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KEYCORP OFFERS TO ACQUIRE EVERGREEN BANCORP

 ALBANY, N.Y., June 22 /PRNewswire/ -- Victor J. Riley, Jr., chairman, president and chief executive officer of KeyCorp (NYSE: KEY) announced today that KeyCorp had made an offer to acquire Evergreen Bancorp (NASDAQ: EVGN). The offer, conveyed yesterday directly to each Evergreen Bancorp (Evergreen) director via overnight mail, will expire at midnight June 30, 1993 unless accepted before then by the Evergreen board of directors.
 Commenting on the offer, Riley said "We believe our offer is in the best interests of Evergreen's shareholders, employees, customers and depositors. Our transaction would be structured as a tax-free reorganization. It would enable Evergreen shareholders to exchange their shares for KeyCorp common stock, an investment that provided total returns to shareholders of 892 percent in the ten-year period ended December 31, 1992. That was the third best total return for that period among the 50 largest bank holding companies in the United States."
 "Moreover," continued Riley, "in view of Evergreen's present inability to pay dividends, the dividend on KeyCorp common stock should be particularly attractive to Evergreen shareholders. KeyCorp's yearly dividend has risen at a compound rate of 11.2 percent per year for the last ten years, and in February of 1993 the common dividend rate was raised 19.2 over that of 1992."
 Added Riley, "Especially in view of recent news stories about Evergreen, we believe this offer should receive the immediate attention of the Evergreen board of directors. In our opinion, it represents an opportunity which is unlikely to be otherwise available to Evergreen shareholders for the foreseeable future."
 KeyCorp (NYSE: KEY) with assets of over $30 billion is a multi- regional bank holding company headquartered in Albany, N.Y. It has focused its banking expansion activities in the Northeast and Northwest. As "America's neighborhood bank," KeyCorp pursues a middle-market target concentrating its resources in cities and smaller communities of the northern tier of states, thus avoiding overcrowded marketplaces and single industry loan exposure.
 -0- 6/22/93
 /CONTACT: Lee Irving, 518-486-8579, or 518-479-3273, after hours; or Don Kauth, 518-487-4491, or 518-584-5644, after hours; both of KeyCorp/
 (KEY EVGN)


CO: KeyCorp; Evergreen Bancorp ST: New York IN: FIN SU: TNM

BM -- CL014 -- 4562 06/22/93 12:14 EDT
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Publication:PR Newswire
Date:Jun 22, 1993
Words:368
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