8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15 (d) of

The Securities and Exchange Act of 1934

DATE OF REPORT:

March 26, 2019

(Date of Earliest Event Reported)

MASSACHUSETTS

(State or Other Jurisdiction of Incorporation)

1-9047	04-2870273
(Commission File Number)	(I.R.S. Employer identification No.)

INDEPENDENT BANK CORP.
Office Address:	2036 Washington Street, Hanover, Massachusetts	02339
Mailing Address:	288 Union Street, Rockland, Massachusetts	02370
(Address of Principal Executive Officers)		(Zip Code)

NOT APPLICABLE

(Former Address of Principal Executive Offices)

(Zip Code)

781-878-6100

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 8.01OTHER EVENTS

On March 26, 2019, Independent Bank Corp. (“Independent”) and Blue Hills Bancorp, Inc. (“Blue Hills Bancorp”) issued a joint press release reporting the following in connection with the previously announced merger of Blue Hills Bancorp with and into Independent:

• All regulatory approvals relating to the merger have been received and applicable regulatory waiting periods have expired.

• The merger's legal closing will be effective April 1, 2019.

A copy of the news release is filed herewith as Exhibit 99.1 and incorporated by reference herein.

The transaction remains subject to the satisfaction of customary closing conditions.

Item 9.01Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Joint press release of Independent Bank Corp. and Blue Hill Bancorp, dated March 26, 2019.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned and hereunto duly authorized.

			INDEPENDENT BANK CORP.
Date:	March 26, 2019	By:	/s/ Robert D. Cozzone
			Robert D. Cozzone
			Chief Financial Officer

EX-99.1

Exhibit 99.1

 JOINT NEWS RELEASE

INDEPENDENT BANK CORP. AND BLUE HILLS BANCORP, INC. REPORT RECEIPT OF REGULATORY APPROVALS AND ANTICIPATED CLOSING DATE

Rockland, Massachusetts and Norwood, Massachusetts, March 26, 2019. Independent Bank Corp. (NASDAQ: INDB) (“Independent”), parent of Rockland Trust Company, and Blue Hills Bancorp, Inc. (NASDAQ: BHBK) (“Blue Hills Bancorp”), parent of Blue Hills Bank, jointly reported the following in connection with the proposed merger of Blue Hills Bancorp with and into Independent:

• All regulatory approvals relating to the merger have been received and applicable regulatory waiting periods have expired as of March 26, 2019.

• The merger’s legal closing will be effective April 1, 2019. The transaction remains subject to the satisfaction of customary closing conditions

.

Contacts

Independent Bank Corp.

Investor:

Robert D. Cozzone, Chief Financial Officer

Independent Bank Corp.

(781) 982-6723

Robert.Cozzone@rocklandtrust.com

Media:

Ellen Molle, Public Relations Marketing Manager

Rockland Trust Company

(781) 982-6537

Ellen.Molle@rocklandtrust.com

Blue Hills Bancorp

Investor and Media:

William M. Parent, President and Chief Executive Officer

Blue Hills Bancorp and Blue Hill Bank

(617) 360-6520

WParent@bluehillsbank.com

About Independent Bank Corp.

Independent Bank Corp. (NASDAQ Global Select Market: INDB) has approximately $8.9 billion in assets and is the holding company for Rockland Trust Company, a full-service commercial bank headquartered in Massachusetts. Named in 2018 to The Boston Globe’s “Top Places to Work” list for the 10^th consecutive year, Rockland Trust offers a wide range of banking, investment, and insurance services. The Bank serves businesses and individuals through approximately 100 retail branches, commercial and residential lending centers, and investment management offices in eastern Massachusetts, including Greater Boston, the South Shore, the Cape and Islands, as well as in Worcester County and Rhode Island. Rockland Trust also offers a full suite of mobile, online, and telephone banking services. The Company is an FDIC member and an Equal Housing Lender. To find out why Rockland Trust is the bank “Where Each Relationship Matters®”, please visit www.rocklandtrust.com

About Blue Hills Bancorp.

Blue Hills Bancorp, Inc., with corporate headquarters in Norwood, Massachusetts, had assets of $2.8 billion at December 31, 2018 and operates 11 retail branch offices in Boston, Dedham, Hyde Park, Milton, Nantucket, Norwood, West Roxbury, and Westwood, Massachusetts. Blue Hills Bank is a full service, community bank

with its main office in Hyde Park, Massachusetts. Blue Hills Bank’s three branches in Nantucket, Massachusetts operate under the name, Nantucket Bank, a division of Blue Hills Bank. Blue Hills Bank provides consumer, commercial and municipal deposit and loan products in eastern Massachusetts through its branch network, loan production offices and eCommerce channels. Blue Hills Bank offers commercial business and commercial real estate loans in addition to cash management services and commercial deposit accounts. Blue Hills Bank also serves consumers through a full suite of consumer banking products, including checking accounts, mortgage loans, equity lines of credit and traditional savings and certificate of deposit accounts. Blue Hills Bank has invested substantially in online technology, including online account opening and funding, online mortgage applications, online banking, mobile banking, bill pay and mobile deposits. Blue Hills Bank has been serving area residents for over 145 years. For more information about Blue Hills Bank, visit www.bluehillsbank.com.