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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
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Date of Report (Date of earliest event reported): May 1, 2000
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AMERICAN EXPRESS COMPANY
(Exact name of registrant as specified in its charter)
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New York 1-7657 13-4922250
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation or Identification No.)
organization)
200 Vesey Street, World Financial Center
New York, New York 10285
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 640-2000
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On May 1, 2000 the Registrant issued a press release announcing a leave
of absence of Steve Alesio, President of the Small Business Services group, and
resulting organizational changes. Portions of such press release are filed
herein as Exhibit 99.1.
On May 3, 2000 the Registrant made publicly available a consolidated
five-year and quarterly summary of restated common share statistics to
reflect its recent 3-for-1 stock split. Such restatement is filed herein as
Exhibit 99.2.
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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.
AMERICAN EXPRESS COMPANY
(REGISTRANT)
By /s/ Stephen P. Norman
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Name: Stephen P. Norman
Title: Secretary
DATE: May 2, 2000
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EXHIBIT INDEX
Item No. Description
- ---------- -----------
99.1 Portions of press release announcing the leave of absence
of Steve Alesio, President of the Small Business Services group,
and resulting organizational changes.
99.2 Consolidated five-year and quarterly summary of restated common
share statistics to reflect Registrant's recent 3-for-1 stock
split.
EXHIBIT 99.1
NEW YORK, May 1, 2000 -- The following announcement was issued today in a
letter to employees from American Express President and Chief Operating
Officer Ken Chenault.
"I am writing to inform you that Steve Alesio will be leaving his current
position as president of the Small Business Services (SBS) group and taking a
four- to six-month leave of absence from the company at the end of May. This
move stems from Steve's desire for a change of focus in both his professional
and personal life.
"Since the beginning of this year, Steve has been speaking with me about his
desire to take on new and different responsibilities at American Express,
having spent the past six years providing outstanding leadership to the SBS
group of businesses. Steve has accomplished a great deal in building SBS into
the outstanding organization that it is today. His efforts have led to
dramatic growth in SBS and have positioned that business as a market leader in
the small business arena. Steve has also overseen the growth of Tax and
Business Services (TBS) into the country's tenth-largest accounting firm, and
has led important strategic changes that have strengthened our Consumer Travel
business...
...Over the next few months, I will be working with Steve to identify another
senior position for him within the company in anticipation of his return.
"The businesses that Steve has managed are in very good shape, and ...we are
making the following organization changes effective June 2:
Al Kelly, president of the U.S. Consumer Card Services Group (CCSG), will
assume oversight responsibility for the Small Business Services and
Consumer Travel organizations in addition to his current duties. We will
post a new position of executive vice president/general manager, Small
Business Services, which will report to Al and will have day-to-day
responsibility for running the SBS organization. Also reporting to Al
will be Brian Froelich, senior vice president and general manager,
Consumer Travel Services.
Ed Gilligan, president, Corporate Services, will assume oversight
responsibility for Tax and Business Services in addition to his current
duties. Andy Cvitanov, chief executive officer of TBS, will report to Ed.
"Over the next month, Steve will work with these executives, as well as the
leadership teams in each of these businesses, to ensure a smooth transition of
his responsibilities.
"Steve is a terrific leader who has made many significant contributions to the
company. He has been with American Express for 19 years, starting in Corporate
Services in the 1980s, eventually leading our Consumer Travel business in the
early 1990s, and most recently heading the SBS businesses and serving as a
member of the company's Planning & Policy Committee."
American Express Company is a diversified worldwide travel, financial and
network services company founded in 1850. It is a world leader in charge and
credit cards, Travelers Cheques, travel, financial planning, business
services, insurance and international banking.
EXHIBIT 99.2
On April 24, 2000 shareholders of the Company approved a previously
announced plan to increase authorized shares to effectuate a
three-for-one-split of American Express Company common shares. As a result of
the split, shareholders of record as of April 25, 2000 will receive two
additional common shares for each share held. The additional shares will be
distributed on May 10, 2000.
Set forth below are common share statistics for the five years ended 1999
and the most recent five quarters restated to reflect the impact of the split.
Effective May 10, 2000 all common share statistics will be reported in a
manner consistent with this restated data.
