-----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, QhajO/tlCiNb6N70I4U36XnOYSmmK0wFybmSVVzNzBMhbWTZDlSXlI2r81f1Cgmx bgkqJIxGEA1p4vE1N9nNtA== 0000018349-98-000016.txt : 19980519 0000018349-98-000016.hdr.sgml : 19980519 ACCESSION NUMBER: 0000018349-98-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980514 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980518 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYNOVUS FINANCIAL CORP CENTRAL INDEX KEY: 0000018349 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 581134883 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10312 FILM NUMBER: 98626869 BUSINESS ADDRESS: STREET 1: 901 FRONT AVENUE STREET 2: STE 301 CITY: COLUMBUS STATE: GA ZIP: 31901 BUSINESS PHONE: 7066494818 MAIL ADDRESS: STREET 1: P.O.BOX 120 CITY: COLUMBUS STATE: GA ZIP: 31902 FORMER COMPANY: FORMER CONFORMED NAME: CB&T BANCSHARES INC DATE OF NAME CHANGE: 19890912 8-K 1 FORM 8-K 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 May 14, 1998 (Earliest Event Reported) Synovus Financial Corp. (Exact Name of Registrant as Specified in its Charter) Georgia 1-10312 58-1134883 (State of (Commission File (IRS Employer Incorporation) Number) Identification Number) 901 Front Avenue, Suite 301, Columbus, Georgia 31901 (Address of principal executive offices) (706) 649-2267 (Registrant's Telephone Number) (Former name or former address, if changed since last report) Item 5. Other Events. On May 14, 1998, Total System Services, Inc. ("TSYS"), Synovus Financial Corp.'s ("Registrant's") 80.7% owned processing subsidiary, announced that it has signed a ten year processing agreement with Sears, Roebuck and Co. ("Sears") to convert and process its private-label portfolio on TSYS' TS2 Cardholder System. The ten year term will begin upon the completion of the conversion of Sears accounts to TS2, which conversion is anticipated to be completed in the second quarter of 1999. Although TSYS' transactions processed, revenues realized, and costs recognized for private-label portfolios are less than for comparably sized Visa and MasterCard portfolios, TSYS expects its processing of the Sears portfolio to produce a net profit margin consistent with TSYS' historical net profit margins. A copy of TSYS' press release regarding the announcement referenced above is attached hereto as Exhibit 99.1, and by this reference made a part hereof. The matters set forth in this Form 8-K contain certain forward-looking statements that involve certain risks and uncertainties including the successful conversion of the Sears private-label card portfolio to the TS2 cardholder system, the future utilization of Sears private-label cards by consumers, and the associated realization of revenues and recognition of costs consistent with assumptions used by TSYS in negotiating the terms and conditions of the processing agreement. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements - None. (b) Pro Forma Financial Information - None. (c) Exhibits 99.1 - TSYS' press release dated May 14, 1998 Signature Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SYNOVUS FINANCIAL CORP. ("Registrant") Dated: May 18, 1998 By:/s/ Kathleen Moates Kathleen Moates Senior Vice President 3 Exhibit Index Exhibit Number Description 99.1 Total System Services, Inc.'s press release dated May 14, 1998 4 EX-99.1 2 NEWS RELEASE For Immediate Release Media Contacts: Danita Gibson-Lloyd Kimberly Knight Corporate Communications Mgr. Corporate Communications Spec. (706) 649-5578 (706) 644-1218 dgibsonlloyd@totalsystem.com kknight@totalsystem.com TSYS(R) Signs Sears, Roebuck and Co. for Card Processing Services TSYS To Undertake Industry's Largest Conversion Strengthens TSYS' Strategic Private Label Initiatives Columbus, Ga., May 14, 1998 - Total System Services, Inc. (R) (TSYS(R)) (NYSE: "TSS") today announced the signing of a long-term processing agreement with Sears, Roebuck and Co. (Sears) (NYSE: "S") to convert and process its private-label portfolio on TSYS' state-of-the-art Year 2000 compliant TS2(R) Cardholder System. This conversion of 60 million accounts will be the largest in the history of the credit card industry. Sears credit portfolio is by far the largest in the retail industry - bigger than the next 10 combined. In 1997, more than 32 million Sears accounts were active, and the portfolio's average managed receivables rose to $26.8 billion, an increase of 10 percent over 1996. "TSYS is very excited to have signed one of the preeminent card issuers and best known companies in the world. Sears enjoys a stellar reputation in the industry, and Total System Services looks forward to a long, prosperous relationship with them," said Richard W. Ussery, TSYS Chairman of the Board & CEO. "Our team members are committed to helping Sears meet and exceed its business challenges with our world-class people, service and systems," he continued. "TSYS processing will be key to Sears strategy of continuing to develop and leverage Sears credit customer relationships and to improve service support of Sears multiple retail formats and operations," said Alan J. Lacy, President of Sears Credit. -- more -- TSYS(R) Signs Sears, Roebuck and Co. for Card Processing Services/p.2 TSYS President Philip W. Tomlinson said, "TSYS has placed a strategic focus on the retail and private label segments of the card industry. We have strengthened this key corporate initiative in such a way that a clear market leader like Sears has found it to be the solution to meet its business objectives. Moreover, TSYS expects our processing of the Sears portfolio to produce a net profit margin consistent with our historical net profit margins." Tomlinson continued, "We expect a smooth, seamless conversion of the Sears portfolio to TS2 primarily because TS2 was designed with option-driven features that large issuers require so that they may effectively compete in today's market. TS2 will enable Sears to proactively respond to the needs of its customers." "TS2 enables us to accomplish large-scale conversions quickly and efficiently. The changes that are required to meet the specific needs of issuers are made by changing option settings, not by modifying the system through labor intensive custom code as is the case with other software platforms," Tomlinson added. Sears, Roebuck and Co., is a leading U.S. retailer of apparel, home and automotive products and services, with annual revenues of more than $41 billion. For more information, visit Sears Web site at www.sears.com. TSYS (www.totalsystem.com) is one of the world's largest credit, debit, commercial and private-label card processing companies. An 80.7% owned subsidiary of Synovus Financial Corp. (NYSE: "SNV")(www.synovus.com), TSYS serves card-issuing institutions throughout the United States, Puerto Rico, Canada and Mexico. Creating innovative processing solutions, TSYS makes it possible for more than 92 million cardholders to use their cards anytime, anywhere, without fail. We enable card-issuing institutions to profitably compete and better serve their customers through our world class people, technology and service. ### The matters set forth in this news release contain forward-looking statements that are dependent on certain risks and uncertainties including the successful conversion of the Sears private-label card portfolio to the TS2 cardholder system, the future utilization of Sears private-label cards by consumers, and the associated realization of revenues and recognition of costs consistent with assumptions used by TSYS in negotiating the terms and conditions of this processing agreement. Editors' Note: To hear live remarks and participate in Q & A at TSYS' press conference, call 1/800-753-9057 at 10 a.m. EST Friday, May 15. Please call in five to 10 minutes early to ensure your connection. -----END PRIVACY-ENHANCED MESSAGE-----