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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) April 28, 1995
(April 25, 1995)
BOATMEN'S BANCSHARES, INC.
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(Exact name of Registrant as specified in its charter)
Missouri 1-3750 43-0672260
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
One Boatmen's Plaza, 800 Market Street, St. Louis, Missouri 63101
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 314-466-6000
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ITEM 5. OTHER EVENTS
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On February 28, 1995, Boatmen's Bancshares, Inc. ("The Corporation")
Acquired Worthen Banking Corporation ("Worthen") pursuant to an Agreement
and Plan of Merger ("Merger Agreement"), dated August 18, 1994. Under
terms of the Merger Agreement, a wholly owned subsidiary of the Corporation
was merged with and into Worthen, and each of the 17,126,652 shares of
Worthen common stock outstanding at February 28, 1995, was converted into
one share of common stock of the Corporation. No shares of Worthen common
stock were owned by the Corporation. The merger was accounted for as a
"pooling of interests" for accounting and financial reporting purposes.
Subsequent to this acquisition, the Corporation filed a registration
statement on form S-4 related to it's acquisition of First National Bank in
Pampa ("Pampa"), located in Pampa, Texas. Upon consummation of the
acquisition, Pampa, with assets of approximately $170 million, will be
merged into the Corporation's Amarillo subsidiary.
In accordance with Item 10. of Form S-4, the Corporation has submitted
herewith under Item 7. of this Form 8-K, restated supplemental consolidated
financial statements, giving retroactive effect to the February 28, 1995
acquisition of Worthen, as if Worthen had been combined with the
Corporation for the periods presented. The supplemental consolidated
financial statements will become, in all material respects, the historical
financial statements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(a) Financial Statements of Business Acquired
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Registrant's information required herein was previously filed on
form 8-K dated March 14, 1995.
(b) Pro Forma Financial Information
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Audited Supplemental Consolidated Financial Statements of Boatmen's.
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The following supplemental financial statements are submitted herewith:
1. Report of Independent Auditors.
2. Consolidated Balance Sheets as of December 31, 1994 and 1993.
3. Consolidated Statements of Income for the Years Ended
December 31, 1994, 1993 and 1992.
4. Consolidated Statements of Changes in Stockholders' Equity
for the Years Ended December 31, 1994, 1993 and 1992.
5. Consolidated Statements of Cash Flows for the Years Ended
December 31, 1994, 1993 and 1992.
6. Notes to Supplemental Consolidated Financial Statements.
(c) Exhibits
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The following exhibits are included with this report:
Exhibit 23 (a) Consent of Independent Auditors
Exhibit 23 (b) Consent of Independent Auditors
Exhibit 23 (c) Consent of Independent Auditors
Exhibit 27 Boatmen's Bancshares, Inc. supplemental
Financial Data Schedule for the Period
Ended December 31, 1994.
Exhibit 99 (a) Audited Supplemental Consolidated Financial
Statements of Boatmen's Bancshares, Inc.
Exhibit 99 (b) Report of Independent Auditors-KPMG Peat Marwick
on Worthen Banking Corporation's financial
statements for the period ended December 31, 1994.
Exhibit 99 (c) Report of Independent Auditors-Frost & Company
on The Union of Arkansas Corporation financial
statements for the period ended December 31, 1992.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned hereunto duly authorized.
BOATMEN'S BANCSHARES, INC.
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(Registrant)
By /s/ JAMES W. KIENKER
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James W. Kienker
Executive Vice President and
Chief Financial Officer
Dated: April 28, 1995