important Additional Information for Shareholders

Rigrodsky & Long, P.A. Appointed Co-Lead Counsel and Co-Chair of Plaintiffs' Executive Committee in Class Action on Behalf of Smithtown Bancorp, Inc. Shareholders and Obtains Important Additional Information for Shareholders

On September 22, 2010, the Honorable Emily Pine of the Supreme Court for the State of New York, Suffolk County, issued an Order appointing Rigrodsky & Long, P.A. as Co-Chair of Plaintiffs’ Executive Committee in In re Smithtown Bancorp Shareholders Litigation, Index No. 026751/2010.

The class action was commenced on behalf of the public stockholders of Smithtown Bancorp, Inc. (“Smithtown Bancorp” or the “Company”) against Smithtown Bancorp and its Board of Directors (the “Board” or the “Individual Defendants”) to enjoin the acquisition of Smithtown Bancorp by People’s United Financial, Inc. (“People’s United”).  On July 15, 2010, Smithtown Bancorp and People’s United jointly issued a press release announcing that they had entered into a definitive agreement and plan of merger (the “Merger Agreement”) under which Smithtown Bancorp would be acquired by People’s United in a deal valued at approximately $60 million.

Under the terms of the Merger Agreement, Smithtown Bancorp shareholders received a combination of cash and stock equal to $2.00 in cash and 0.1430 shares of People’s United common stock for each share of Smithtown Bancorp they owned, or an approximate combined value of $4.00 per share (the “Transaction”).

The class action alleged that the Transaction was the product of a flawed process that resulted from the Board’s failure to maximize shareholder value and deprived Smithtown Bancorp’s public shareholders of the ability to participate in the Company’s long-term prospects.  Moreover, as alleged in the class action, People’s United knowingly aided and abetted the Individual Defendants’ breaches of fiduciary duty.  Plaintiffs’ sought to enjoin the Transaction or, alternatively, rescind the Transaction in the event the defendants were able to consummate it.

On August 11, 2010, People’s United filed a Form S-4 Registration Statement with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the Transaction (the “S-4”).  Thereafter, on September 23, 2010, People’s United filed an amended Registration Statement with the SEC (the “Amended S-4”).  Plaintiffs further alleged that the Amended Registration Statement failed to provide the Company’s shareholders with material information and/or provided them with materially misleading information thereby rendering the shareholders unable to cast an informed vote regarding the Transaction.

As a result of the class action, Smithtown Bancorp filed a further amended S-4 with the SEC on October 12, 2010 (the “Final S-4”).  Rigrodsky & Long, P.A. was instrumental in obtaining the additional disclosures contained in the Final S-4 that served to better inform the Company’s shareholders about the background to the Transaction.  The Final S-4 also contained additional information concerning the financial projections used by Smithtown Bancorp’s financial advisor, Sandler O’Neill, for its review and analysis in connection with its fairness opinion and used by the board of directors of Smithtown Bancorp in connection with its review of strategic alternatives.