-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WJkRSjySS8g07oHK9AEx6PN5q1n/XlL17eobP+ZwvbGCirRrbGoxGoU0vl3aTzaw DwgdsbJ4Qe3VfnjdA4G5xA== 0000009626-99-000023.txt : 19990615 0000009626-99-000023.hdr.sgml : 19990615 ACCESSION NUMBER: 0000009626-99-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990608 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990608 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANK OF NEW YORK CO INC CENTRAL INDEX KEY: 0000009626 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 132614959 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-06152 FILM NUMBER: 99641821 BUSINESS ADDRESS: STREET 1: ONE WALL STREET 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10286 BUSINESS PHONE: 2124951784 MAIL ADDRESS: STREET 1: 100 CHURCH STREET 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10286 8-K 1 SALE OF FACTORING BUSINESS; NEW BUYBACK PROGRAM 1 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. ---------------------------------- (exact name of registrant as specified in its charter) NEW YORK -------- (State or other jurisdiction of incorporation) 001-06152 13-2614959 --------- ---------- (Commission file number) (I.R.S. employer identification number) One Wall Street, New York, NY 10286 ----------------------------- ----- (Address of principal executive offices) (Zip code) 212-495-1784 ------------ (Registrant's telephone number, including area code) 2 ITEM 5. Other Events ------------ Sale of Factoring and Asset-Based Lending Business; New Stock Buyback Program - ----------------------------------------------------------------------------- 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 ------------------------------------------------------------------ (c) Exhibit Description ------- ----------- 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. 3 SIGNATURE --------- 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 ------------------------- Name: Thomas J. Mastro Title: Comptroller 4 EXHIBIT INDEX ------------- Exhibit No. Description - ----------- ----------- 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. EX-99 2 SALE OF FACTORING BUSINESS; NEW BUYBACK PROGRAM 1 EXHIBIT 99 The Bank of New York Company, Inc. NEWS - ------------------------------------------------------------------------------ One Wall Street, New York, NY 10286 ----------------------------------- 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 -------------------------------------------------------- ASSET-BASED LENDING BUSINESS TO GMAC FOR $1.8 BILLION AND --------------------------------------------------------- ANNOUNCES A NEW STOCK BUYBACK PROGRAM ------------------------------------- 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 - 2 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. ***** -----END PRIVACY-ENHANCED MESSAGE-----