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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 21, 1997
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NATIONAL PROCESSING, INC.
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(Exact name of registrant as specified in its charter)
Ohio 1-11905 61-1303983
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(State or Other Jurisdiction (Commission IRS Employer
of Incorporation) File Number) Identification No.)
One Oxmoor Place, 101 Bullitt Lane, Suite 450, Louisville, Kentucky 40222
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (502) 326-7000
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5 Other Events
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On April 14, 1997, the Registrant issued a Press Release
announcing that net income for the three months ended March 31, 1997, was
$370,000 or $.01 per share. Included in the net income were nonrecurring
after-tax charges of $3,867,000 or $.08 per share, for severance and associated
costs related to organizational restructuring actions undertaken in the period.
Exclusive of these charges, net income would have been $4,237,000 or $.09 per
share, which compares to first quarter 1996 results of $5,860,000 or $.14 per
share.
The decline in net income in the first quarter of 1997 was due
primarily to lower profitability in the Merchant Services division which is
experiencing severe pricing pressures on renewals of existing contracts as well
as acquisition of new business, with a negative effect on both revenues and
margins.
Reference is made to the News Release, dated April 14, 1997, a copy
of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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a) Financial Statements of business acquired:
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None.
b) Pro forma financial information:
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None.
c) Exhibits:
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99.1 News Release, dated April 14, 1997 incorporated
herein by reference.
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Signatures
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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 hereunto duly authorized.
Dated: April 21, 1997
By /s/ David P. Lewis
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David P. Lewis
Attorney
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Exhibit 99.1
NPC
Consultants in Transaction Technology
PRESS RELEASE
FOR INFORMATION CONTACT:
Thomas A. Richlovsky
Senior Vice President
(216) 575-2126
For Immediate Release
NATIONAL PROCESSING REPORTS FIRST QUARTER EARNINGS
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CLEVELAND, Ohio--April 14,1997-- National Processing, Inc. (NYSE:NAP) today
reported that net income for the three months ended March 31, 1997, was $370,000
or $.01 per share. Included in net income were nonrecurring after-tax charges of
$3,867,000 or $.08 per share, for severance and associated costs related to
organizational restructuring actions undertaken in the period. Exclusive of
these charges, net income would have been $4,237,000 or $.09 per share, which
compares to first quarter 1996 results of $5,860,000 or $.14 per share.
The decline in net income in the first quarter of 1997 was due primarily to
lower profitability in the Merchant Services division. As previously disclosed,
the Merchant Services division is experiencing severe pricing pressures on
renewals of existing contracts as well as acquisition of new business, with a
negative effect on both revenues and margins. The company's other divisions,
Corporate Services and Travel Services, continued to perform as expected.
National Processing is a provider of transaction processing services and
customized processing solutions. Deploying technology and applications software,
the Company provides products and value-added services which include processing
of card and check transactions for merchants, outsourcing of administrative and
financial functions, and ticket processing and settlement for providers of
travel-related services. National Processing is 85% owned by National City
Corporation (NYSE:NCC), a banking and financial services company based in
Cleveland, Ohio.
(more)
One Oxmoor Place
101 Bullitt Lane, Suite 450 Telephone 502 326.7000
Louisville, KY 40222 Facsimile 502 326.7100
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NATIONAL PROCESSING, INC.
FINANCIAL SUMMARY
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
Percent
1997 1996 Change
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THREE MONTHS ENDED MARCH 31:
<S> <C> <C> <C>
Revenues .............................................. $ 88,420 $ 83,947 5.3%
Operating expenses .................................... 48,091 45,332 6.1
Wages and benefits .................................... 17,651 14,204 24.3
Depreciation and amortization ......................... 4,009 2,976 34.7
General and administrative ............................ 13,235 11,524 14.9
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Income before nonrecurring charges, net interest income
and income taxes .................................... 5,434 9,911 (45.0)
Nonrecurring charges .................................. 6,340 0 -
Net interest income ................................... 1,084 294 368.7
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Income before income taxes ............................ 178 10,205 (98.3)
Net income ...................................... $ 370 $ 5,860 (93.7)
Net income per common share ........................... $ .Ol $ .14 (92.9)
Average shares outstanding ............................ 50,575 43,100
</TABLE>
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