July 28, 1997
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N. W.
Washington, D. C. 20549
Re: Hibernia Corporation
Current Report on Form 8-K
Commission File No. 1-10294
Dear Sirs:
Pursuant to rules and regulations adopted under the Securities
Exchange Act of 1934, as amended (the "Act"), transmitted hereby for
filing, on behalf of Hibernia Corporation (the "Company"), is a Current
Report on Form 8-K.
Pursuant to Section 13(a) of the Act, by copy hereof we are filing
with the New York Stock Exchange, the national securities exchange on which
the Common Stock of the Company is listed and traded, two complete copies,
including exhibits. Pursuant to General Instruction E to Form 8-K, one
such complete copy being filed with the Exchange has been manually signed
on behalf of the Company.
Please call the undersigned at (504) 533-2486 if you have any
questions concerning this filing.
Very truly yours,
/s/ PATRICIA C. MERINGER
Patricia C. Meringer
Corporate Counsel and
Secretary
PCM/gbp
Enclosure
cc: Joseph Lomnicky
Ron E. Samford, Jr.
Stephen D. M. Schuetz
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) July 28, 1997
_____________
July 16, 1997
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) 533-2486
Page 1
Item 5. Other Events.
On July 16, 1997, the Registrant announced that it had signed a
definitive merger agreement with ArgentBank ("ArgentBank"), a Louisiana
bank holding company headquartered in Thibodaux, Louisiana. The merger is
subject to certain regulatory and other approvals, including approval by
the shareholders of ArgentBank.
EXHIBIT INDEX
Exhibit Page
Number Description Number
28.34 News Release issued by the Registrant
on July 16, 1997 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: July 28, 1997 By: /s/ PATRICIA C. MERINGER
Patricia C. Meringer
Corporate Counsel and
Secretary
Page 2
EXHIBIT 28.34
NEWS RELEASE HIBERNIA
For immediate release July 16, 1997
MEDIA INQUIRIES:
Jim Lestelle -- Manager,
Corporate Communications
Office: (504) 533-5482;
Home: (504) 488-8826
INVESTOR INQUIRIES:
Trisha Voltz -- Manager,
Investor Relations
Office: (504) 533-2180
Home: (504) 837-8287
HIBERNIA AND ARGENTBANK TO MERGE,
EXPANDING HIBERNIA'S SOUTHEAST LOUISIANA COVERAGE
NEW ORLEANS, LA, and THIBODAUX, LA -- Hibernia Corporation and
ArgentBank today jointly announced that they have signed a definitive
agreement to merge. The transaction with $760-million-asset ArgentBank
would significantly expand Hibernia's coverage of coastal and southeast
Louisiana.
With this and three other pending mergers, Hibernia would be a $10.8-
billion-asset institution with a 20% Louisiana deposit market share and 21%
loan share.
ArgentBank currently has 22 banking offices: five in Thibodaux and
one each in Chackbay, Galliano, Golden Meadow, Larose, Lockport and
Raceland, all in Lafourche Parish; four in Houma in Terrebonne Parish; one
in LaPlace in St. John the Baptist Parish; and three in Napoleonville, two
in Pierre Part and one in Labadieville, all in Assumption Parish.
ArgentBank previously announced that its LaPlace location and one Pierre
Part location will be closed in the near future.
The transaction would give Hibernia a major presence in Lafourche
Parish, where it currently serves customers from one small limited-service
Thibodaux supermarket location, which it plans to close; the largest share
in Assumption Parish, where it does not have a presence; and a stronger No.
3 position in Terrebonne Parish, where it has locations in Chauvin and
Houma.
Page 3
Exhibit 28.34
Page 2
Shareholders of ArgentBank would receive 2.04 shares of Hibernia stock
for each share of ArgentBank, subject to adjustment in certain
circumstances, in a tax-free pooling of interests currently valued at
approximately $190 million or $29.07 per share of ArgentBank. The
transaction meets the standards Hibernia applies when it evaluates merger
opportunities: ArgentBank's strong profitability, loan and deposit growth,
and asset quality make the merger financially compelling; and ArgentBank's
excellent distribution network will help Hibernia strengthen its coverage
of southeast Louisiana.
"ArgentBank has built an excellent franchise by emphasizing customer
service in everything it does," said Stephen A. Hansel, Hibernia president
and CEO. "Hibernia will continue that tradition of service and work hard
to help the region grow and prosper."
