As filed with the Securities and Exchange Commission on December 21, 2007
Registration No. 333-144245
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO THE
FORM S-1
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
UNITED FINANCIAL BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Maryland 6712 74-3242562
(State or Other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer
Incorporation or Organization) Classification Code Number) Identification
Number)
95 Elm Street
West Springfield, Massachusetts 01089
(413) 787-1700
(Address, Including Zip Code, and Telephone Number, Including Area Code, of
Registrant's Principal Executive Offices)
Richard B. Collins
95 Elm Street
West Springfield, Massachusetts 01089
(413) 787-1700
(Address, Including Zip Code, and Telephone Number, Including Area Code, of
Agent for Service)
Copies to:
Robert B. Pomerenk, Esq.
Eric Luse, Esq.
Robert I. Lipsher, Esq.
Luse Gorman Pomerenk & Schick, P.C.
5335 Wisconsin Avenue, N.W., Suite 400
Washington, D.C. 20015
(202) 274-2000
PART II: INFORMATION NOT REQUIRED IN PROSPECTUS
Deregistration of Common Stock
This Post-Effective Amendment No. 1 is filed for the purpose of
deregistering 16,631,162 shares of the $.01 par value common stock (the "Common
Stock") of United Financial Bancorp, Inc., a Maryland corporation (the
"Company"), heretofore registered and offered pursuant to the terms of the
Prospectus dated October 12, 2007 and the Proxy Statement/Prospectus dated
October 12, 2007. The Company previously registered 34,395,529 shares of Common
Stock. The remaining 17,764,367 shares registered pursuant to this Registration
Statement on Form S-1 have been issued in accordance with (i) the Prospectus in
the subscription, community and syndicated community offerings described
therein, and (ii) the Proxy Statement/Prospectus in the exchange offering
described therein. The offering was completed on December 3, 2007.
The Company has determined that no further shares will be offered, sold,
issued and/or exchanged pursuant to the Prospectus and the Proxy
Statement/Prospectus. The Company therefore requests deregistration of the
unissued shares of Common Stock pursuant to this Registration Statement as soon
as practicable after the filing of this Post-Effective Amendment No. 1.
II-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
has duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of West Springfield,
Commonwealth of Massachusetts, on December 20, 2007.
UNITED FINANCIAL BANCORP, INC.
By: /s/ Richard B. Collins
-------------------------------
Richard B. Collins
Chairman, President and Chief
Executive Officer
(Duly Authorized Representative)
POWER OF ATTORNEY
We, the undersigned directors and officers of United Financial Bancorp,
Inc. (the "Company"), hereby severally constitute and appoint Richard B. Collins
as our true and lawful attorney and agent, to do any and all things in our names
in the capacities indicated below which said Richard B. Collins may deem
necessary or advisable to enable the Company to comply with the Securities Act
of 1933, and any rules, regulations and requirements of the Securities and
Exchange Commission, in connection with the registration statement on Form S-1
relating to the offering of the Company's common stock, including specifically,
but not limited to, power and authority to sign for us in our names in the
capacities indicated below the registration statement and any and all amendments
(including post-effective amendments) thereto; and we hereby approve, ratify and
confirm all that said Richard B. Collins shall do or cause to be done by virtue
thereof.
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signatures Title Date
---------- ----- ----
/s/ Richard B. Collins Chairman, President and Chief
------------------------------------ Executive Officer December 20, 2007
Richard B. Collins (Principal Executive Officer)
/s/ Mark A. Roberts Execuitve Vice President and
------------------------------------ Chief Financial Officer December 20, 2007
Mark A. Roberts (Principal Financial and
Accounting Officer)
/s/ Michael F. Crowley Director December 20, 2007
------------------------------------
Michael F. Crowley
/s/ Carol Moore Cutting Director December 20, 2007
------------------------------------
Carol Moore Cutting
/s/ Carol A. Leary Director December 20, 2007
------------------------------------
Carol A. Leary
/s/ G. Todd Marchant Director December 20, 2007
------------------------------------
G. Todd Marchant
/s/ Kevin E. Ross Director December 20, 2007
------------------------------------
Kevin E. Ross
/s/ Robert A. Steward, Jr. Director December 20, 2007
-------------------------------
Robert A. Stewart, Jr.
/s/ Thomas H. Themistos Director December 20, 2007
-------------------------------
Thomas H. Themistos
/s/ Michael F. Werenski Director December 20, 2007
-------------------------------
Michael F. Werenski