SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 31, 1996
CRESTAR FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
VIRGINIA
(State or other jurisdiction of incorporation)
1-7083 54-072275
(Commission File No.) (I.R.S. Employer Identification No.)
919 East Main Street 23261-6665
Richmond, Virginia (Zip Code)
(Address of Principal Executive Offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (804) 782-5000
N.A.
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On December 31, 1996, Crestar Financial Corporation (Crestar) completed the
previously announced acquisition of Citizens Bancorp (Citizens) in a transaction
accounted for as a pooling-of-interests business combination. Crestar issued
12,639,384 common shares for all of the outstanding common shares of Citizens.
The exchange ratio was 0.835 Crestar common shares for each Citizens common
share outstanding on December 31, 1996. Citizens was a bank holding company
headquartered in Laurel, Maryland with 103 banking locations and approximately
125 automated teller machines in Maryland, Virginia and Washington, D.C. The
assets of Citizens will continue to be used in providing financial services to
customers in Maryland, Virginia and Washington, D.C. In connection with the
merger of Crestar and Citizens, various non-recurring merger related expenses
will be recognized, and are expected to approximate between $50 and $55 million
on a pre-tax basis.
ITEM 7. FINANCIAL STATEMENTS.
(a) Financial Statements.
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Registrant to provide the financial statements required by
this Item 7(a). In accordance with Item 7(a)(4) of Form 8-K, such financial
statements shall be filed by amendment to this Form 8-K no later than 60 days
after January 15, 1997.
(b) Pro Forma Financial Information
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Registrant to provide the pro forma financial information
required by this Item 7(b). In accordance with Item 7(b) of Form 8-K, such
financial statements shall be filed by amendment to this Form 8-K no later than
60 days after January 15, 1997.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CRESTAR FINANCIAL CORPORATION
By: /s/ Linda F. Rigsby
Linda F. Rigsby
Senior Vice President,
Deputy General Counsel
and Secretary
Date: January 14, 1997
