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 Earliest Event Reported
February 4, 1997
Interra Financial Incorporated
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation of organization)
1-8186 41-1228350
(Commission File Number) (IRS Employer
Identification Number)
Dain Bosworth Plaza, 60 South Sixth Street,
Minneapolis, Minnesota 55402-4422
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612) 371-7750
<PAGE>
Item 5. OTHER EVENTS
Reference is made to Exhibits 99.1, 99.2 and 99.3 filed
herewith.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 99.1 Press release containing announcement of
increase in registrant's regular
quarterly cash dividend from $.15 to $.18
per share.
Exhibit 99.2 Press release regarding registrant
changing its name to Interra Financial
Incorporated from Inter-Regional
Financial Group, Inc.
Exhibit 99.3 Press release regarding registrant
changing its NYSE ticker symbol from
"IFG" to "IFI".
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.
INTERRA FINANCIAL INCORPORATED
Registrant
Date: February 10, 1997
By: Louis C. Fornetti
--------------------------
Louis C. Fornetti
Executive Vice President &
Chief Financial Officer
By: Daniel J. Reuss
--------------------------
Daniel J. Reuss
Senior Vice President,
Corporate Controller
& Treasurer
INTERRA FINANCIAL INCORPORATED
INDEX OF EXHIBITS
Exhibit No.
99.1 - Press release containing announcement of
increase in registrant's regular quarterly
cash dividend from $.15 to $.18 per share.
99.2 - Press release regarding registrant changing
its name to Interra Financial Incorporated
from Inter-Regional Financial Group, Inc.
99.3 - Press release regarding registrant changing
its NYSE ticker symbol from "IFG" to "IFI".
EXHIBIT 99.1
PRESS RELEASE
IFG REPORTS RECORD EARNINGS FOR 1996;
FOURTH QUARTER IS BEST IN COMPANY HISTORY
John Appel promoted to chief executive of Dain Bosworth
MINNEAPOLIS (Feb. 4, 1997) -- Inter-Regional Financial Group
(NYSE: IFG), parent of regional securities firms Dain Bosworth of
Minneapolis and Rauscher Pierce Refsnes of Dallas, reported best-
ever results in the fourth quarter and year ended Dec. 31, 1996.
In 1996, consolidated net earnings rose 58 percent to $56.8
million, or $4.39 per share, on net revenues (revenues less
interest expense) that rose 15 percent to $625.8 million.
"This was the best year in our history thanks in large part
to great results from our Private Client investment executives,
who were ready with the advice, products and services that helped
individual clients take advantage of a great year in the stock
market," said Irving Weiser, chairman and chief executive of IFG.
"Also, Equity Capital Markets groups at Dain and Rauscher were
well focused on their select industries, which resulted in a
banner year for corporate finance and institutional equity
sales."
IFG's shareholders were the beneficiaries of improved
profitability and share price. During the year, IFG stock
increased in value by 40 percent to $35.25 per share.
Dain Bosworth, in a record year, contributed pretax earnings
that rose 49 percent to $64.6 million on net revenues that
increased 16 percent to $408.8 million. Rauscher posted record
pretax earnings that rose 75 percent to $31.5 million on net
revenues that rose 13 percent to $212 million.
Appel named Dain CEO -- Weiser also announced that John
Appel, president and chief operating officer of Dain Bosworth
since 1994, will succeed Weiser as chief executive of Dain.
Weiser will remain chairman of Dain Bosworth and Rauscher Pierce
Refsnes.
"John Appel has done a great job leading Dain Bosworth and
is one of the architects of our corporate strategy," Weiser
added. Appel joined IFG as senior vice president and chief
financial officer in 1986. In addition to his Dain post, he is an
executive vice president of IFG and a member of the IFG Board of
Directors. Prior to joining IFG, Appel was a partner with the
accounting firm of Deloitte Haskins & Sells (now Deloitte &
Touche).
Business line results -- Dain and Rauscher improved profits
and productivity in every business line in 1996. Combined
revenues in the Private Client business topped $358 million,
another record and an increase of 15 percent. In Equity Capital
Markets, revenues rose by 31 percent to a record $96.7 million.
In Fixed Income, earnings increased despite a revenue decline of
8 percent to $82.3 million in a national bond market marked by
fewer transactions and narrower margins.
"IFG fixed expenses increased 9 percent, while net revenues
rose 15 percent in 1996, resulting in wider profit margins,"
Weiser added. "We will manage expenses prudently and look for
further economies from our shared services strategy. IFG
centrally provides trade clearing, technology, finance, corporate
services, human resources, products and other services to our
firms at cost-effective levels."
Fourth Quarter -- In the fourth quarter of 1996, IFG earnings
climbed 45 percent from one year ago to $15.7 million, a record
$1.21 per share, topping the previous record of $1.20 in first
quarter 1996.
