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Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Whitney Holding Corporation
Commission File No. 000-01026
Joint Press Release of Whitney Holding Corporation and Prattville Financial
Services Corporation
[WHITNEY LOGO]
WHITNEY HOLDING CORPORATION
228 ST. CHARLES AVENUE
NEW ORLEANS, LA 70130
NEWS RELEASE
CONTACT: Thomas L. Callicutt, Jr. FOR IMMEDIATE RELEASE
504/552-4591 August 8, 2000
WHITNEY TO INCREASE PENETRATION OF MONTGOMERY, ALABAMA MARKET THROUGH
ACQUISITION OF PRATTVILLE FINANCIAL SERVICES
New Orleans, Louisiana. Whitney Holding Corporation (NASDAQ-WTNY)
announced today that it has entered into a definitive agreement to acquire
Prattville Financial Services Corporation ("PFSC"), whose principal subsidiary
is Bank of Prattville. Bank of Prattville has approximately $170 million in
total assets in four locations in Autauga County, which is one of the fastest
growing counties in Alabama. After the acquisition, Bank of Prattville will be
merged with Whitney National Bank, the principal subsidiary of Whitney Holding
Corporation.
The acquisition, which is structured as a tax-free merger of PFSC with
and into Whitney Holding Corporation, has an estimated value of approximately
$40.5 million. The acquisition is subject to certain conditions, including
approval by PFSC shareholders and appropriate regulatory agencies, and is
expected to be completed in the fourth quarter of 2000.
James B. Striplin, Chairman of Prattville Financial Services
Corporation, said, "We are pleased to be joining the Whitney family. Whitney is
well known for its commitment to personal banking relationships and to the
communities it serves, while providing strength and other advantages associated
with a larger banking organization. We look forward to bringing Whitney products
and services to our customers and to being an important part of its continued
success."
William L. Marks, Chairman and Chief Executive Officer of Whitney said,
"Bank of Prattville is a well-established bank in the Prattville/Montgomery
market with banking philosophies that are very compatible with Whitney's. This
merger will allow us to build on the valued customer relationships that Bank of
Prattville has established over the years and will allow us to serve our
existing Montgomery area customers better."
Whitney Holding Corporation, through its banking subsidiaries Whitney
National Bank and Bank of Houston, has 118 banking locations in the five-state
Gulf Coast region stretching from Houston, Texas; across southern Louisiana and
the coastal region of Mississippi; to central and south Alabama; and into the
panhandle of Florida.
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In connection with the proposed merger of PFSC into Whitney, Whitney
intends to file a registration statement, including the related prospectus, with
the Securities and Exchange Commission. WHITNEY URGES INVESTORS AND PFSC
SHAREHOLDERS TO READ THESE DISCLOSURE DOCUMENTS WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. A free copy of these documents
(after they are filed) and other documents filed by Whitney with the Commission
can be obtained at the Commission's web site at www.sec.gov. Shareholders of
PFSC and other investors can request a free copy of the prospectus and
registration statement (after they are filed) and any other relevant documents
filed or to be filed (after they are filed) by Whitney, by writing to Whitney
Holding Corporation, 228 St. Charles Avenue, New Orleans, Louisiana, 70130,
Attention: Corporate Secretary.
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To the extent that this press release contains statements that are not
historical facts, they should be considered forward-looking statements. Various
important factors that might cause future results to differ from such
forward-looking statements are described in more detail in Whitney's filings
with the Securities and Exchange Commission.
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