<TABLE>
<CAPTION>
Consolidated Five-Year Summary of Selected Financial Data
Common Share Statistics Adjusted for 3-for-1 Stock Split
(To be Distributed May 10, 2000 to Shareholders of Record on April 25, 2000)
_________________________________________________________________________________________________________________
(Millions, except per share amounts and where italicized)
1999 1998 1997 1996 1995
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<S> <C> <C> <C> <C> <C>
Common Share Statistics
Earnings per share:
Basic $ 1.85 $ 1.57 $ 1.43 $ 1.34 $ 1.06
Basic adjusted (a) $ 1.85 $ 1.61 $ 1.43 $ 1.22 $ 1.06
Diluted $ 1.81 $ 1.54 $ 1.38 $ 1.30 $ 1.03
Diluted adjusted (a) $ 1.81 $ 1.59 $ 1.38 $ 1.19 $ 1.03
Percent increase:
Basic 18% 10% 7% 26% 16%
Basic adjusted (a) 15% 13% 17% 15% 16%
Diluted 18% 12% 6% 26% 14%
Diluted adjusted (a) 14% 15% 16% 16% 14%
Cash dividends declared per share $ 0.30 $ 0.30 $ 0.30 $ 0.30 $ 0.30
Book value per share:
Actual $ 7.53 $ 7.18 $ 6.84 $ 6.01 $ 5.53
Pro forma (b) $ 7.75 $ 6.75 $ 6.43 $ 5.74 $ 4.93
Market price per share:
High $ 56.29 $ 39.54 $ 30.50 $ 20.13 $ 15.04
Low $ 31.63 $ 22.33 $ 17.88 $ 12.88 $ 9.67
Close $ 55.42 $ 34.17 $ 29.75 $ 18.83 $ 13.79
Average common shares outstanding
for earnings per share:
Basic 1,340 1,363 1,393 1,417 1,454
Diluted 1,369 1,388 1,438 1,465 1,498
Shares outstanding at year end 1,341 1,351 1,399 1,419 1,449
</TABLE>
(a) 1998 is adjusted to exclude the following first quarter items: $138 million
credit loss provision at American Express Bank relating to its Asia/Pacific
portfolio, as well as income of $78 million representing gains on the sale
of First Data Corporation shares and a preferred dividend based on Lehman
Brothers' earnings. 1996 is adjusted to exclude a $300 million gain on the
exchange of the company's DECS and a $138 million restructuring charge.
(b) Pro forma book value per share excludes the effect of SFAS No. 115.
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<TABLE>
<CAPTION>
Quarterly Financial Data (Unaudited)
Common Share Statistics Adjusted for 3-for-1 Stock Split
(To be Distributed May 10, 2000 to Shareholders of Record on April 25, 2000)
______________________________________________________________________________________________________________
(Millions, except per share amounts and where italicized)
Q1 2000 Q4 1999 Q3 1999 Q2 1999 Q1 1999
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<S> <C> <C> <C> <C> <C>
Common Share Statistics
Earnings per share:
Basic $ 0.49 $ 0.45 $ 0.48 $ 0.48 $ 0.43
Diluted $ 0.48 $ 0.44 $ 0.47 $ 0.47 $ 0.42
Percent increase from prior year:
Basic 14% 15% 14% 14% 30%
Basic adjusted (a) 14% 15% 14% 14% 13%
Diluted 14% 13% 12% 15% 27%
Diluted adjusted (a) 14% 13% 12% 15% 14%
Cash dividends declared per share $ 0.08 $ 0.075 $ 0.075 $ 0.075 $ 0.075
Book value per share:
Actual $ 7.69 $ 7.52 $ 7.26 $ 7.25 $ 7.25
Pro forma (b) $ 7.96 $ 7.74 $ 7.47 $ 7.26 $ 6.97
Market price per share:
High $ 56.50 $ 56.29 $ 50.21 $ 47.54 $ 43.21
Low $ 39.83 $ 43.42 $ 40.63 $ 38.17 $ 31.63
Close $ 49.65 $ 55.42 $ 45.00 $ 43.38 $ 39.25
Average common shares outstanding
for earnings per share:
Basic 1,331 1,335 1,338 1,342 1,343
Diluted 1,362 1,369 1,369 1,371 1,369
Shares outstanding at quarter end 1,334 1,341 1,343 1,347 1,350
</TABLE>
(a) Earnings per share for the first quarter of 1998 were adjusted to exclude
the following items: $138 million credit loss provision at American Express
Bank relating to its Asia/Pacific portfolio, as well as income of $78
million representing gains on the sale of First Data Corporation shares and
a preferred dividend based on Lehman Brothers' earnings.
(b) Pro forma book value per share excludes the effect of SFAS No. 115.