Hansel also pointed out that ArgentBank's strong management team will
play key leadership roles for Hibernia in southeast Louisiana and across
the company. Following completion of the merger, Randall E. Howard,
president and CEO of ArgentBank, will serve as Hibernia's regional chairman
for southeast Louisiana, with initial responsibility for all of
ArgentBank's current operations as well as Hibernia's operations in
Lafourche, Terrebonne, Assumption, St. Charles, St. John, St. James and
portions of St. Martin and St. Mary parishes. Howard is expected to take
on an expanded role for Hibernia following the conversion of ArgentBank's
computer systems to Hibernia's in 1998.
"Hibernia's extensive selection of financial services for consumers,
small businesses and large commercial customers can assist the economic
expansion under way across southeast Louisiana," Howard said. "ArgentBank
customers will appreciate products like Hibernia's home equity loans,
nationally recognized small-business services, debit cards, automated
treasury management products, brokerage services and fast decisions on
residential mortgage loans."
Pointing to Hibernia's customer-friendly hours and extensive statewide
ATM network, Dr. James Peltier, ArgentBank chairman, said the merger will
bring convenience to ArgentBank customers unmatched by any other bank.
The merger, which is subject to approvals by regulators and by
shareholders of ArgentBank, should be completed by year-end. The name of
the bank will be changed to Hibernia following the computer conversion.
Page 4
Exhibit 28.34
Page 3
ArgentBank customers should continue using their checks, making loan
payments and conducting other transactions as usual.
Pro forma for this merger and three others with $105-million-asset
Northwest Bancshares of Louisiana, Inc., $136-million-asset Executive
Bancshares, Inc., in northeast Texas and $117-million-asset Unicorp
Bancshares-Texas in southeast Texas, Hibernia would have 232 banking
locations in 31 Louisiana parishes and five Texas counties. It would be
either first, second or third in deposit share in 27 Louisiana parishes and
three Texas counties. Hibernia's Louisiana markets would represent
approximately 80% of the state's population and deposits.
The common stock of Hibernia (HIB) is listed on the New York Stock
Exchange. Common stock of ArgentBank (AGB) is listed on the American Stock
Exchange. Hibernia news releases, product-and-service information and
other useful data can be accessed through the company's internet site at
http://www.hiberniabank.com.
Page 5
Exhibit 28.34
Page 4
HIBERNIA'S MERGER ACTIVITY
20 pending or completed since mid-1994
PENDING MERGERS: 4
NAME LOCATION ASSETS OFFICES
(date merger expected (millions) ADDED
to be completed)
ArgentBank
(year-end 1997) Coastal, Southeast $760 22
Louisiana
First National Bank in
Mansfield (year-end 1997) Northwest Louisiana $105 5
OrangeBank
(fourth quarter 1997) Southeast Texas $117 3
First National Bank of
Paris (third quarter 1997) Northeast Texas $136 3
Collin County National
Bank (third quarter 1997)
COMPLETED MERGERS: 16
NAME LOCATION ASSETS OFFICES
(date merger was completed) (millions) ADDED
Texarkana National Bank (12/31/96) Northeast Texas $406 9
St. Bernard Bank and Trust (10/1/96) Suburban New Orleans $260 11
Calcasieu Marine National Bank (8/26/96 Southwest Louisiana $774 21
Bunkie Bank & Trust Company (1/15/96) Central Louisiana $109 3
First National Bank of Lake
Providence (1/1/96) Northeast Louisiana $ 51 2
Bank of St. John (7/1/95) River Parishes $124 4
(Southeast Louisiana)
Progressive Bank and Trust (7/1/95) Houma/Thibodaux $142 6
(Southeast Louisiana)
State Bank and Trust Company (5/1/95) River Parishes $ 92 4
(Southeast Louisiana)
American Bank (3/1/95) River Parishes $ 89 5
(Southeast Louisiana)
First State Bank and Trust
Company (12/31/94) Northshore New Orleans $146 7
Pioneer Bank and Trust Co. (12/31/94) Northwest Louisiana $351 8
First National Bank of Jefferson
Parish (8/1/94) Suburban New Orleans $372 9
Southern National Bank at
Tallulah (8/1/94) Northeast Louisiana $ 59 1
First National Bank of West
Monroe (8/1/94) Northeast Louisiana $157 6
Bastrop National Bank (7/1/94) Northeast Louisiana $117 4
First Commercial Bank (7/1/94) Acadiana $165 8
(Southcentral Louisiana)
TOTAL ASSETS AND OFFICES ADDED SINCE MID -1994 $4,532 141
Page 6
