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
Date of Report (Date of earliest event reported) November 20, 1998
FLEET FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
RHODE ISLAND
(State or other jurisdiction of incorporation)
1-6366 05-0341324
(Commission File Number) (IRS Employer Identification No.)
One Federal Street, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 346-4000
(Former name or former address, if changed since last report)
Item 5. Other Events.
On November 23, 1998, Fleet Financial Group, Inc., a Rhode Island
corporation ("Fleet") and Fleet Capital Corporation ("Fleet Capital"),
a Rhode Island corporation and an indirect, wholly-owned subsidiary of
Fleet, announced that they have entered into a Stock Purchase
Agreement (the "Stock Purchase Agreement") with The Sanwa Bank,
Limited ("SBL"), pursuant to which Fleet Capital agreed to purchase
all of the outstanding capital stock of Sanwa Business Credit
Corporation ("SBCC") from SBL. SBCC had loans and leases as of
September 30, 1998 of $6.9 billion, with earnings of $40.3 million and
$62.0 million for the nine months ended September 30, 1998 and the
twelve months ended December 31, 1997, respectively. SBCC, with
approximately 750 employees and 18 offices nationwide, creates a $16
billion leasing and commercial finance business at Fleet, with various
specialties and geographic exposures. The transaction is expected to
close in the first quarter of 1999 and will be accounted for under the
purchase accounting method.
Item 7. Financial Statements and Other Exhibits.
Exhibit No. Description
Exhibit 99(a) Press Release Reporting Acquisition of Sanwa Business
Credit Corporation dated November 23, 1998
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, Fleet has duly caused this report to be signed in its behalf by the
undersigned hereunto duly authorized.
FLEET FINANCIAL GROUP, INC.
By:/s/William C. Mutterperl
--------------------------------
William C. Mutterperl
Secretary and General Counsel
Date: November 23, 1998
Exhibit 99(a)
Investor: Thomas Rice Media: James E. Mahoney
(617) 346-5472
Alison Gibbs
(617) 346-5463
FLEET FINANCIAL GROUP
AGREES TO ACQUIRE SANWA BUSINESS CREDIT
Boston, Massachusetts, November 23, 1998: Fleet Financial Group announced
today an agreement with The Sanwa Bank, Limited to purchase its subsidiary,
Sanwa Business Credit. Sanwa Business Credit is a leasing and asset-based
lending company headquartered in Chicago, Illinois. Terms of the transaction
were not disclosed. The acquisition is expected to be completed in the first
quarter of 1999 and is subject to customary regulatory approval.
Sanwa Business Credit offers a wide variety of asset-based lending,
equipment leasing and vendor finance programs throughout the United States.
Fleet is already a leader in these businesses through its subsidiary, Fleet
Capital Corporation. Fleet is one of the top three secured lenders in the
country and is ranked sixth among the nation's banks in leasing operations.
Fleet Capital Corp.'s two divisions -- leasing and secured lending -- have
combined assets of over $9 billion, and have both experienced double digit
annual growth rates over the last several years. Fleet anticipates that merging
the operations of Sanwa Business Credit with Fleet Capital Corporation will
result in combined assets of approximately $16 billion.
Fleet said the acquisition is expected to be immediately accretive to
earnings per share.
"This acquisition is consistent with Fleet's strategies of building on our
existing strengths, acquiring high growth businesses, and broadening our
geographic reach," said Robert J. Higgins, President and Chief Operating Officer
of Fleet Financial Group. "Fleet has a very strong record in the leasing and
asset-based lending businesses," Higgins continued. "Sanwa's operations will
strengthen our geographic presence and will fill some important gaps in our
product line, including lease financing for manufacturers of capital equipment
and leasing programs for small businesses."
Fleet Capital Corporation's leasing division currently provides a wide
range of innovative leasing products to middle market and large corporate
customers, including single investor leases, leveraged leases, lease
syndications and cross-border leases. The asset-based lending division provides
domestic middle-market companies and their foreign subsidiaries with a variety
of products, including asset-based loans, cash management, and other commercial
financial services.
Fleet Financial Group, headquartered in Boston and listed on the New York
Stock Exchange (NYSE:FLT), is a diversified financial services company with $100
billion in assets and $74 billion in assets under management. Fleet is the
nation's sixth largest commercial lender and New England's leading small
business lender. Fleet's products and services include consumer banking,
government banking, mortgage banking, private banking, corporate finance,
commercial real estate lending, credit cards, insurance services, cash
management, capital markets, equipment leasing and asset-based lending. Fleet
also provides a wide array of investment management services for both
individuals and institutional clients and operates the nation's third largest
discount brokerage firm through its Quick & Reilly, Inc. subsidiary. With nearly
1,200 branches and more than 2,400 ATMs, Fleet also provides 24-hour telephone
banking as well as on-line banking services through the internet and through its
PC Banking software for individuals and businesses.
