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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
Date of Report (Date of earliest event reported): July 10, 1995
AMERICAN BANKNOTE CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE
(State of other jurisdiction of incorporation)
1-3410 13-0460520
(Commission File Number) (IRS Employer Identification Number)
51 West 52nd Street, New York, NY 10019
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 582-9200
United States Banknote Corporation
(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets.
On July 10, 1995, American Banknote Corporation (formerly named
United States Banknote Corporation (the "Corporation")) announced that
its Brazil subsidiary had completed the acquisition of the printing
operations of Grafica Bradesco Ltda. ("Grafica Bradesco") from Banco
Bradesco S.A. (Brazil)("Banco Bradesco"). Under the terms of the
acquisition agreement, Banco Bradesco became a holder of 22.5% of
American Bank Note Company Grafica e Servicos Ltda. ("ABN-Brazil"), the
Corporation's Brazil subsidiary, in exchange for certain assets of
Grafica Bradesco.
Grafica Bradesco is engaged in the business of check printing,
check personalization, continuous forms, deposit slips, financial cards
and insurance policies and prior to the acquisition by the Corporation
had printed exclusively for Banco Bradesco and its affiliates.
ABN-Brazil will continue to be the supplier for Banco Bradesco and will
continue to operate in the Sao Paulo location of Grafica Bradesco for up
to one year.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired:
Audited financial statements of Grafica Bradesco as required
by the rules of the Securities and Exchange Commission are
not available and cannot be provided at this time. Financial
statements required pursuant to Regulation S-X will be filed
within 60 days after the date this Report is filed.
(b) Pro Forma Financial Information:
Pro Forma Financial Statements of Grafica Bradesco are not
available and cannot be provided at this time. Financial
information required pursuant of Article 11 of Regulation S-X
will be filed within 60 days after the date this Report is
filed.
(c) Exhibits.
A copy of the Corporation's press release dated July 10, 1995
is attached hereto as Exhibit 1.
A copy of the Corporation's press release dated June 5, 1995
is attached hereto as Exhibit 2.
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 BANKNOTE CORPORATION
DATE July 19, 1995 BY: s/ Patrick D. Reddy
Patrick D. Reddy
Vice President and Assistant Secretary
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EXHIBIT 1
American Banknote Corporation
51 West 52nd Street
New York, New York 10019
(212) 582-9200
FAX: (212) 582-9201
FOR FURTHER INFORMATION,
PLEASE CONTACT:
Morris Weissman Tom Black
Chairman & CEO The P.L. Thomas Group
American Banknote Corporation 312/906-8060
212/582-9200
FOR IMMEDIATE RELEASE
AMERICAN BANKNOTE ANNOUNCES INVESTMENT IN INTERNATIONAL
VERIFACT; COMPLETION OF GRAFICA BRADESCO ACQUISITION
NEW YORK, July 10, 1995 - American Banknote Corporation (NYSE:ABN) has
acquired 5.5% of the shares of International Verifact, Inc. (NASDAQ:IVIAF)
and has filed a Schedule 13D, it was announced today by Morris Weissman,
Chairman and Chief Executive Officer of ABN. International Verifact, which
merged with Soricon in December 1994, reported sales of Canadian $15 million
and earnings of Canadian $0.12 per share in its most recent quarter, ended
March 31, 1995.
In commenting on the investment, Mr. Weissman stated, "We think International
Verifact is in a strategic and fast growing business. With the dynamics
occurring in the electronic funds transfer industry, Verifact is well
positioned to take advantage of its reputation and experience in
point-of-sale hardware and systems integration. It is the dominant
supplier and systems integrator to the Canadian electronic debit payment
market with more than a 60% share."
"We believe that this expertise can be exported to the U.S. market as well
as to many international markets. We intend to ask for a meeting with
International Verifact's management in the next few weeks so that we can
explore strategic alliances."
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EXHIBIT 1
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Mr. Weissman also announced that American Banknote has completed the
acquisition of the business of Grafica Bradesco from Banco Bradesco.
