SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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FORM 8-K
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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 19, 1999
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Commission file number 0-13497
PITNEY BOWES CREDIT CORPORATION
Incorporated pursuant to the Laws of the State of Delaware
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Internal Revenue Service -- Employer Identification No. 06-0946476
27 Waterview Drive, Shelton, CT 06484-4361
(203) 922-4000
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Item 5 -- Other Events
On November 19, 1999 Pitney Bowes Credit Corporation ("the Company")
announced that it has entered into a definitive agreement with ABN AMRO North
America, Inc., a subsidiary of ABN AMRO Bank N.V., for the sale of Atlantic
Mortgage & Investment Corporation ("AMIC"), a wholly owned subsidiary of the
Company specializing in the servicing of residential first mortgages for a fee.
The sale is expected to close in the fourth quarter of 1999 or early next year.
The closing is subject to a number of conditions however, and there is no
assurance that it will close in a timely manner, or at all.
Item 7 -- Financial Statements and Exhibits
c. The following exhibit is furnished in accordance with Item 601 of Regulation
S-K:
<TABLE>
<S> <C> <C>
Exhibit
(99) Pitney Bowes Inc. (parent company) press release dated November 19, 1999. Pages 4-5
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SIGNATURES
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 thereunto duly authorized.
PITNEY BOWES CREDIT CORPORATION
By /s/ NANCY E. COOPER
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Nancy E. Cooper
Vice President, Finance and
Chief Financial Officer
(Principal Financial Officer)
Dated: November 22, 1999
By /s/ R. JEFFREY MACARTNEY
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R. Jeffrey Macartney
Controller
(Principal Accounting Officer)
Dated: November 22, 1999
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Exhibit (99)
PITNEY BOWES AND ABN AMRO NORTH AMERICA, INC.
REACH DEFINITIVE AGREEMENT
FOR THE SALE OF PITNEY BOWES' MORTGAGE SERVICING DIVISION
FOR IMMEDIATE RELEASE
Stamford, Conn. and Chicago, Ill., November 19, 1999 - Pitney Bowes Inc. (NYSE:
PBI), and ABN AMRO North America, Inc. a subsidiary of ABN AMRO Bank N.V., today
announced a definitive agreement for the sale of Pitney Bowes' mortgage
servicing subsidiary Atlantic Mortgage & Investment Corporation (AMIC). Terms of
the deal will not be disclosed prior to closing, which is expected later this
year or early next year.
AMIC, headquartered in Jacksonville, Florida, provides billing,
collection and processing services for major investors in residential first
mortgages. Earlier this year Pitney Bowes announced its decision to sell AMIC.
Murray Reichenstein, Chief Financial Officer of Pitney Bowes Inc. explains,
"This transaction is good news for Pitney Bowes shareholders and for ABN AMRO.
It furthers our strategy to focus our resources on core businesses and leverage
opportunities in emerging markets, while maximizing the shareholder value
delivered by each of the company's business segments. We think this sale also
provides ABN AMRO with a good strategic fit for its business."
At completion of the acquisition, AMIC will be merged into ABN AMRO
Mortgage Group. Scott K. Heitmann, head of ABN AMRO North America's Midwest
Retail Bank Group said, "The acquisition of Atlantic Mortgage will increase our
servicing portfolio by approximately $20 billion, bringing it to a total of more
than $90 billion. This will result in increased scale in residential mortgage
servicing, and provide management depth and additional capacity to ABN AMRO
Mortgage Group. We look forward to this group of professionals joining our North
American operation."
Pitney Bowes Financial Services division, of which AMIC was a part,
provides leasing and financing services to help businesses - ranging from small
to large - acquire Pitney Bowes and other mission critical equipment and
services while preserving cash flow. Pitney Bowes Inc. is a $4.2 billion global
provider of informed mail and messaging management. For more information about
the company, visit www.pitneybowes.com.
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Exhibit (99) (continued)
ABN AMRO North America, Inc. is a unit of Netherlands-based ABN AMRO
Bank N.V., the world's sixth largest bank with assets of $480 billion and 3,500
locations in 76 countries and territories. ABN AMRO is one of the largest
foreign banking operations in North America with assets of $162 billion and more
than 18,000 employees. Headquartered in Chicago with offices in 15 cities in the
U.S., Canada and Mexico, the bank's operations include ABN AMRO Incorporated, a
full-service investment banking, advisory and brokerage firm; ABN AMRO Asset
Management (USA) Inc.; as well as Chicago's LaSalle Bank N.A., LaSalle Bank FSB,
Standard Federal Bank of Michigan and EAB in New York. ABN AMRO Mortgage Group,
one of the largest mortgage banking operations in the U.S., has locations in
Chicago, Troy, Michigan and Ann Arbor, Michigan.
The forward-looking statements concerning Pitney Bowes contained in this
news release involve risks and uncertainties, and are subject to change based on
various important factors including timely development and acceptance of new
products, gaining product approval, successful entry into new markets, changes
in interest rates, and changes in postal regulations, as more fully outlined in
the company's 1998 Form 10-K Annual Report filed with the Securities and
Exchange Commission.
