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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):
June 8, 1999
THE BANK OF NEW YORK COMPANY, INC.
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(exact name of registrant as specified in its charter)
NEW YORK
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(State or other jurisdiction of incorporation)
001-06152 13-2614959
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(Commission file number) (I.R.S. employer identification number)
One Wall Street, New York, NY 10286
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(Address of principal executive offices) (Zip code)
212-495-1784
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(Registrant's telephone number,
including area code)
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ITEM 5. Other Events
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Sale of Factoring and Asset-Based Lending Business; New Stock Buyback Program
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On June 8, 1999, The Bank of New York Company, Inc. (the "Company") issued a
press release announcing the sale of its Factoring and Asset-Based Lending
Business to GMAC for $1.8 billion and a new stock buyback program. Exhibit 99
is a copy of such press release and is incorporated herein by reference.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibit Description
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99 Announcement of the sale of the Company's
Factoring and Asset-Based Lending Business to
GMAC for $1.8 billion and a new stock buyback
program contained in the press release dated
June 8, 1999, of The Bank of New York
Company, Inc.
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SIGNATURE
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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.
Dated: June 8, 1999
THE BANK OF NEW YORK COMPANY, INC.
(Registrant)
By: /s/ Thomas J. Mastro
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Name: Thomas J. Mastro
Title: Comptroller
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EXHIBIT INDEX
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Exhibit No. Description
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99 Announcement of the sale of the Company's
Factoring and Asset-Based Lending Business to
GMAC for $1.8 billion and a new stock buyback
program contained in the press release dated
June 8, 1999, of The Bank of New York
Company, Inc.
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EXHIBIT 99
The Bank of New York Company, Inc. NEWS
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One Wall Street, New York, NY 10286
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Contact:
PUBLIC AND INVESTOR RELATIONS
IMMEDIATELY Frank Scarangella, SVP
Cary J. Giacalone, VP
(212) 635-1590
THE BANK OF NEW YORK COMPANY, INC. TO SELL FACTORING AND
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ASSET-BASED LENDING BUSINESS TO GMAC FOR $1.8 BILLION AND
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ANNOUNCES A NEW STOCK BUYBACK PROGRAM
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Sale Accelerates The Bank of New York's Strategic Thrust to Emphasize
Higher Growth Fee-Based Business Lines
NEW YORK, N.Y., June 8, 1999 - The Bank of New York Company, Inc. (NYSE:BK),
announced today the signing of a definitive agreement to sell BNY Financial
Corporation (BNYFC), its factoring and asset-based lending business, to
General Motors Acceptance Corporation (GMAC), a wholly owned subsidiary of
General Motors Corporation (NYSE:GM), for $1.8 billion in cash. The sale will
also include related Canadian and UK factoring and asset-based operations.
The Bank estimates a pre-tax gain of approximately $1.05 billion from this
transaction, on a preliminary basis.
The Bank of New York, General Motors Corporation and GMAC Boards of Directors
have approved the transaction and all due diligence has been completed. The
transaction is targeted to close by the end of the second quarter, and is
subject to customary regulatory approvals.
At the same time, The Bank of New York Company, Inc. announced that its Board
of Directors has approved, upon successful completion of the sale of BNYFC, a
plan under which the Company will buy back 30 million of its common shares.
The Company has repurchased substantially all of the 18 million shares
authorized under the buyback program announced in December 1998.
- more -
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Thomas A. Renyi, chairman and chief executive officer of The Bank of New York
Company, Inc., said, "This transaction further advances our overall strategy,
which is to focus on our higher growth fee-based activities, including
securities servicing, cash processing and fiduciary services. While the sale
would have a slightly dilutive pro forma effect on earnings of 2% to 3% for
the full year 1999, the increased concentration on our fee-based businesses
will enhance our overall earnings growth.
"We are pleased to have found in GMAC, a buyer who has an acknowledged
strategic interest in this business and who not only recognizes the value of
the franchise, but the staff which developed that value," concluded Mr. Renyi.
BNY Financial Corporation, together with its affiliates, is the leading
provider of factoring and asset-based lending services in the United States,
Canada and the United Kingdom. It supports middle market businesses with
annual sales of $5 million and above.
GMAC, a wholly owned subsidiary of General Motors Corporation, is one of the
world's largest financial services companies with business lines in automotive
finance, commercial and residential mortgages, and insurance. At March 31,
1999, GMAC's owned assets and serviced automobile receivables exceeded $140
billion and combined service assets of the GMAC Mortgage Group exceeded $250
billion. More information on GMAC Financial Services is available at
www.gmacfs.com.
The information presented with respect to earnings growth and the Company's
plans and objectives in moving toward fee-based business is forward-looking
information. As such, it is subject to risks and uncertainties that could
cause actual results to differ materially from the projected results discussed
above. These uncertainties include market changes that differ from the
Company's market forecasts and the actions that management could take in
response to these changes. For further information see discussion of forward-
looking statements appearing in the Company's Annual Report on Form 10-K under
the heading "Forward Looking Statements."
The Bank of New York Company, Inc., is one of the largest bank holding
companies in the United States, with total assets of over $64 billion as of
March 31, 1999. The Company provides a complete range of banking and other
financial services to corporations and individuals worldwide through its basic
businesses: Securities Servicing and Cash Processing; Corporate Banking;
Trust, Investment Management and Private Banking; Retail Banking; and
Financial Market Services. Additional information on the Company is available
at www.bankofny.com.
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