Net revenues rose 10 percent to $164.8 million from the fourth
quarter of 1995. It was 9 percent higher than third-quarter net
revenues of $151 million. In the fourth quarter, Dain Bosworth
pretax earnings rose 36 percent to $18.9 million, while net
revenues rose 13 percent to $107.5 million. Rauscher Pierce
Refsnes had 66-percent higher pretax earnings of $8.8 million on
a 3-percent net revenue gain of $55.3 million.
Dividend -- The company, consistent with IFG's record
performance and prospects for the future, said its board of
directors authorized an increase of 20 percent in the annual
dividend to 72 cents per common share from its current 60 cents
per share. The first quarterly dividend of 18 cents per share
will be payable on March 17 to shareholders of record at the
close of business on March 3. There are currently 12,180,499
million shares of IFG stock outstanding.
"We believe we are well positioned to capture more than our
share of the growing demand for stocks and mutual funds," Weiser
said. "The growth of assets under administration of Dain and
Rauscher investment executives, now $43 billion, will help
cushion us against market downturns as we build our fee-based
business. Our Equity Capital Markets operations have never been
more focused or productive. Although bond markets are
challenging, we are in the fixed income business for the long
haul. Our corporate and government clients count on us. We expect
to be a strong survivor.
"In 1997, we expect continued strong performance from Dain
Bosworth in the northwestern quadrant of the United States, and
we expect to profitably capture more of the dynamic growth in the
Southwest through Rauscher Pierce Refsnes. We also will refine
our shared services strategy and meaurements of service levels
and effectiveness," Weiser concluded.
IFG's net return on average equity was 22.8 percent in 1996,
compared with 17.3 percent in 1995. The year-end book value of
IFG stock was $22.66 per share, compared with $18.44 on Dec. 31,
1995. The stock closed on Feb. 3 at $42.75, up 21 percent from
the close of $35.25 on Dec. 31, 1996.
<TABLE>
Inter-Regional Financial Group, Inc.
Consolidated Summary of Operations
(In thousands, except per-share amounts)
<CAPTION>
Three Months Ended Twelve Months Ended
December 31, December 31,
------------------- -------------------
1996 1995 1996 1995
------------------- -------------------
<S> <C> <C> <C> <C>
Revenues $179,456 $165,341 $683,316 $606,747
Interest expense (14,612) (15,691) (57,560) (64,777)
-------- -------- -------- --------
Net revenues 164,844 149,650 625,756 541,970
Expenses excluding
interest 140,669 132,618 538,354 485,699
-------- -------- -------- --------
Earnings before
income taxes 24,175 17,032 87,402 56,271
Income tax expense (8,462) (6,174) (30,591) (20,398)
-------- -------- -------- --------
Net earnings $ 15,713 $ 10,858 $ 56,811 $ 35,873
======== ======== ======== ========
Net earnings per share:
Primary $ 1.21 $ .86 $ 4.46 $ 2.86
Fully diluted $ 1.21 $ .86 $ 4.39 $ 2.81
Shares used for per-share calculation:
Primary 12,950 12,650 12,752 12,546
Fully diluted 12,972 12,665 12,946 12,745
Selected financial data:
Net revenues:
Dain Bosworth
Incorporated $107,551 $ 95,127 $408,761 $351,463
Rauscher Pierce
Refsnes, Inc. 55,278 53,679 212,019 187,484
Corporate, other
& eliminations 2,015 844 4,976 3,023
-------- -------- -------- --------
$164,844 $149,650 $625,756 $541,970
======== ======== ======== ========
Pretax earnings (loss):
Dain Bosworth
Incorporated $ 18,929 $ 13,927 $ 64,580 $ 43,282
Rauscher Pierce
Refsnes, Inc 8,781 5,286 31,461 18,026
Corporate, other
& eliminations (3,535) (2,181) (8,639) (5,037)
-------- -------- -------- --------
$ 24,175 $ 17,032 $ 87,402 $ 56,271
======== ======== ======== ========
</TABLE>
Inter-Regional Financial Group is one of the nation's
largest full-service regional brokerage and investment banking
companies. IFG's two broker-dealers, Dain Bosworth and Rauscher
Pierce Refsnes, serve individual, institutional, corporate and
governmental clients, predominantly in the western half of the
United States. Inter-Regional Financial Group is one of the
nation's largest full-service regional brokerage and investment
banking companies. IFG's two broker-dealers, Dain Bosworth
Incorporated and Rauscher Pierce Refsnes, Inc., serve individual,
institutional, corporate and governmental clients, predominantly
in the western half of the United States. IFG also is the parent
company of RPR Correspondent Services, which markets clearing and
technology services to other broker-dealers. The company's
common stock trades on the New York Stock Exchange under the
symbol IFG.
