January 12, 1998
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.
Brian Rotolo
Carl J. Chaney
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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) January 12, 1998
----------------
January 9, 1998
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) 533-5333
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Item 5. Other Events.
On January 9, 1998, Hibernia Corporation and ArgentBank jointly
announced that the Office of the Comptroller of the Currency had approved the
proposed merger of ArgentBank and Hibernia National Bank. The approval ensures
that the exchange ratio (2.04 shares of Hibernia Common Stock for each share of
ArgentBank Common Stock) will not be adjusted. The merger is subject to certain
other approvals, including approval by the shareholders of ArgentBank.
EXHIBIT INDEX
Exhibit Page
Number Description Number
28.37 News Release issued by the Registrant
on January 9, 1998 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: January 12, 1998 By: /s/ PATRICIA C. MERINGER
Patricia C. Meringer
Corporate Counsel and Secretary
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<PAGE>
EXHIBIT 28.37
N E W S R E L E A S E
For IMMEDIATE Release
January 9, 1998
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
O.C.C. APPROVES HIBERNIA'S MERGER WITH ARGENTBANK
NEW ORLEANS and THIBODAUX, LA. -- Hibernia Corporation and ArgentBank
jointly announced today that the Office of the Comptroller of the Currency has
approved the proposed merger of ArgentBank and Hibernia National Bank.
Shareholders of ArgentBank will vote on the transaction Jan. 28. They
will receive 2.04 shares of Hibernia stock for each share of ArgentBank in a
tax-free pooling of interests. The merger is expected to be completed in early
February.
ArgentBank, which is headquartered in Thibodaux and has $805 million in
assets, operates 18 banking offices: four in Thibodaux and one each in Chackbay,
Galliano, Golden Meadow, Larose, Lockport and Raceland, all in Lafourche Parish;
four in Houma in Terrebonne Parish; and two in Napoleonville and one each in
Pierre Part and Labadieville, all in Assumption Parish.
The transaction would give Hibernia the largest deposit market share in
Assumption Parish, where it currently does not have offices; a major presence in
Lafourche Parish, where it has one office in Thibodaux; and a stronger No. 3
position in Terrebonne Parish, where it has locations in Chauvin and Houma.
Following completion of this merger and another with Firstshares of
Texas, Inc., in northeast Texas, Hibernia would be an $12.2-billion-asset
organization with 230 banking locations in 31 Louisiana parishes and nine Texas
counties. It would be either first, second or third in deposit market share in
27 Louisiana parishes and four Texas counties. Hibernia's Louisiana markets
represent approximately 80% of the state's population and deposits. Its
statewide Louisiana deposit market share would be 20%, and its loan share would
be 22%.
The company's common stock (HIB) is listed on the New York Stock
Exchange. Hibernia news releases and product-and-service information can be
accessed through the company's internet site at http://www.hiberniabank.com.
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