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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): May 3, 1999
NATIONAL PROCESSING, INC.
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(Exact name of registrant as specified in charter)
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<S> <C> <C>
Ohio 1-11905 61-1303983
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(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)
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1231 Durrett Lane Louisville, Kentucky 40285
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(Address of Principal Executive Offices) (Zip Code)
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(Former Name or Former Address, if Changed Since Last Report)
Registrant's telephone number, including area code: (502) 326-7000
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS AND ITEM 5. OTHER EVENTS
On May 3, 1999, the Registrant issued a Press Release announcing
that National Processing Company ("NPC") has closed on the previously announced
sale of its Freight Services and Corporate Payables business lines.
Reflecting final negotiations prior to closing, the transaction is
valued at approximately $25 million. A loss on the sale of the Freight and
Payables businesses was included in the charge taken by the Registrant in
the first quarter.
On May 6, 1999, the Registrant issued a Press Release announcing that
NPC has reached a definitive agreement with First Tennessee Bank, National
Association, a subsidiary of First Tennessee National Corporation, for the sale
of NPC's Remittance Processing unit with locations in Louisville, Dallas,
Atlanta and Phoenix. The Remittance Processing business line performs
services including the receipt of payments on behalf of customers and
performance of related posting and settlements of customers' accounts receivable
systems. The transaction, valued at approximately $6 million, is expected
to close shortly.
Robert E. Showalter, president and chief executive officer of National
Processing, said, "The sale of the Remittance Processing unit will permit
National Processing to focus on core business lines, including merchant credit
card processing, imaging and travel-related businesses." Remittance Processing
is the last of four NPC business units to be sold, two of which have already
closed, and the third sale is pending. The Registrant included in its first
quarter 1999 results a charge to reflect the actual and estimated costs to
divest these business lines, including Remittance Processing.
First Tennessee's President of Business Financial Service John C.
Kelley Jr. said, "We are pleased with this acquisition, since it fits well with
our long-term strategy for developing our remittance processing business. We
intend to offer employment to current employees and to continue serving
existing clients, as well as seek expanded business opportunities."
Reference is made to the Press Releases, dated May 3 and May 6, 1999,
copies of which are filed as Exhibits 99.1 and 99.2 to this Current Report on
Form 8-K and are incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(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 Press Release, dated May 3, 1999, incorporated herein by
reference.
99.2 Press Release, dated May 6, 1999, incorporated herein by
reference.
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SIGNATURE
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.
NATIONAL PROCESSING, INC.
By: /s/ Carlton E. Langer
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Name: Carlton E. Langer
Title: Secretary
Dated: May 21, 1999
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Exhibit 99.1
NPC
Consultants in Transaction Technology
FOR MORE INFORMATION CONTACT:
DANIEL SHINGLER
MEDIA RELATIONS
216-575-2441
For Immediate Release
NATIONAL PROCESSING CLOSES SALE OF
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FREIGHT SERVICES AND CORPORATE PAYABLES BUSINESS LINES
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LOUISVILLE, Ky., May 3, 1999 -- National Processing Inc. has closed on
the previously announced sale of its Freight Services and Corporate Payables
business lines, the company announced today.
Reflecting final negotiations prior to closing, the transaction is
valued at approximately $25 million. A loss on the sale of the Freight and
Payables businesses was included in the charge taken by National Processing in
the first quarter.
As previously announced, National Processing has also reached a
definitive agreement to sell its Merchant Check Services Business and continues
to explore the possibility of selling or liquidating its Remittance Processing
business.
National Processing, Inc. (NYSE: NAP) is a leading provider of
transaction processing services and customized processing solutions.
Approximately 89 percent of the company is owned by National City Corporation
(NYSE: NCC).
One Oxmoor Place
101 Bullitt Lane, Suite 450 Telephone 502 326.7000
Louisville, Ky 40222 Facsimile 502 326.7100
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Exhibit 99.2
NPC
Consultants In Transaction Technology
FOR MORE INFORMATION CONTACT:
Dan Shingler
National City Corporation
(216) 575-2441
NATIONAL PROCESSING REACHES AGREEMENT ON SALE
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OF REMITTANCE PROCESSING BUSINESS LINE
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LOUISVILLE, KY., MAY 6, 1999 -- National Processing, Inc. (NYSE: NAP)
has reached a definitive agreement with First Tennessee Bank, National
Association, a subsidiary of First Tennessee National Corporation (Nasdaq:
FTEN), for the sale of National Processing's Remittance Processing unit with
locations in Louisville, Dallas, Atlanta and Phoenix. The Remittance Processing
business line performs services including the receipt of payments on behalf of
customers and performance of related posting and settlements of customers'
accounts receivable systems. The transaction, valued at approximately $6
million, is expected to close shortly.
Robert E. Showalter, president and chief executive officer of National
Processing, said, "The sale of the Remittance Processing unit will permit
National Processing to focus on core business lines, including merchant credit
card processing, imaging and travel-related businesses." Remittance Processing
is the last of four National Processing business units to be sold, two of which
have already closed, and the third sale is pending. National Processing included
in its first quarter 1999 results a charge to reflect the actual and estimated
costs to divest these business lines, including Remittance Processing.
First Tennessee's President of Business Financial Service John C.
Kelley Jr. said, "We are pleased with this acquisition, since it fits well with
our long-term strategy for developing our remittance processing business. We
intend to offer employment to current employees and to continue serving existing
clients, as well as seek expanded business opportunities."
-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 is a leading provider of transaction processing
services and customized processing solutions. Approximately 88 percent of the
company is owned by National City Corporation (NYSE:NCC).
First Tennessee, headquartered in Memphis, Tenn., is a nationwide,
diversified financial services institution. Among its services are transaction
processing services including credit card merchant processing, nationwide check
clearing and other transaction-oriented cash management products.
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