SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) -- February 3, 1997
CULLEN/FROST BANKERS, INC.
(Exact Name of Registrant as Specified in Charter)
TEXAS 0-7275 74-1751768
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
100 WEST HOUSTON STREET
SAN ANTONIO, TEXAS 78205
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code -- (210) 220-4011
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ITEM 5. OTHER EVENTS.
By press release dated February 3, 1997, the Registrant announced that
Cullen/Frost Capital Trust I, a Delaware business trust, has agreed to issue
$100,000,000 of its 8.42% Capital Securities, Series A, to certain initial
purchasers in a private transaction not registered under the Securities Act of
1933, as amended.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
The following exhibit is filed herewith:
Exhibit
Number Description
- -------- ------------------------------------------------------------------
99.1 Press Release, dated February 3, 1997.
-2-
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SIGNATURES
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.
CULLEN/FROST BANKERS, INC.
Date: February 4, 1997 By: /s/ Phillip D. Green
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Phillip D. Green
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description Method of Filing
- ------- ----------------------------------------- --------------------
99.1 Press Release dated February 3, 1997. Filed herewith.
-4-
Exhibit 99.1
Bart R. Vincent
210/220-4878
or
Renee Sabel
Dublin & Associates
210/227-0221
FOR IMMEDIATE RELEASE
February 3, 1997
CULLEN/FROST CAPITAL TRUST I
ISSUES CAPITAL SECURITIES
Cullen/Frost Capital Trust I, a Delaware statutory business trust (the "Issuer
Trust") and wholly owned subsidiary of Cullen Frost Bankers, Inc.
("Cullen/Frost"), has agreed to issue $100,000,000 of its 8.42 percent Capital
Securities, Series A (the "Capital Securities"), which represent beneficial
interests in the Issuer Trust, to certain initial purchasers in a private
transaction not registered under the Securities Act of 1933, as amended (the
"Securities Act"). Such initial purchasers propose to offer and sell such
Capital Securities to certain "qualified institutional buyers" (as defined in
Rule 144A under the Securities Act) and institutional "accredited investors" (as
defined in Rule 501(a) under the Securities Act). It is expected that the
Capital Securities will be delivered against payment on February 6, 1997.
Cullen/Frost will own all of the Common Securities of the Issuer Trust. The
Capital Securities will mature on February 1, 2027 and be redeemable in whole or
in part at the option of Cullen/Frost at any time after February 1, 2007 and in
whole at any time upon the occurrence of certain events affecting their tax or
regulatory capital treatment. Cullen/Frost has the right to defer payment of
distributions on the Capital Securities at any time or from time to time for a
period of up to ten consecutive semi-annual periods with respect to each
deferral period.
The Issuer Trust will use the proceeds of the offering of the Capital Securities
to purchase the Junior Subordinated Debentures of Cullen/Frost. Cullen/Frost
will use the proceeds of the offering of the Junior Subordinated Debentures for
general corporate purposes, which may include the reduction of short-term
indebtedness, investments at the holding company level, investments in the
capital of, or extensions of credit to, Cullen/Frost's subsidiaries,
acquisitions and the repurchase of Cullen/Frost's common stock. The Capital
Securities will be included in the Tier 1 capital of Cullen/Frost for regulatory
capital purposes.
The Capital Securities, Cullen/Frost's guarantee thereof and the Junior
Subordinated Debentures have not been registered under the Securities Act and
may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
