January 26, 1996
Securities and Exchange Commission
450 Fifth St., N.W.
Judiciary Plaza
Washington, D.C. 20549-1004
Via Edgar Electronic Filing System
In Re: File Number 0-1026
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Gentlemen:
Pursuant to regulations of the Securities and Exchange
Commission, submitted herewith for filing on behalf of Whitney Holding
Corporation (the "Company") is the Company's Report on Form 8-K dated
January 24, 1996.
This filing is being effected by direct transmission to the
Commission's EDGAR System.
Sincerely,
/s/ Edward B. Grimball
-----------------------------
Edward B. Grimball
Executive Vice President &
Chief Financial Officer
(504) 586-7570
EBG/drm
<PAGE>
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): January 24, 1996
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WHITNEY HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
Louisiana 0-0126 72-6017893
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
228 St. Charles Avenue, New Orleans, Louisiana 70130
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (504) 586-7117
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Not Applicable
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(Former name or former address, if
changed since last report)
Page 1 of 4 Pages
<PAGE>
Item 5: Other Events
On January 24, 1996, Whitney Holding Corporation (the "Registrant") and
The New Iberia Bancorp, Inc. ("Bancorp") announced that they will negotiate a
definitive agreement for the acquisition of Bancorp by the Registrant for
consideration consisting of $54 million of the Registrant's common stock,
payable at a rate of approximately $27 of the Registrant's common stock for each
share of Bancorp stock outstanding. Bancorp announced that its Board of
Directors authorized negotiation of a definitive agreement with the Registrant,
which must be approved by the Boards of Directors of both institutions. It is
anticipated that the closing of such a transaction would also be subject to
customary conditions, including regulatory approval and approval by the
shareholders of Bancorp. The Registrant and Bancorp intend that the merger would
be accounted for as a pooling-of-interests.
This announcement is described further in the press release issued by
the Registrant on January 24, 1996. A copy of that release, which is hereby
incorporated herein by reference, is attached as an exhibit hereto.
Item 7: Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
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99 Press Release
Signatures
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WHITNEY HOLDING CORPORATION
(Registrant)
By: /s/ Edward B. Grimball
----------------------------------
Edward B. Grimball
Chief Financial Officer and
Executive Vice President
January 26, 1996
Page 2 of 4 Pages
<PAGE>
Exhibit Index
No. Description
--- -----------
99 Press Release
Page 3 of 4 Pages
<PAGE>
Exhibit 99
WHITNEY HOLDING CORPORATION
228 ST. CHARLES AVENUE
NEW ORLEANS, LA 70130
CONTACT: Edward B. Grimball FOR IMMEDIATE RELEASE
504-586-7570
Joseph S. Schwertz, Jr.
504-586-3596
WHITNEY AND NEW IBERIA BANCORP NEGOTIATING MERGER
(NEW ORLEANS, January 24, 1996). Ernest Freyou, the President of The
New Iberia Bancorp, Inc., and William L. Marks, the Chairman of Whitney Holding
Corporation, announced today that the institutions will negotiate a definitive
agreement for the acquisition of The New Iberia Bancorp by Whitney Holding
Corporation for consideration consisting of $54 million in the aggregate,
payable in Whitney Holding Corporation common stock to the shareholders of The
New Iberia Bancorp at the approximate rate of $27 in value of Whitney stock for
each share of New Iberia Bancorp stock outstanding. Mr. Freyou stated that the
Board of Directors of The New Iberia Bancorp authorized negotiation of a
definitive agreement with Whitney, which must be approved by the boards of both
institutions as a condition to the consummation of the transaction. Closing
would also be subject to customary conditions, including regulatory approval and
approval by the shareholders of New Iberia. The merger is intended to be
accounted for as a pooling of interests.
The New Iberia Bancorp is located in Iberia Parish, Louisiana, where it
operates its wholly owned subsidiary, The New Iberia Bank. The company's stock
is traded on the American Stock Exchange (symbol NIB). The New Iberia Bank
presently operates eight full-service offices in Iberia Parish, three
full-service offices in Lafayette Parish, and one full-service office in
Vermilion Parish, Louisiana.
Whitney Holding Corporation (NASDAQ symbol WTNY) is a bank holding
company based in New Orleans, Louisiana. Its primary bank subsidiary is Whitney
National Bank, which has 45 branches throughout southern Louisiana including New
Orleans, Jefferson and St. Tammany parishes as well as Baton Rouge and
Lafayette. The Whitney Bank of Alabama has seven branches in Mobile and the
Alabama Gulf region.
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