NEW ORLEANS, March 11, 2011 (GLOBE NEWSWIRE) — Executives of Hancock Holding Company (Nasdaq:HBHC) and Whitney Holding Corporation (Nasdaq:WTNY) today announced the appointment of seven current Whitney directors to Hancock boards of directors, effective following the anticipated merger between the two companies later this spring.
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Richard B. Crowell, Hardy B. Fowler, Terence E. Hall, R. King Milling, and Eric J. Nickelsen will join the Hancock Holding Company Board of Directors upon completion of the merger, which is expected to occur during second quarter 2011.
Milling, as well as Alfred S. Lippman and Thomas D. Westfeldt, will serve on the board of directors for Whitney Bank, which will operate in Louisiana and Texas after the merger.
Hancock President and CEO Carl Chaney commented, “We look forward to welcoming these Whitney directors to the Hancock and Whitney combined organization. Their knowledge of Gulf South markets and the banking industry uniquely qualifies them to direct the resulting 32nd largest financial services organization based in the United States.”
The seven Whitney directors who will join Hancock’s boards after the merger all have extensive experience as business and community leaders.�Most of the directors have served as Whitney directors for many years.
John C. Hope, III, Chairman and CEO of Whitney Holding Corporation, said, “The addition of these individuals to the combined company’s boards of directors is significant to both the resulting organization and the communities being served.”�He added, “These individuals hold prominent roles in their communities and have served Whitney well.�Their experience and knowledge have been assets to this management team, and I know they will provide the same level of expertise and support to the larger combined organization.”
Richard B. Crowell has served as a Whitney director since 1983.�Until Crowell’s retirement from the Alexandria, La., law firm of Crowell & Owens in 2009, he was engaged since 1970 in a full-time practice that included real estate and probate law.�He also serves as a director of CLECO Corporation, a large publicly held utility company headquartered in Pineville, La.
Hardy B. Fowler recently concluded a 34-year career at the international accounting firm of KPMG, including 25 years as a tax partner, and served as the New Orleans office’s managing partner during his last seven years with that firm.�Fowler serves on the boards of various civic organizations, including Junior Achievement, and is an executive officer of the Bureau of Governmental Research and the Business Council of New Orleans.�Fowler has served as a Whitney director since late 2009.
Terence E. Hall has been a Whitney director since early 2009.�Hall has been the Chairman of the Board of Superior Energy Services, Inc., a New Orleans based provider of specialized oilfield services and equipment, since December 1995.�� From 1995 until 2010, he also served as Superior’s CEO.�Superior has facilities located in many of the same cities and towns in South Louisiana in which Whitney Bank offices are located, as well as in Houston and many other U.S. and international locations.
Alfred S. Lippman, who resides in Lafayette, La., is an attorney and co-manager of the law firm of Lippman, Mahfouz, Tranchina & Thorguson, LLC, in Morgan City, La.�Lippman’s civic, community, and governmental activities include service as a trustee or director on boards of the Louisiana Governor’s Mansion Foundation, the Louisiana Pilotage Fee Commission, the Community Foundation of Acadiana, and the New Orleans Museum of Art.�He is a former trustee of the United States Coast Guard Foundation and a former member of the Louisiana Board of Tax Appeals.�Lippman was first elected a Whitney director in 1996.
R. King Milling was Whitney’s president from 1984 to 2007, when he became vice-chairman, a position he held until the end of 2008.�Milling is a lifelong resident of New Orleans and serves on the boards of LSU Health Sciences Center, Dillard University, and the Greater New Orleans Education Foundation.�He is a member of the Tulane Law School Dean’s Advisory Board anda member of the board of directors of the New Orleans Branch of the Federal Reserve Bank of Atlanta.�Milling is also the chairman of the Governor’s Advisory Commission on Coastal Protection and Restoration, serves as a member on the Coastal Protection and Restoration Authority, and is a director of the Louisiana Disaster Recovery Foundation.�Milling has been a Whitney director since 1978.�
Eric J. Nickelsen joined the Whitney Board in 2000.�A Pensacola, Fla., resident, Nickelsen has been active in the real estate development and management businesses for many years.�Prior to beginning his real estate career, Nickelsen was a banker with varying responsibilities relating to operations and lending between 1966 and 1998.�His civic activities in the Pensacola market include service as chairman of institutions such as the Pensacola Junior College Foundation, the University of West Florida Foundation, the Pensacola Area Chamber of Commerce, Rebuild Northwest Florida, Inc., and the Sacred Heart Health System�a large health organization operating hospitals and other facilities.
Thomas D. Westfeldt has served as a Whitney director since 2002.�Since 1994 he has been the president of Westfeldt Brothers, Inc., a green coffee importer headquartered in New Orleans for more than 150 years.�His involvement in New Orleans includes service as the Chairman of the Board of Commissioners of the Port of New Orleans Dock Board and as a director on the boards of the Audubon Institute, Tulane Health Sciences Center, the New Orleans Board of Trade, and the Waldo Burton Association.
