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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
October 22, 1998
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(Date of earliest event reported)
BA Merchant Services, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-12365 94-3252840
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
One South Van Ness Avenue
San Francisco, California 94103
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(Address of principal executive offices) (Zip Code)
415-241-3390
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(Registrant's telephone number, including area code)
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Item 5. Other Events.
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Attached as Exhibit 99 is a copy of BA Merchant Services, Inc.'s press
release dated October 22, 1998 titled "BA Merchant Services, Inc. Report That
Bank of America NT&SA Has Disclosed Its Intention to Offer to Acquire All of the
Class A Shares of BAMS."
Item 7. Financial Statements, Pro Forma Financial Information and
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Exhibits
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(c) Exhibits
Exhibit Number Description
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99 BA Merchant Services, Inc. press release dated October 22,
1998 titled "BA Merchant Services, Inc. Reports That Bank of
America NT&SA Has Disclosed Its Intention to Offer to
Acquire All of the Class A Shares of BAMS"
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.
BA MERCHANT SERVICES, INC.
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(Registrant)
Date: October 23, 1998
By /s/ JAMES H. WILLIAMS
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James H. Williams
Executive Vice President
and Chief Financial
Officer
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EXHIBIT 99
Thursday October 22, 8:40 pm Eastern Time
COMPANY PRESS RELEASE
BA MERCHANT SERVICES, INC. REPORTS THAT
BANK OF AMERICA NT&SA HAS DISCLOSED ITS
INTENTION TO OFFER TO ACQUIRE ALL OF THE
CLASS A SHARES OF BAMS
SAN FRANCISCO--(BUSINESS WIRE)--Oct. 22, 1998--BA Merchant Services, Inc.
(NYSE:BPI-news; BAMS) reports that Bank of America NT&SA has disclosed its
intention to offer to acquire all of the Class A shares of BAMS which are
publicly held. Bank of America indicated its willingness to acquire such shares
at a cash price of $15.50. BAMS Class A shares are traded on the New York Stock
Exchange (NYSE) under the symbol BPI. Bank of America owns 100% of the Class B
shares in BAMS which represents 66.6% of the economic interest and 95.2% of the
voting rights in BAMS.
BAMS Board of Directors has formed a special committee, consisting entirely of
directors independent of Bank of America, to review the proposal.
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Contact:
Bank of America
Dennis Wyss, 415/622-3010 (Media Contact)
Vince Barella, 415/241-7732 (Investor Contact)
