Investors Bancorp to Acquire American Bancorp of New Jersey

  
    
  
  
    
      Investors Bancorp, Inc. (NASDAQ: ISBC) and American Bancorp of New 
      Jersey, Inc. (NASDAQ: ABNJ) jointly announced today the signing of a 
      definitive agreement under which Investors Bancorp will acquire American 
      Bancorp of New Jersey for $140 million in stock and cash, or $12.50 per 
      share.
    
    
      American Bancorp of New Jersey is a community bank with $622 million in 
      assets, $448 million in deposits and five branches in Essex and Passaic 
      Counties. With this transaction, Investors Bancorp will gain market 
      leading positions in the attractive Townships of Bloomfield and Cedar 
      Grove. The combined institution will have $7.6 billion in assets, $4.4 
      billion in deposits and 57 branches serving northern New Jersey. No 
      branch consolidation is expected.
    
    
      “We are delighted that American Bancorp is joining Investors Bancorp as 
      we combine two financially sound banks with strong credit cultures and 
      deep commitments to their customers, employees and the communities they 
      serve,” said Kevin Cummings, the President and CEO of Investors Bancorp. 
      “This transaction will enhance and expand our presence in Essex and 
      Passaic Counties and is consistent with our disciplined approach to 
      capital management.”
    
    
      “The combination with Investors Bancorp will provide many benefits to 
      our customers and is in the best interests of our shareholders because 
      it creates a combined company with considerable franchise value and 
      growth potential,” said Joseph Kliminski, the CEO of American Bancorp of 
      New Jersey. “American Bancorp’s customers will continue to receive the 
      same, high degree of personal service to which they are accustomed while 
      looking forward to even more convenience across northern New Jersey."
    
    
      Under the terms of the agreement, 70% of American Bancorp of New Jersey 
      shares will be converted into Investors Bancorp common stock and the 
      remaining 30% will be converted into cash. American Bancorp of New 
      Jersey’s stockholders will have the option to elect to receive either 
      0.9218 shares of Investors Bancorp common stock or $12.50 in cash for 
      each American Bancorp of New Jersey common share, subject to proration 
      to ensure that in the aggregate 70% of the American Bancorp of New 
      Jersey shares will be converted into stock. The transaction is intended 
      to qualify as a reorganization for federal income tax purposes. As a 
      result, the shares of American Bancorp exchanged for Investors Bancorp 
      stock will be transferred on a tax-free basis.
    
    
      The purchase price represents an 11.0% premium to deposits, 14.1% 
      premium to core deposits and 149% of tangible book value (all as of 
      September 30, 2008).
    
    
      The transaction has been approved by the boards of directors of each 
      company and is expected to close in the second calendar quarter of 2009, 
      subject to customary closing conditions including regulatory approvals 
      and approval by American Bancorp of New Jersey’s shareholders. Investors 
      Bancorp anticipates that the transaction will be 4% accretive to its 
      fiscal year 2010 GAAP earnings before acquisition transaction charges 
      and 5% accretive to its fiscal year 2011 GAAP earnings. In addition, 
      Investors Bancorp estimates the transaction will result in 4% dilution 
      to estimated fully-converted tangible book value at closing, with 
      recovery to the pre-closing amount within 18 months.
    
    
      After the transaction is completed, James H. Ward III, American Bancorp 
      of New Jersey’s Vice Chairman, will join the board of directors of 
      Investors Bancorp.
    
    
      Citigroup Global Markets Inc. acted as financial advisor to Investors 
      Bancorp, and Luse, Gorman, Pomerenk & Schick, P.C. acted as legal 
      advisor. Keefe, Bruyette & Woods, Inc. acted as financial advisor to 
      American Bancorp of New Jersey, and Silver, Freedman & Taff, L.L.P. as 
      legal advisor.
    
    
      Conference Call
    
    
      Investors Bancorp will hold a conference call regarding this 
      announcement on Monday, December 15, at 1:00 p.m. eastern time. The call 
      may be accessed by calling 877-238-4695 (access code 323729#); 
      international callers may dial 719-785-5595 (access code 323729#). The 
      investor presentation for this transaction can be accessed on Investors 
      Bancorp’s website at www.isbnj.com. 
      For a rebroadcast of the conference call, available between December 15 
      and December 22, dial 888-348-4629; international 719-884-8882, and 
      enter access code 323729#.
    
