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Published on 5/15/2008 in the Prospect News Special Situations Daily.

Bancorp Rhode Island uses RiskMetrics report to bolster position in proxy battle with PL Capital

By Lisa Kerner

Charlotte, N.C., May 15 - Bancorp Rhode Island, Inc. said RiskMetrics Group recommends the company's shareholders vote for all of the board of directors' nominees at the annual meeting on Wednesday.

According to Bancorp Rhode Island chairman Malcolm G. Chace, this is the second year in which all three major proxy advisory firms, Glass Lewis & Co., Proxy Governance and RiskMetrics, recommended the company's slate.

PL Capital Group, an 8.5% shareholder, nominated its principals Richard Lashley and John Palmer, as well as Daniel J. Mullane, for election to Bancorp Rhode Island's board, it was previously reported.

In a February schedule 13D filing with the Securities and Exchange Commission, Lashley and Palmer said the company's board should engage advisers to pursue a strategic transaction that maximizes shareholder value "before additional opportunities are lost."

PL Capital called Eastern Bank Corp.'s acquisition of Massbank Corp. a missed opportunity for Bancorp Rhode Island.

The RiskMetrics report said the "dissident's primary objective appears to be a sale of the company," according to a Bancorp Rhode Island news release.

Bancorp Rhode Island is based in Providence, R.I., and is the holding company for Bank Rhode Island, which provides commercial banking services.


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