PAYMENTECH INC
8-K, 1999-02-17
BUSINESS SERVICES, NEC
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<PAGE>
 
                       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):        February 17, 1999



                                PAYMENTECH, INC.
               (Exact Name of Registrant as Specified in Charter)


           Delaware                    1-14224                75-2634185
(State or other jurisdiction of    (Commission File        (I.R.S. Employer
 incorporation or organization)         Number)         Identification Number)
 

1601 Elm Street, Suite 900, Dallas, Texas                    75201
(Address of principal executive offices)                  (Zip Code)


                                  214-849-2149
              (Registrant's telephone number, including area code)
<PAGE>
 
ITEM 5.  OTHER EVENTS.

     On February 17, 1999, Paymentech, Inc., a Delaware corporation
("Paymentech"), issued a press release announcing that it has entered into a
letter of intent for merchant processing services with First Data Merchant
Services, a subsidiary of First Data Corporation (NYSE: FDC).  Paymentech hereby
incorporates by reference the information set forth in its press release dated
February 17, 1999, a copy of which is attached hereto as Exhibit 99.

ITEM 7.  FINANICIAL STATEMENTS AND EXHIBITS.

     (c) Exhibits:

         Ex. 99   Press Release issued by Paymentech, Inc., dated February 17,
     1999 filed herewith.

                                      -2-
<PAGE>
 
                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                        PAYMENTECH, INC.
                                        (Registrant)



Date:  February 17, 1999                By:  /s/ Philip E. Taken
                                             ------------------------------
                                             Philip E. Taken
                                             Chief Administrative Officer,
                                             General Counsel and Secretary

                                      -3-

<PAGE>
 
Exhibit 99
                                                                       Contacts:
                                                                       -------- 
                                                                       Investor:
                                                            Jean Krone Bono, CFA
                                                                  (214) 849-3750
                                                                          Media:
                                                                   Rodney D Bell
                                                                  (214) 849-3776

FOR IMMEDIATE RELEASE


               PAYMENTECH SIGNS LETTER OF INTENT WITH FIRST DATA
                        FOR MERCHANT PROCESSING SERVICES
                                        

        DALLAS - Feb. 17, 1999 - Paymentech, Inc. (NYSE: PTI), the nation's
third largest payment processor, today announced that it signed a letter of
intent for merchant processing services with First Data Merchant Services, a
subsidiary of First Data Corporation (NYSE: FDC). Paymentech is in negotiations
to outsource to FDC certain processing functions for Paymentech's general
merchant acquiring business. Paymentech anticipates finalizing contract
negotiations within 90 days, although there can be no assurance that a
definitive agreement will be reached.

        "We view this move as a key step in securing long-term industry
leadership as the premier electronic payment solutions company," said Pamela H.
Patsley, president and chief executive officer. "Changing our merchant
processing outsourcing relationship will enhance our retail service offerings
with feature-rich products on a new merchant processing platform. It will also
produce significant savings for Paymentech. We anticipate completing the
conversion by mid-year 2000."

                                    - more -
<PAGE>
 
PAYMENTECH SIGNS LETTER OF INTENT FOR PROCESSING SERVICES   2-2-2-2-2

        "This arrangement allows Paymentech to offer our merchants superior
functionality and service with greater cost efficiency. In turn, we will focus
on the aspects of our business that best differentiate our services in targeted
market segments. This includes accelerating the development of proprietary
front-end authorization and capture products and technology that better address
our merchants' increasing needs for information," said Patsley.

        "In addition, we will continue to develop and provide all acquiring and
processing services for Internet and direct marketing merchants. Our innovative
and proprietary products in this critical market have given Paymentech its
leadership position."

        Paymentech, Inc., founded in 1985, provides full-service electronic
payment solutions for merchants, third-party transaction processing, and total
commercial card payment programs. Paymentech (www.paymentech.com) is the third
largest processor of bankcard transactions in the United States and a leading
issuer of MasterCard and Visa commercial cards.

This press release may include forward-looking statements that express
expectations of future events, including future earnings. All such statements
are based on a number of assumptions and estimates that are inherently subject
to significant uncertainties and contingencies, many of which are beyond the
control of the company, and reflect future business decisions that are subject
to change. A variety of factors could cause actual events or results to differ
materially from those projected in the company's forward-looking statements.
These factors include, but are not limited to, the factors discussed in detail
within the company's reports filed with the Securities and Exchange Commission,
including the most recent report on Form 10-K and Form 10-K/A.

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