    
      About Investors Bancorp
    
    
      Investors Bancorp, Inc. is a holding company for Investors Savings Bank 
      (the “Bank”), a New Jersey chartered savings bank. Investors Savings 
      Bank has been serving the banking needs of New Jersey families since 
      1926. With over $7.0 billion in assets and a network of 52 branches in 9 
      Garden State counties, the Bank delivers personalized and friendly 
      service and products tailored to the needs of customers. The range of 
      products includes mortgages, home equity loans and lines of credit, a 
      variety of checking and savings accounts as well as CDs, which are 
      available at competitive rates. The Bank is also providing financing and 
      banking services to the commercial real estate community. Recently, the 
      Bank expanded its commercial banking services by providing businesses 
      with lines of credit and structured financing as well as sweep accounts 
      and checking, deposit and escrow services. Commercial banking services 
      are offered to professional service firms, middle market companies, 
      industrial firms and other businesses.
    
    
      About American Bancorp of New Jersey
    
    
      American Bancorp of New Jersey, Inc. is a New Jersey corporation 
      organized in May 2005 for the purpose of being the holding company for 
      American Bank of New Jersey, a federally-chartered stock savings bank. 
      American Bancorp maintains its headquarters and one full service bank 
      branch in Bloomfield, New Jersey with four additional branch locations 
      in Cedar Grove, Verona, Nutley and Clifton, New Jersey.
    
    
      Forward-Looking Statements
    
    
      Certain statements contained herein are "forward looking statements" 
      within the meaning of Section 27A of the Securities Act of 1933 and 
      Section 21E of the Securities Exchange Act of 1934. Such forward looking 
      statements may be identified by reference to a future period or periods, 
      or by the use of forward looking terminology, such as "may," "will," 
      "believe," "expect," "estimate," "anticipate," "continue," or similar 
      terms or variations on those terms, or the negative of those terms. 
      Forward looking statements are subject to numerous risks, as described 
      in Investors Bancorp’s SEC filings, and uncertainties, including, but 
      not limited to, those related to the real estate and economic 
      environment, particularly in the market areas in which Investors Bancorp 
      operates, competitive products and pricing, fiscal and monetary policies 
      of the U.S. Government, changes in government regulations affecting 
      financial institutions, including regulatory fees and capital 
      requirements, changes in prevailing interest rates, acquisitions and the 
      integration of acquired businesses, credit risk management, 
      asset-liability management, the financial and securities markets and the 
      availability of and costs associated with sources of liquidity.
    
    
      Investors Bancorp wishes to caution readers not to place undue reliance 
      on any such forward looking statements, which speak only as of the date 
      made. Investors Bancorp wishes to advise readers that the factors listed 
      above could affect Investors Bancorp's financial performance and could 
      cause Investors Bancorp's actual results for future periods to differ 
      materially from any opinions or statements expressed with respect to 
      future periods in any current statements. Investors Bancorp does not 
      undertake and specifically declines any obligation to publicly release 
      the results of any revisions, which may be made to any forward looking 
      statements to reflect events or circumstances after the date of such 
      statements or to reflect the occurrence of anticipated or unanticipated 
      events.
    
    
      Additional Information
    
    
      Investors Bancorp will file a registration statement, a proxy 
      statement/prospectus and other relevant documents concerning the 
      proposed transaction with the Securities and Exchange Commission (the 
      “SEC”). Shareholders are urged to read the registration statement and 
      the proxy statement/prospectus when it becomes available and any other 
      relevant documents filed with the SEC, as well as any amendments or 
      supplements to those documents, because they will contain important 
      information. You will be able to obtain a free copy of the proxy 
      statement/prospectus, as well as other filings containing information 
      about Investors Bancorp and American Bancorp at the SEC’s Internet site (http://www.sec.gov). 
      Copies of the proxy statement/prospectus to be filed by Investors 
      Bancorp also can be obtained, when available and without charge, by 
      directing a request to Investors Bancorp, Inc., Attention: Domenick 
      Cama, Executive Vice President, [phone], or to American Bancorp 
      of New Jersey, Attention: Eric Heyer, 365 Broad Street, New Jersey (973) 
      748-3600.
    
    
      American Bancorp, Investors Bancorp and their respective directors and 
      executive officers may be deemed to be participants in the solicitation 
      of proxies from the shareholders of American Bancorp in connection with 
      the acquisition. Information about the directors and executive officers 
      of American Bancorp and their ownership of American Bancorp common stock 
      is set forth in American Bancorp’s most recent proxy statement as filed 
      with the SEC, which is available at the SEC’s Internet site (http://www.sec.gov) 
      and at American Bancorp at the address in the preceding paragraph. 
      Information about the directors and executive officers of Investors 
      Bancorp is set forth in Investors Bancorp’s most recent proxy statement 
      filed with the SEC and available at the SEC’s Internet site and from 
      Investors Bancorp at the address set forth in the preceding paragraph. 
      Additional information regarding the interests of these participants may 
      be obtained by reading the joint proxy statement/prospectus regarding 
      the proposed transaction when it becomes available.