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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, AS AMENDED
Date of Report(Date of Earliest Event Reported): February 22, 1995
NATIONSBANK CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
North Carolina 1-6523 56-0906609
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
NationsBank Corporate Center, Charlotte, North Carolina 28255
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(Address of Principal Executive Offices) (Zip Code)
(704) 386-5000
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(Registrant's Telephone Number, including Area Code)
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ITEM 5. OTHER EVENTS.
On February 22, 1995, NationsBanc Mortgage Corporation ("NationsBanc
Mortgage"), an indirect, wholly-owned subsidiary of NationsBank Corporation,
announced that it had reached a definitive agreement with Source One Mortgage
Services Corporation ("Source One") for NationsBanc Mortgage to purchase a $10
billion residential mortgage servicing portfolio from Source One. NationsBanc
Mortgage will pay approximately $190 million for this Source One portfolio.
The transaction, which is subject to certain regulatory conditions and other
customary closing conditions, is expected to be completed by March 31, 1995.
The press release announcing this transaction is included as Exhibit 99.1
hereto.
On February 23, 1995, NationsBanc Mortgage announced that it had reached a
definitive agreement with KeyCorp and Key Bank of New York for NationsBanc
Mortgage to purchase the residential mortgage servicing business of KeyCorp
Mortgage Inc. The acquired assets will include primarily KeyCorp Mortgage
Inc.'s $25 billion residential mortgage servicing portfolio, for which
NationsBanc Mortgage will pay approximately $350 million, a mortgage servicing
operation employing about 500 people and other servicing-related assets, for
which NationsBanc Mortgage will pay approximately $150 million. The
transaction, which is subject to certain regulatory conditions and other
customary closing conditions, is expected to close by March 31, 1995. The
press release announcing this acquisition is included as Exhibit 99.2 hereto.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
The following exhibits are filed herewith:
Exhibit No. Description of Exhibit
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99.1 Press Release dated February 22, 1995 with respect
to the joint announcement of NationsBanc Mortgage
Corporation, and Source One Mortgage Services
Corporation that NationsBanc Mortgage will acquire
a $10 billion residential mortgage servicing
portfolio from Source One.
99.2 Press Release dated February 23, 1995 with respect
to the joint announcement of NationsBanc Mortgage
Corporation, and KeyCorp and Key Bank of New York
that NationsBanc Mortgage will acquire the
residential mortgage servicing business of KeyCorp
Mortgage Inc.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
NATIONSBANK CORPORATION
By: /s/ Charles M. Berger
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Charles M. Berger
Associate General Counsel
Dated: March 2, 1995
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
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99.1 Press Release dated February 22, 1995 with respect
to the joint announcement of NationsBanc Mortgage
Corporation and Source One Mortgage Services
Corporation that NationsBanc Mortgage will acquire
a $10 billion residential mortgage servicing
portfolio from Source One.
99.2 Press Release dated February 23, 1995 with respect
to the joint announcement of NationsBanc Mortgage
Corporation and KeyCorp and Key Bank of New York
that NationsBanc Mortgage will acquire the
residential mortgage servicing business of KeyCorp
Mortgage Inc.
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FOR IMMEDIATE RELEASE
EXHIBIT 99.1
FEBRUARY 22, 1995 -- NationsBanc Mortgage Corp. and Source One Mortgage
Services Corp. today announced they have reached a definitive agreement for
NationsBanc Mortgage to purchase $10 billion of mortgage servicing from the
Michigan-based company. Terms of the agreement were not disclosed.
The sale represents 25 percent of Source One's mortgage servicing portfolio.
The transaction is expected to close by the end of March, subject to required
approvals.
NationsBanc Mortgage's servicing portfolio increases to about $50 billion.
The portion of the Source One portfolio that was purchased consists of
servicing for about 115,000 loans, with a weighted average interest rate of
7.72 percent. The servicing portfolio represents a mix of Fannie Mae, Freddie
Mac and Ginnie Mae loans. The loans principally are in California, Washington,
Texas and Florida.
"This is an excellent opportunity to increase our size in the mortgage
servicing business," said Andrew D. Woodward, president of NationsBanc Mortgage
Corp. "We look forward to serving our new customers."
NationsBanc Mortgage Corp. originates mortgages through 120 retail mortgage
lending offices in the mid-Atlantic states, Southeastern states, Texas,
California and Arizona. The company purchases loans from correspondents in 36
states and serves customers nationwide through its telemortgage unit. It is a
subsidiary of NationsBank Corp., the fourth-largest bank holding company in the
nation.
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Contact:
NationsBank Source One
Mary Alice Rogers Tim Shepherd
704/386-0261 810/488-7364
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FOR IMMEDIATE RELEASE
EXHIBIT 99.2
FEBRUARY 23, 1995 -- NationsBanc Mortgage Corp. and KeyCorp today announced
they have reached a definitive agreement for NationsBanc Mortgage to purchase
the residential mortgage servicing business of KeyCorp Mortgage Inc. The
acquisition primarily will include a $25 billion residential mortgage servicing
portfolio, a mortgage servicing operation employing about 500 people and other
servicing-related assets.
NationsBanc Mortgage will pay about $350 million for the servicing portfolio
and the servicing operation. It also will pay about $150 million for servicing-
related assets, such as receivables, advances, etc. The transaction is expected
to close by the end of March.
On closing, the purchase will boost NationsBanc Mortgage's residential
servicing portfolio to about $75 billion, which should place the company in the
top five mortgage servicers in the nation. Earlier this week, NationsBanc
Mortgage announced the purchase of a $10 billion mortgage servicing portfolio
from Source One Mortgage.
The KeyCorp servicing portfolio consists of about 390,000 loans, with a
weighted average interest rate of 7.95 percent. The portfolio represents a mix
of government and conventional residential mortgage loans.
"We're very attracted to mortgage servicing right now, as it provides a good,
recurring source of revenue," said Andrew D. Woodward, president of NationsBanc
Mortgage Corp. "The addition of this portfolio will place us in the top ranks
of mortgage servicers. This acquisition is a core step in our growth agenda for
mortgage banking."
"While we continue to actively provide home mortgages through our banking
offices across the country, the servicing component of the business was sold
for strategic reasons," said Victor J. Riley, Jr., KeyCorp chairman and chief
executive officer. "To provide returns comparable to our other businesses,
substantial investments would have been required in the servicing component of
the business, in which profits are now driven principally by size and scale."
NationsBanc Mortgage Corp. originates mortgages through 120 retail offices in
the mid-Atlantic states, Southeastern states, Texas, California and Arizona.
The company purchases loans from correspondents in 36 states and serves
customers nationwide through its telemortgage unit. It is a subsidiary of
NationsBank Corp., the fourth-largest bank holding company in the nation, with
more than $169 billion in assets.
KeyCorp (NYSE:KEY), headquartered in Cleveland, Ohio, is one of the nation's
largest bank holding companies with assets of $66.8 billion and equity capital
of $4.7 billion at Dec. 31, 1994. The financial services company is comprised
of more than 1,300 branch and affiliate offices in 25 states from Maine to
Alaska.
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Contact:
NationsBank (media) KeyCorp (media) KeyCorp (analyst)
Mary Alice Rogers Bill Murschel Jay S. Gould
704/386-0261 216/689-0457 216/689-4721