On December 21, 2010, Hancock Holding Company (Nasdaq:HBHC) and Whitney Holding Corporation (Nasdaq:WTNY) entered into a definitive agreement to combine the two companies. �Subject to shareholder and regulatory approval and other customary conditions, the merger should be completed during the second quarter of 2011. �
Following systems conversions in fall 2011, the combined company will operate Whitney Bank in Louisiana and Texas and Hancock Bank in Mississippi, Alabama, and Florida to build on the brand equity cultivated by both institutions for more than a century.
Important Additional Information
Hancock and Whitney have filed a preliminary joint proxy statement/prospectus and other relevant documents concerning the Merger with the SEC, and will be filing a definitive joint proxy statement/prospectus with the SEC, which will be mailed to Hancock’s and Whitney’s shareholders. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. Hancock and Whitney urge investors to read the definitive joint proxy statement/prospectus when it becomes available and any other documents to be filed with the SEC in connection with the Merger or incorporated by reference in the joint proxy statement/prospectus because they will contain important information.
Investors will be able to obtain these documents free of charge at the SEC’s Web site (www.sec.gov). In addition, documents filed with the SEC by Hancock will be available free of charge from Paul D. Guichet, Investor Relations at (228) 563-6559. Documents filed with the SEC by Whitney will be available free of charge from Whitney by contacting Trisha Voltz Carlson, Investor Relations at (504) 299-5208.
The directors, executive officers, and certain other members of management and employees of Whitney are participants in the solicitation of proxies in favor of the Merger from the shareholders of Whitney. Information about the directors and executive officers of Whitney is included in the proxy statement for its 2010 annual meeting of shareholders, which was filed with the SEC on April 14, 2010. Additional information regarding the interests of such participants will be included in the definitive joint proxy statement/prospectus and the other relevant documents filed with the SEC when they become available.
The directors, executive officers, and certain other members of management and employees of Hancock are participants in the solicitation of proxies in favor of the Merger from the shareholders of Hancock. Information about the directors and executive officers of Hancock is included in the proxy statement for its 2011 annual meeting of shareholders, which was filed with the SEC on February 28, 2011. Additional information regarding the interests of such participants will be included in the definitive joint proxy statement/prospectus and the other relevant documents filed with the SEC when they become available.
The Hancock Holding Company logo is available athttp://www.globenewswire.com/newsroom/prs/?pkgid=2758
“SAFE HARBOR” STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995:�
Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage corporations to provide information about companies’ anticipated future financial performance. This act provides a safe harbor for such disclosure, which protects the companies from unwarranted litigation if actual results are different from management expectations. This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act, and reflects management’s current views and estimates of future economic circumstances, industry conditions, company performance, and financial results. These forward-looking statements are subject to a number of factors and uncertainties which could cause Hancock’s, Whitney’s or the combined company’s actual results and experience to differ from the anticipated results and expectations expressed in such forward-looking statements. Forward-looking statements speak only as of the date they are made and neither Hancock nor Whitney assumes any duty to update forward-looking statements. In addition to factors previously disclosed in Hancock’s and Whitney’s reports filed with the SEC and those identified elsewhere in this communication, the following factors among others, could cause actual results to differ materially from forward-looking statements or historical performance: the possibility that the proposed transaction does not close when expected or at all because required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all; the terms of the proposed transaction may need to be modified to satisfy such approvals or conditions; the anticipated benefits from the proposed transaction such as it being accretive to earnings, expanding our geographic presence and synergies are not realized in the timeframe anticipated or at all as a result of changes in general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations (including changes to capital requirements) and their enforcement, and the degree of competition in the geographic and business areas in which the companies operate; the ability to promptly and effectively integrate the businesses of Whitney and Hancock; reputational risks and the reaction of the companies’ customers to the transaction; diversion of management time on merger-related issues; changes in asset quality and credit risk; the inability to sustain revenue and earnings; changes in interest rates and capital markets; inflation; customer acceptance of our products and services; customer borrowing, repayment, investment and deposit practices; customer disintermediation; the introduction, withdrawal, success and timing of business initiatives; competitive conditions; and the impact, extent and timing of technological changes, capital management activities, and other actions of the Federal Reserve Board and federal and state banking regulators, and legislative and regulatory actions and reforms, including those associated with the Dodd-Frank Wall Street Reform and Consumer Protection Acts.
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CONTACT: Carl J. Chaney, President & Chief Executive Officer
Michael M. Achary, EVP & Chief Financial Officer
Paul D. Guichet, VP, Investor Relations Manager
800.522.6542 or 228.563.6559
Whitney Holding Corporation
Trisha Voltz Carlson, SVP, Investor Relations Manager
504.299.5208
http://bit.ly/i3YX2L
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