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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 24, 1999
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BANK ONE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 333-60313 31-0738296
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One First National Plaza, Chicago, IL 60670
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(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code 312-732-4000
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Item 5. Other Events
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On August 24, 1999, the Registrant issued a press release announcing that,
based on a revised outlook for the second half, it anticipates full-year 1999
operating earnings per share to be between $3.60-$3.65. A copy of such press
release is attached as Exhibit 99 to this Current Report on Form 8-K and
incorporated by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibits.
Exhibit Number Description of Exhibits
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99 Registrant's August 24, 1999 Press Release
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.
BANK ONE CORPORATION
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(Registrant)
Date: August 25, 1999 By: /s/ M. Eileen Kennedy
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Title: Treasurer
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EXHIBIT INDEX
Exhibit Number Description of Exhibits
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99 Registrant's August 24, 1999 Press Release
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EXHIBIT 99
[BANK ONE CORPORATION PRESS RELEASE LETTERHEAD]
FOR IMMEDIATE RELEASE
BANK ONE CORPORATION ANNOUNCES
REDUCED EARNINGS EXPECTATIONS FOR 1999
CHICAGO, August 24, 1999 -- BANK ONE CORPORATION (NYSE: ONE) today announced
that, based on a revised outlook for the second half, it anticipates full-year
1999 operating earnings per share to be between $3.60-$3.65. While down 7%-8%
from current market estimates, this would be 11%-12% above 1998's operating
earnings.
The revised earnings outlook is entirely the result of a recent change in the
growth and margin prospects for First USA, the Corporation's credit card unit.
The factors driving this change include:
. Acceleration in underlying trends for credit cards, specifically slower
industry growth and increased competition.
. Selected First USA-specific factors including:
. Lower relative marketing investment.
. Higher than anticipated account attrition.
. Specific pricing initiatives.
This revision represents a resetting of the Corporation's base earnings level
because of the lower credit card profit contribution now anticipated for the
second half of 1999. The Corporation's earnings growth rate today is less than
15% given the current business mix and related returns.
"We are clearly disappointed in this earnings estimate revision," said John B.
McCoy, president and chief executive officer. "We believe we are taking
appropriate actions to generate solid returns and growth in the credit card
business. Our commitment to the credit card business, its management, the
business model, and our card customers remains as strong as ever. Further, we
will continue to develop additional growth opportunities, including expanded
consumer lending opportunities in the home equity market and broadened delivery
channels with our Internet offerings."
The merger integration, including activities related to the credit card
business, remains on plan and unaffected by these developments. The Corporation
still expects to achieve the full $1.2 billion in targeted merger-related
synergies, including expense savings. All of the Corporation's other lines of
business are achieving their 1999 targeted rates of growth and return.
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"In the recent past and continuing today," said Richard W. Vague, chairman and
chief executive officer of First USA, "we have witnessed a significant
acceleration in competition, including increased mail solicitation volumes and
more aggressive introductory rate programs. These issues, along with tightened
underwriting standards and higher attrition, have made it more difficult to grow
outstandings at targeted levels."
To address these issues, the credit card unit has taken several steps
including:
. Modified the pricing structure of new solicitation programs.
. Allocated additional marketing and staff resources to improve customer
retention.
. Identified additional operating expense efficiency opportunities.
To discuss these developments, management will host an investor/analyst meeting
and conference call tomorrow, August 25, 1999, in New York City at 8:00am (EDT).
The meeting will be held in the Tower Room on the 50th floor of the Equitable
Building, 787 Seventh Avenue, New York, New York 10019. The telephone number to
participate in the conference call is 888-733-1675 (domestic) or 212-346-6476
(international), access code 13008562. A copy of the presentation will be
available after 7:15am (EDT) August 25, 1999, on the Internet at www.bankone.com
or through fax-on-demand at 877-ONE-FACT. A playback of this conference call
will be available after 10:30am (EDT) on Wednesday, August 25, 1999, through
6:00pm (EDT) on Friday, September 10, 1999. The playback is available by dialing
800-633-8284 (domestic) or 619-812-6440 (international), access code 13008562.
BANK ONE CORPORATION, headquartered in Chicago, is the nation's fifth largest
bank holding company, with assets of more than $256 billion. Bank One offers a
full range of financial services to commercial and business customers and
consumers. It is the world's largest VISA issuer, the third largest bank lender
to small businesses, a leading national automotive lender, and one of the top 25
managers of mutual funds. A leader in the retail market, Bank One operates
approximately 1,900 banking centers and a nationwide network of ATMs. In
addition, it is a major commercial bank in the United States and in select
international markets.
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Media Contact:
Thomas A. Kelly (312) 732-7007
Investor Contacts:
Jay S. Gould (312) 732-5771
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Holly E. Hobson (312) 732-5782
Sandra M. Catanzaro (312) 732-8013
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