Financial General Bankshares Inc. has taken the first steps toward creating a "family of banks" that could do business throughout the District of Columbia, Maryland and Virginia without violating bans on interstate banking.
While the Washington bank holding company's top officers are embroiled in a struggle for control of the company, other executives are completing plans to merge three Financial General banks.
A new bank, the largest in the Virginia suburbs will be created, called First American Bank of Northern Virginia. With assets of $700 million. First American will combine Arlington Trust Company, Clarendon Bank & Trust Alexandria National Bank of Northern Virginia.
Meanwhile, U.S. District Court Judge Oliver Gash refused yesterday to delay action in a lawsuit filed by Financial General against the group believed to be trying to takeover the company.
Gash rejected moitons by attorney Eugene Metzger, and ordered procedures to be taken immediately that are expected to reveal the identities of investors involved in the takeover bid.
Metzger, himself a major stockholder in Financial General, insisted there was no organized effort to gain control of the company. He insisted he merely was acting as the broker for four individuals who sought to buy stock of Financial General.
Consolidation of the three banks will set the pattern for closer coordination of Financial General's 12 local banks, which include Union First National of Washington, American National of Maryland in Silver Spring, five smaller banks in Virginia and two in Maryland.
Traditionally, the Financial General units have operated with near total autonomy, but Financial General executives say they want to take advantage of their opportunity to do business throughout the District of Columbia, Maryland and Virginia.
Federal laws banning interstate banking prohibit Financial General from merging all the banks into one. But the law would not stand in the way of creating what Financial General's veteran vice president Jack Beddow calls "a family of banks."
Federal Reserve regulators say the Financial General banks could adopt the same name, issue a single credit card and advertise the same services without violating the interstate banking ban.
Financial General executives won't detail how far they plan to go with co-ordination of their various banks. Beddow said, however, that similar names or a strong corporate identity could give the group important advantages in advertising and marketing in where state lines are largely ignored by consumers.
He suggested that a common bank card could allow customers of say, Union First National, to cash checks at branches of the holding company's suburban banks.
Beddow stressed, however, that Financial General has no plans to do away with the control of its member banks by local board of directors. In most cases, the parent holding company now doesnt not have a majority of the members of the boards of directors of the individual banks.
Financel General's shift away from its former role as a largely passive investor in the banks it controls apparently is a factor in th continuing struggle for control of the $2.2 billion firm.
That "hands off" ownership pattern was set by International Bank, the company that previously controlled Financial General.
Critics of the company's management say they expected a higs-powered professional banker to have been brought in to run the company after control was acquired last year by a group of 29 investors led by G. William Middendorf.
Middendorf's failure to hire a banker as president was criticized by former members of the group that helped him obtain control. Middendorf, who had been chairman became president of Financial General a few weeks ago and real estate man B.F. Saul took the chairman's post. The change occurred shortly after companies controlled by Saul bought about 11 percent of the stock of Financial General.
Casey is the second largest shareholder, owning slightly more than 10 percent of the company stock.
Middendorf originally led a group that controlled 22 percent of the shares, but his position has eroded since then. He has lost the support of five of the six largest investors in his group,
The former supporters of Middendorf have either sold their stock to or become part of a group allegedly seeking to gain control of Financial General. That group has been represented by Metzger. himself a former member of the Meddendorf group, and Bert Lance the former U.S. budget director.
In 1975, Financial General sold the National Bankd of Georgia to Lance and other investors. Lance later sold his stock in NBG to Gaith Pharoan, a Saudi Arabian financier also reported to be involved in the Financial General takeover.
Seeking to have Lance dropped from the lawsuit, Mitzger said Lance's only role has been as an intermediary between people he knew at Financial General investors seeking to buy stock in the company.
Financial General sources, however, say Lance once inquired about "a senior position" in the company, and Casey has suggessted Lance might be the big-time banker needed to run Financial General.