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 25, 1994
SAFECARD SERVICES, INCORPORATED
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(Exact name of registrant as specified in charter).
Delaware 1-10411 13-2650534
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3001 E. Pershing Boulevard, Cheyenne, WY 82001
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(Address of principal executive offices) (zip code)
Registrant's telephone number,
including area code: (307)771-2700
N/A
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(Former name or former address, if changed since last report).
Item 5. Other Events
On July 25, 1994, the Company and Wright Express
Corporation of South Portland, ME, jointly announced that they
had signed a definitive merger agreement by which a subsidiary of
the Company will acquire Wright Express Corporation for $35.5
million in cash. Attached as Exhibit 1 is the press release.
<PAGE>
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 hereunto duly authorized.
SAFECARD SERVICES, INCORPORATED
BY: G. THOMAS FRANKLAND
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Name: G. Thomas Frankland
Title: Vice Chairman and Chief
Financial Officer
August 04, 1994
EXHIBIT 1
CONTACTS: Bob Stone Paul G. Kahn
The Dilenschneider Group SafeCard Services
212-922-0900(o) 207-761-7107
914-591-5534(h)
Tom Frankland John R. Birk
SSI/Investor Relations Wright Express
207-773-8171 207-761-7108
(ask for conference room)
FOR IMMEDIATE RELEASE:
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SAFECARD TO ACQUIRE WRIGHT EXPRESS
LEADER IN ENHANCED INFORMATION SERVICE
TO OIL COMPANIES AND COMMERCIAL FLEETS
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PORTLAND, ME, July 25, 1994 -- SafeCard Services, Inc.
(NYSE:SSI) and Wright Express Corporation of South Portland, ME,
jointly announced today that they had signed a definitive merger
agreement by which SafeCard will acquire Wright Express
Corporation, a leading provider of enhanced information services
to oil companies and commercial transportation fleets in the
United States, for $35.5 million in cash.
The transaction, which is expected to be completed in mid-
September 1994, is subject to customary conditions including
Wright Express stockholder and regulatory approvals. SafeCard
also signed an option agreement with certain holders of Wright
Express stock, granting SafeCard an option to purchase shares
representing a majority of Wright Express stock and an
irrevocable proxy to vote those shares in favor of the
acquisition.
Paul G. Kahn, chairman and chief executive officer of
SafeCard, and a member of the Wright Express board of directors,
said, "Wright Express' business is exciting and successful. The
acquisition not only expands SafeCard's relationships with
current and new major oil company clients, it also adds to
SafeCard's product offerings. As a value-added information
services enterprise with a history of recurring revenues and a
high rate of growth in both operating cash flow and revenues,
Wright Express enhances our ability to achieve SafeCard's
strategic and financial objectives."
Kahn also said Wright Express will be a separate operating
subsidiary of SafeCard and that John R. Birk, who will remain as
president and chief executive officer of Wright Express, will
report to him.
Wright Express offers and supports the nation's most widely
accepted electronic universal fleet charge card. The card is now
accepted at almost 80,000 fueling and service center locations
throughout the United States, including Mobil, Texaco, Exxon and
Getty. The card provides its users with convenience, security
and cost control through proprietary "Vehicle Analysis Reports,"
which enable fleet customers of Wright Express to more
effectively monitor and control fleet and service expenses. The
Company also creates and manages private label fleet charge card
programs for many of the nation's leading petroleum companies as
well as co-branded fleet fueling cards for many of the top
commercial vehicle leasing companies in the United States.
Wright Express' various fleet card programs are used by almost
40,000 fleet customers including BellSouth, Rollins/Orkin, DHL,
Airborne Express, Terminix and Federal Express. Wright Express
was recently featured in Forbes magazine, and in 1993 was
included in the "Inc. 500" list of the fastest growing privately
held companies in America.
Over the last four years, Wright Express' revenues have
grown at a compound annual growth rate in excess of 40%, to $11.2
million in 1993, with operating cash flow increasing to $2.2
million in 1993. Based on the number of new contracts awarded to
Wright Express, management expects this growth in both revenues
and operating cash flow to continue into 1995. The earnings per
share impact on SafeCard of this acquisition is expected to be
nominally positive in 1995 and steadily growing thereafter.
"We are extremely pleased to become a part of SafeCard
Services," said Wright Express president Birk. "We expect that
SafeCard's vision, expertise and resources will help us to
continue providing the most advanced integrated information
services to our commercial fleet and petroleum marketer customers
in the United States, and to expand our product and geographical
market consistent with SafeCard's overall strategic objectives.
We also believe the transaction will further accelerate our
growth rate and help maintain our leadership position in the
fleet fueling industry."
Founded in 1969, SafeCard Services, Inc. provides various
consumer products and services and is the world's largest
provider of credit card protection services. SafeCard serves
approximately 14 million consumers in cooperation with over 150
credit card issuers throughout the United States.
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SPECIAL NOTE TO MEDIA: PAUL G. KAHN IS AVAILABLE FOR MEDIA
INTERVIEWS AT 207-761-7107 TODAY - JUNE 25 - UNTIL 3:00 P.M. AT
904-273-3000 ON TUESDAY AND THEREAFTER.
SPECIAL NOTE TO ANALYSTS: TOM FRANKLAND IS AVAILABLE TO TAKE
ANALYST CALLS AT 207-773-8171 (ASK FOR CONFERENCE ROOM) TODAY -
JULY 25 - UNTIL 5:00 P.M. AT 904-273-3000 ON TUESDAY AND
THEREAFTER.
SPECIAL NOTE TO TRADE PRESS: JOHN R. BIRK, PRESIDENT OF WRIGHT
EXPRESS, IS AVAILABLE FOR MEDIA INTERVIEWS AT 207-761-7108.
