Investors Bancorp, Roma Financial to Merge, Deal Valued at $15/Roma Share

Investors Bancorp, Inc.(NASDAQ: ISBC) ("Company"), the holding company for Investors Bank, and RomaFinancial Corporation (NASDAQ: ROMA), the federally-chartered holding companyfor Roma Bank, today jointly announced the signing of a definitive mergeragreement. Roma Financial Corporation, MHC (Roma MHC), a federally charteredmutual holding company, owns approximately 74.5% of Roma FinancialCorporation. As of September 30, 2012, Roma Financial Corporation operated 26branches in Burlington, Ocean, Mercer, Camden and Middlesex counties, NewJersey, and had assets of $1.84 billion, deposits of $1.49 billion andstockholders' equity of $218.8 million.Under the terms of the merger agreement, 100% of the shares of Roma Financialwill be converted into Investors Bancorp common stock.  Each outstanding shareof Roma Financial common stock, including shares owned by Roma MHC, will beconverted into 0.8653 shares of Investors Bancorp common stock upon completionof the merger. The transaction is valued at $15.00 per Roma Financial commonshare based on Investors Bancorp's average closing stock price for the ten-daytrading period ending on December 18, 2012.  Shares to be issued to InvestorsBancorp MHC, representing the stock held by Roma MHC, would be reissued in apossible future second step conversion by Investors Bancorp. Upon closing ofthe merger, Investors Bancorp expects to issue 25,875,411 shares of commonstock, including 19,541,701 shares to Investors MHC.  The aggregate mergerconsideration to be received by Roma Financial minority shareholders is $113.5million. Three members of Roma Financial Corporation's board of directors will beappointed to the board of directors of Investors Bank and its holdingcompanies.  The remaining Roma Board members will serve on an Advisory Board.Under the terms of the merger agreement, Roma MHC will merge into InvestorsBancorp, MHC (Investors MHC), with Investors MHC surviving, to be followed bythe merger of Roma Financial Corporation into Investors Bancorp, withInvestors Bancorp surviving, and the merger of Roma Bank into Investors Bank,with Investors Bank surviving.  Depositors of Roma Bank will become depositorsof Investors Bank, and will have the same rights and privileges in InvestorsMHC as if their accounts had been established in Investors Bank on the dateestablished at Roma Bank. The merger has been approved by each company's boardof directors and is anticipated to close in the second quarter of 2013,subject to the approval of Investor Bancorp and Roma Financial shareholders,Roma MHC members, regulatory approvals and other customary closingconditions.