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NEW ORLEANS, March 2 /PRNewswire-FirstCall/ -- Whitney Holding Corporation (Nasdaq: WTNY) and Signature Financial Holdings, Inc. announced today that Whitney has completed its acquisition of Signature Financial which is headquartered in St. Petersburg, Florida, in a cash and stock transaction. Signature Financial is the parent company of Signature Bank, which has approximately $278 million in total assets, $226 million in loans and $220 million in deposits. With the addition of Signature, Whitney now has 35 branches, a loan production office and two trust offices in Florida, with approximately $1.6 billion in total assets.
The acquisition was approved overwhelmingly by Signature's shareholders on February 28, 2007 at a special meeting of shareholders. In accordance with the terms of the merger agreement, Signature shareholders of record prior to the election deadline on February 27, 2007 could elect to receive all cash, all Whitney common stock or a combination of cash and Whitney common stock as merger consideration. These elections were made subject to redesignation if the shareholders of Signature elected to receive aggregate cash consideration in excess of 49% of the total merger consideration. Based on the elections made, no redesignation was required. Shareholders who made elections will receive cash, stock or a combination of cash and stock per their elections. Shareholders who did not make an election will receive Whitney common stock consideration for 100% of their Signature shares.
Cash consideration is $41.04 per Signature share and stock consideration is 1.263 Whitney shares per Signature share, with cash payable in lieu of fractional shares.
David Feaster, former Chief Executive Officer and President of Signature Financial Holdings, said, "We are pleased to be a part of Whitney and look forward to continuing to build on the momentum it has generated in the Tampa Bay area."
William L. Marks, Chairman and Chief Executive Officer of Whitney, said, "We welcome Signature's shareholders, customers and employees to Whitney. They are an important part of our company as we build our Florida franchise. With the addition of Signature, we have significantly expanded our presence in the Tampa Bay area, with 15 offices now serving our existing customers while attracting new ones."
Whitney Holding Corporation, through its banking subsidiary Whitney National Bank, serves the five-state Gulf Coast region stretching from Houston, Texas; across southern Louisiana and the coastal region of Mississippi; to central and south Alabama; the panhandle of Florida; and the metropolitan area of Tampa, Florida.
This press release includes "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may provide projections of results of operations or of financial condition or state other forward-looking information, such as expectations about future conditions and descriptions of future plans and strategies. Forward-looking statements often contain words such as "anticipate," "believe," "expect," "forecast," "goal," "intend," "plan," "project," or other words of similar meaning. The forward-looking statements in this news release include, but may not be limited to, expectations about Whitney's growth and market share in the Florida market. Whitney's ability to accurately project results or predict the effects of future plans or strategies is inherently limited. Although Whitney believes that the expectations reflected in forward-looking statements are based on reasonable assumptions, actual results and performance could differ materially from those set forth in the forward- looking statements. Factors that could cause actual results to differ from those expressed in the forward-looking statements include, but are not limited to, changes in economic and business conditions, changes in interest rates that affect the pricing of Whitney's financial products and the demand for its financial services, changes in laws and regulations that significantly affect the activities of the banking industry and the industry's competitive position relative to other financial service providers, technological changes affecting the nature or delivery of financial products or services, the impact of recent and future natural disasters on Whitney's service area, the failure to capitalize on growth opportunities in connection with business acquisitions and management's inability to develop and execute plans for Whitney to effectively respond to unexpected changes. Whitney does not intend, and undertakes no obligation, to update or revise any forward-looking statements, whether as a result of differences in actual results, changes in assumptions or changes in other factors affecting such statements.
SOURCE: Whitney Holding Corporation
CONTACT: Trisha Voltz Carlson of Whitney Holding Corporation,
+1-504-299-5208, or tcarlson@whitneybank.com ; or David P. Feaster of
Signature Financial Holdings, Inc., +1-727-897-9490, or
dfeaster@signaturebkfl.com