CONTACT: Media: Jennifer Driscoll (612) 371-1647
Investors: Neal St. Anthony (612) 371-2934
EXHIBIT 99.2
PRESS RELEASE
INTER-REGIONAL FINANCIAL GROUP CAPS OFF RECORD YEAR BY CHANGING
ITS NAME TO INTERRA FINANCIAL
Service Subsidiaries Adopt Interra Name; Dain and Rauscher
Unchanged
MINNEAPOLIS (Feb. 4, 1997) -- Inter-Regional Financial Group,
(NYSE: IFG), parent company of Minneapolis-based Dain Bosworth
and Dallas-based Rauscher Pierce Refsnes, which earlier today
reported record 1996 revenues and earnings, announced that its
board of directors today approved a change of the company's name
to Interra Financial.
Irving Weiser, chairman and chief executive officer, said
the name 'Interra' was chosen because it builds on the heritage
of the former name, 'Inter-Regional,' but serves as a bridge to
the future because it signifies the solid foundation for growth
the company has established in recent years. Interra's brokerage
and investment banking subsidiaries, Dain Bosworth and Rauscher
Pierce Refsnes, will remain unchanged, but two Minneapolis-based
support subsidiaries have adopted the Interra name to achieve a
stronger, more unified corporate identity:
- IFG Asset Management Services, which provides
financial services, product-management and marketing services to
Dain and Rauscher, has changed to Interra Advisory Services.
- Regional Operations Group, which clears and settles
the trades of the company's broker-dealers and correspondent
firms, is now Interra Clearing Services. (The information
services division that provides technology services, which was
formerly part of the operations group, is now part of the parent
company.)
Weiser praised the new name as concise and easy to say, and
he said that it better reflects the company's singular focus on
the securities business. "'Inter-Regional Financial Group' was a
cumbersome name that no longer served its purpose," he said,
noting that when the name was chosen in 1973, the company was
pursuing a diversified financial services strategy with disparate
financial firms, ranging from equipment leasing, to insurance, to
real estate partnerships.
"In recent years, we have achieved great success by focusing
on the businesses we know best + brokerage and investment
banking. We have established ourselves as a family of premier
regional securities firms, and we expect to continue to expand
our business in existing territories, new territories, and other
securities-allied businesses," he continued.
According to Weiser, an additional factor in the firm's
decision to develop a new identity was that another financial
firm has a trademark on the acronym IFG. "We decided not to
spend time or money pursuing a name that no longer fits."
Effective on Feb. 10, the company's new ticker symbol on the
New York Stock Exchange will be "IFI," an abbreviation of its
legal name, Interra Financial Incorporated. The company will
appear in newspaper stock listings as "Interra" beginning on Feb.
11.
Interra Financial Incorporated is one of the nation's
largest full-service regional brokerage and investment banking
companies. Interra's two broker-dealers, Dain Bosworth and
Rauscher Pierce Refsnes, serve individual, institutional,
corporate and governmental clients predominantly in the western
half of the United States. Interra also is the parent company of
RPR Correspondent Services, which markets clearing and technology
services to other broker-dealers. The company's common stock
trades on the New York Stock Exchange under the symbol IFG until
Feb. 10, when it will change to IFI.
CONTACT: Media: Jennifer Driscoll (612) 373-1647
Investors: Neal St. Anthony (612) 371-2934
EXHIBIT 99.3
PRESS RELEASE
INTERRA FINANCIAL (FORMERLY IFG)OFFICIALLY CHANGES ITS TRADING
SYMBOL TO IFI
MINNEAPOLIS (Feb. 10, 1997) -- Interra Financial, formerly Inter-
Regional Financial Group Inc., today changed its trading symbol
on the New York Stock Exchange from "IFG" to "IFI," an
abbreviation of its legal name, Interra Financial Incorporated.
The company will appear in newspaper stock listings as "Interra"
beginning on Feb. 11.
The ticker change reflects the company's name change, which
was effective on Feb. 4. The names of Interra's brokerage and
investment banking subsidiaries, Dain Bosworth and Rauscher
Pierce Refsnes, remain unchanged.
Interra Financial Incorporated is one of the nation's
largest full-service regional brokerage and investment banking
companies. Interra's two broker-dealers, Dain Bosworth and
Rauscher Pierce Refsnes, serve individual, institutional,
corporate and governmental clients predominantly in the western
half of the United States. Interra also is the parent company of
RPR Correspondent Services, which markets clearing and technology
services to other broker-dealers. The company's common stock
trades on the New York Stock Exchange under the symbol IFI.
CONTACT: Media: Jennifer Driscoll (612) 373-1647
Investors: Neal St. Anthony (612) 371-2934
