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 the Report: July 7, 1994 Commission file number 1-5805
CHEMICAL BANKING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 13-2624428
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
270 Park Avenue, New York, New York 10017-2070
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 270-6000
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Items 5. Other Events
On July 1, 1994, Chemical Bank, National Association announced that its
wholly-owned subsidiary completed its tender offer for all of the
outstanding common stock and any and all of the outstanding depositary shares
representing the preferred stock of Margaretten Financial Corporation and
that all shares that were validly tendered and not withdrawn prior to the
expiration of the offer were accepted for payment as of 12:00 midnight
New York City time, on Thursday, June 30, 1994. As of 12:00 midnight on
June 30, 1994, when the offer expired, approximately 13,121,070 shares of
common stock and 1,522,317 depositary shares representing the preferred stock
of Margaretten had been tendered and not withdrawn, representing
approximately 99% and 95% of outstanding common shares and depositary
shares, respectively.
A copy of the Company's press release dated July 1, 1994 is incorporated
herein.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
The following exhibit is filed with this Report:
Exhibit Number Description
28A Press Release dated July 1, 1994
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SIGNATURE
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 thereunto duly authorized.
CHEMICAL BANKING CORPORATION
(Registrant)
Dated: July 7, 1994 By /s/John B. Wynne
John B. Wynne
Secretary
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EXHIBIT INDEX
Exhibit Number Description
28A Press Release dated July 1, 1994
Investor Contacts: John Borden Press Contacts: Ken Herz
(212) 270-7318 (212) 270-4612
Melissa Ciotoli Judy Walsh
(212) 270-7334 (212) 270-2914
Terry Mangan
(212) 270-7331
For Immediate Release
Friday, July 1, 1994
CHEMICAL COMPLETES OFFER FOR MARGARETTEN
New York, July 1-- Chemical Bank, National Association announced today
that its wholly-owned subsidiary has completed its tender offer for all of
the outstanding common stock and any and all of the depositary shares
representing the preferred stock of Margaretten Financial Corporation and
that all shares that were validly tendered and not withdrawn prior to the
expiration of the offer were accepted for payment, with such payment
to be made as promptly as practicable.
As of 12:00 midnight on June 30, 1994, when the offer expired,
approximately 13,121,070 shares of common stock and 1,522,317 depositary
shares representing the preferred stock of Margaretten had been tendered
and not withdrawn, representing approximately 99% and 95% of outstanding
common shares and depositary shares, respectively.
Shares of common stock and depositary shares not tendered to Chemical in
the tender offer will be converted to cash through a merger. Based on the
number of shares of common stock and depositary shares tendered, Chemical
said that it intends to effect such merger later this month by means of a
"short form" merger under Delaware law, which permits such merger to be
effected without shareholder approval.
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