Boston Private Announces Close of Westfield Capital Restructuring

Business Wire,  July 2, 2008  

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BOSTON -- Boston Private Financial Holdings, Inc. (NASDAQ: BPFH) (Boston Private) today announced the close of the previously announced deal to restructure the equity ownership of its affiliate, Westfield Capital Management (Westfield). As a result of the restructuring, the company will incur a one-time, non-cash, non tax-deductible closing charge of approximately $66 million in the second quarter of 2008.

Under the terms of the plan, which was originally announced in March 2008, Boston Private will receive approximately $30 million from Westfield's annual pre-tax profits net of management compensation. Earnings in excess of the approximately $30 million will be issued one-third to Boston Private and two-thirds to Westfield.

As part of the restructuring, the members of Westfield's management team who received equity awards entered into long-term agreements which include restrictions regarding post-employment competition and solicitation of clients or employees.

Timothy L. Vaill, Chairman and Chief Executive Officer of Boston Private stated: "Everybody benefits from this restructuring. Westfield's first-class team of senior professionals now has direct participation in the future value they create. This is great for the employees, great for the clients, and great for the long term growth of the business. The transaction is also beneficial to Boston Private as we have retained the value of Westfield, a growing company, and more closely aligned Westfield's interests with those of our shareholders."

Dave Kaye, CFO, Boston Private commented, "Since the deal was announced in March, Westfield's performance has been outstanding, with an influx of new customers and asset growth of 16%, bringing their total assets under management to $13.6 billion."

William Muggia, President, Chief Executive Officer and Chief Investment Officer of Westfield said, "Through this transaction we have strengthened our competitive position and put a meaningful equity stake in the hands of our key people."

The one-time, non-cash, non tax-deductible compensation charge of approximately $66 million is based on several variables including Westfield's assets under management (AUM) of $13.6 billion as of June 30, 2008. The charge is correspondent to the increased AUM and reflects the increased value of Westfield. This non-cash charge will have no impact on BPFH's regulatory capital or liquidity. Westfield's earnings will continue to be reflected within the Investment Management segment on Boston Private's consolidated financial statements.

In addition to the current equity award, Westfield management will also have a right to purchase Boston Private's interest in part beginning in mid-2010 and in full beginning 2014, and in each case for a multiple of EBITDA as provided in the limited partnership agreement.

Westfield Capital Management

Founded in 1989 and acquired as an autonomous subsidiary of Boston Private in 1997, Westfield Capital Management is an SEC registered investment adviser dedicated to providing quality investment management services to institutions and wealthy individuals. Westfield supervises domestic growth equities, with products focusing on each segment of the capitalization spectrum. The firm's team of investment professionals employs an in-depth, fundamental research process to uncover growth opportunities not yet fully appreciated by the market. As of June 30, 2008, Westfield Capital Management had $13.6 billion in assets under management.

Boston Private Wealth Management Group

Boston Private Wealth Management Group is a national financial service organization comprised of independently operated affiliates located in key regions of the U.S. that offer private banking, wealth advisory and investment management services to the high net worth marketplace, selected businesses and institutions. The Company enters demographically attractive markets through a very selective acquisition process and then expands by way of organic growth. It employs a distinct business strategy, empowering its affiliates to run independently such that they can best serve their clients at the local level, while at the same time providing strategic oversight and access to resources, both financial and intellectual, to support management, compliance, legal, marketing, and operations. (NASDAQ: BPFH).

For more information about Boston Private, visit the Company's web site at www.bostonprivate.com