8-K 1 x0424-8k.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 24, 2003 -------------- NORTHERN TRUST CORPORATION -------------------------- (Exact name of registrant as specified in its charter) Delaware 0-5965 36-2723087 -------- ------ ---------- (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification No.) 50 South LaSalle Street, Chicago, Illinois 60675 ------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 630-6000 -------------- ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE. --------------------------------------- In a joint news release dated April 24, 2003, Northern Trust Corporation and Hewitt Associates, a global HR outsourcing and consulting firm, announced that they have executed a letter of intent for Hewitt to acquire substantially all of the assets of Northern Trust Retirement Consulting, L.L.C., Northern Trust's retirement consulting and administration business. The proposed sale is subject to execution of a definitive agreement and to customary conditions. The transaction is expected to close on or about June 2, 2003. Hewitt and Northern Trust have also agreed to work together as preferred providers in each firm's core area of expertise. A copy of the joint news release is filed as Exhibit 99 to this Current Report and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. --------------------------------------------------------- (c) Exhibits Exhibit Number Description of Exhibit ------- ---------------------- 99 Joint News Release dated April 24, 2003 issued by Hewitt Associates and Northern Trust Corporation. - 2 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NORTHERN TRUST CORPORATION -------------------------- (Registrant) Date: April 24, 2003 By: /s/ Perry R. Pero ---------------------------------- Name: Perry R. Pero Title: Vice Chairman and Chief Financial Officer - 3 - EXHIBIT INDEX Exhibit Number Description of Exhibit ------- ---------------------- 99 Joint News Release dated April 24, 2003 issued by Hewitt Associates and Northern Trust Corporation. - 4 -