Additionally, because of Banco Bradesco's 22.5% ownership of American
Banknote-Brazil, the Trustee under the Company's 10-3/8% Senior Secured Notes
will be required to release 35% of the collateral shares of ABN-Brazil. This
will allow the Company to reduce its effective tax rate in future years as
well as better manage its future tax payments.
American Banknote Corporation (NYSE:ABN) produces a variety of security
printed products, including financial payment and pre-paid telephone cards,
foreign currency, food coupons, stock and bond certificates, travelers
cheques, passports, personal checks and treasury checks. Through its
American Banknote Holographics subsidiary, the Company also is the world's
leading producer of holograms for security applications, including those on
VISA, MasterCard, Discover and Europay financial cards. Its Brazilian
subsidiary is that country's largest security printer with manufacturing
facilities in Rio de Janeiro and Sao Paulo.
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Exhibit 2
American Banknote Corporation
51 West 52nd Street
New York, New York 10019
(212) 582-9200
FAX: (212) 582-9201
FOR FURTHER INFORMATION,
PLEASE CONTACT:
John Gorman Tom Black
Executive Vice President & CFO The P.L. Thomas Group
U.S. Banknote Corporation 312/906-8060
212/582-9200
FOR IMMEDIATE RELEASE
UNITED STATES BANKNOTE'S BRAZILIAN SUBSIDIARY
TO ACQUIRE PRINTING OPERATIONS OF
BANCO BRADESCO, BRAZIL'S LARGEST PRIVATE BANKING GROUP
NEW YORK, June 5, 1995 -- United States Banknote (NYSE:UBK) announced
today that its American Banknote Brazilian subsidiary (ABN-Brazil), had
signed a definitive agreement to acquire the operations of Grafica Bradesco
from Banco Bradesco S.A., in exchange for 22.5% of the equity in ABN-Brazil,
according to Mr. Morris Weissman, Chairman & CEO of United States Banknote.
Banco Bradesco is Brazil's largest private bank and financial group with
assets in excess of $20 billion. It has more than 1,800 branches and more
than 5 million accounts. It is Brazil's leading issuer of Visa Cards and its
financial group accounted for almost 14% of publicly offered securities
registered in Brazil during 1994.
Grafica Bradesco supplies virtually all of the Bradesco Group's printing
requirements, including checks, check personalization, continuous forma,
deposit slips, financial cards, insurance policies and a wide variety of
other banking products. ABN-Brazil has signed a multi-year contract with
Bradesco to continue the printing of all of these products. In 1994, Grafica
Bradesco's sales, including check personalization, were approximately $40
million. Customers of Grafica Bradesco also include Citibank and Bank of
Bahia.
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EXHIBIT 2
Weissman said, "To have Bradesco as an equity partner in Brazil is an honor
and a vote of confidence in our business. It clearly increases our financial
standing and flexibility. Additionally, the equipment we will be acquiring
and the experienced and dedicated personnel joining the Company will enable
us to offer a wider variety of documents at competitive prices to the more
than 50 banks we service. We've worked on this project for some time, and
we believe that other banks will now look more carefully at the value in
outsourcing their in-house printing operations, given our total capability
and experience."
"Our confidence in Brazil remains very strong. We will be working very
closely with Bradesco to develop cost efficient programs for many of their
activities, including check and document distribution. The transaction,
which is expected to close June 30th, should have a positive effect on our
earnings and on an annualized basis pushes our Brazilian revenues over the
$100 million mark," Weissman concluded.
United States Banknote produces a variety of security printed products
including financial payment and pre-paid telephone cards, foreign currency,
food coupons, stock and bond certificates, travelers cheques, passports,
personal checks, and treasury checks. Through its American Banknote
Holographics subsidiary, the Company also is the world's leading producer of
holograms for security applications, including those on VISA, MasterCard,
Discover and Europay financial cards. Its Brazilian subsidiary is that
country's largest security printer with manufacturing facilities in Rio de
Janeiro and Sao Paulo.
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