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) June 29, 1994
(June 1, 1994)
Hibernia Corporation
(Exact name of issuer as specified in its charter)
Louisiana 1-10294 72-0724532
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
organization)
313 Carondelet Street, New Orleans, Louisiana 70130
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (504) 533-5332
<PAGE>
Item 5. Other Events.
On June 1, 1994, the Registrant announced that it had agreed
to merge with Pioneer Bancshares Corporation, headquartered in
Shreveport, Louisiana, subject to the satisfaction of certain
conditions, including receipt of required approvals.
EXHIBIT INDEX
Exhibit Page
Number Description Number
28.18 News Release issued by the Registrant
on June 1, 1994 3
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 hereunto duly authorized.
HIBERNIA CORPORATION
(Registrant)
Date: June 29, 1994 By: s/RONALD E. SAMFORD, JR.
Ronald E. Samford, Jr.
Chief Accounting Officer
EXHIBIT 28.18
NEWS RELEASE
HIBERNIA PIONEER
FOR IMMEDIATE RELEASE
JUNE 1, 1994
FOR INFORMATION: HIBERNIA FOR INFORMATION: PIONEER
Media-- Investors-- Media-- Investors--
Jim Lestelle Linda Meche Minnett Thornton E. R. "Bo" Campbell
Ofc:504-533-5482 Ofc:504-533-2180 Ofc:318-429-6003 Ofc:318-429-6001
Hm:504-488-8826 Hm:504-832-3604 Hm:318-868-6671
HIBERNIA, PIONEER TO MERGE, BUILDING HIBERNIA'S
NORTHWEST LOUISIANA FRANCHISE
NEW ORLEANS and SHREVEPORT, La. -- Hibernia Corporation and Pioneer
Bancshares Corporation today announced they have signed a definitive
agreement to merge.
The announcement was made by Hibernia president and CEO Stephen A.
Hansel and Pioneer chairman E. R. "Bo" Campbell at a Shreveport news
conference.
Pioneer is a $366-million-asset one-bank holding company based in
Shreveport. With $324 million in deposits and 11 banking offices in Caddo
Parish, it is the Shreveport/Bossier City area's largest locally owned
financial institution.
The transaction increases Hibernia's deposits in Shreveport and Bossier
City from approximately $400 million to approximately $725 million and its
deposit market share from 12% to 22%.
Following the merger, Pioneer's board of directors and Hibernia's
Shreveport city board will be combined, and Campbell will serve as chairman.
Adding 'strength to strength'
"Pioneer's commitment to this community has always been its strongest
asset," Campbell said. "It became clear, however, that in today's banking
environment, we were not offering all the services that some larger
institutions can provide. With this merger, we are adding strength to
strength in an effort to better serve our customers."
Hansel said that Campbell "knows northwest Louisiana well, and he
understands how Hibernia's expanded presence can help the region grow and
prosper.
"Pioneer has a history of providing excellent hometown banking services
in Shreveport dating back almost a half-century," Hansel said. "Its
management and employees recognized years ago that the consumer banking
business was the wave of the future, and they've built an organization that
serves that important market well.
"I'm especially pleased that a long and close correspondent-banking
relationship between Pioneer and Hibernia is now culminating in this
partnership. It will allow us to build on Pioneer's long tradition of
community service and bring additional banking convenience to an even larger
segment of northwest Louisiana."
Terms of the transaction
Shareholders of Pioneer Bancshares would receive 30.5 shares of Hibernia
stock for each share of Pioneer stock in a tax-free pooling of interests.
Based on Hibernia's Tuesday closing price of $8.875 per share, the
transaction would be valued at approximately $74.3 million. It is subject to
approval by regulators and Pioneer's shareholders and should be completed
late in the year.
Strong mortgage unit
Pioneer's wholly owned subsidiary, Pioneer Mortgage Corporation, also
will merge with Hibernia. Northwest Louisiana's largest mortgage originator,
it will add more than $400 million to Hibernia's $1.25-billion mortgage-
servicing portfolio, a 32% increase. In 1993, Pioneer originated $113
million in residential first-mortgage loans.
Edwin Jones, president of Pioneer Mortgage, will continue to serve in an
advisory capacity with Hibernia's mortgage operation.
"This will make an excellent addition to Hibernia's servicing and
residential-loan portfolios and provide important sources of both fee and
interest income," Hansel said.
Management team
In addition to Campbell, other members of Hibernia's management team
will be:
Hugh J. Hansen, Pioneer's senior chairman and president of the Louisiana
Bankers Association, who will serve as vice chairman of the regional board.
Bob D. Flurry, who will serve as Hibernia's regional president for
Shreveport and Bossier City. Flurry currently is Pioneer's president and
chief executive officer.
Harold W. Turner, Hibernia's current city executive, who will continue
in a senior role as commercial lending manager.
Keith Bergeron, Hibernia's Shreveport retail sales manager, who will
serve as coordinator of a merger team made up of Pioneer and Hibernia
specialists working together to consummate the merger.
One of largest office networks
Hibernia's 11 offices in Shreveport and Bossier City, combined with
Pioneer's 11 locations, will create one of the largest banking-office
networks in the area.
This transaction and four others pending in the Acadiana and northeast
regions of the state and in Jefferson Parish will increase Hibernia's total
assets 25% to $6.3 billion and the number of locations 38% to 139.
Five new parishes added by these mergers will bring the total number
served by Hibernia to 18, representing more than 70% of the state's deposit
market and 64% of the population. Hibernia's statewide loan and deposit
market shares will climb from 11% to 14%.
Until the merger is complete, Pioneer will continue operations as usual.
It is anticipated the merger will occur near year-end. Until then, Pioneer
customers should continue using their checks, making loan payments and
conducting other transactions just as before.
Hibernia Corporation's common stock (HIB) is listed on the New York
Stock Exchange.
HIBERNIA'S EXPANSION PLANS AT-A-GLANCE
HIBERNIA PIONEER COMBINED OTHER MERGERS TOTAL COMBINED
-------- ------- -------- ------------- --------------
Assets $5,019 $366 $5,385 $910 $6,295
(in millions,
at 3/31/94)
Deposits $4,317 $324 $4,641 $790 $5,431
(in millions,
at 3/31/94)
Deposit share
(at 12/31/94) 11% 1% 12% 2% 14%
Offices 101 11 112 27 139
Parishes 13 -- 13 5 18
