-----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, Ml+ugcdvL10Bo3pF6pm0cGRWIjRoADVD7crFkBK6Nd48X5QiL/2VCprXEnBjmAG5 qH7+AERFTs8k2Lurb+ULbw== 0001193125-03-011979.txt : 20030623 0001193125-03-011979.hdr.sgml : 20030623 20030623163436 ACCESSION NUMBER: 0001193125-03-011979 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030623 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030623 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHERN TRUST CORP CENTRAL INDEX KEY: 0000073124 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 362723087 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05965 FILM NUMBER: 03753544 BUSINESS ADDRESS: STREET 1: 50 S LASALLE ST CITY: CHICAGO STATE: IL ZIP: 60675 BUSINESS PHONE: 3126306000 FORMER COMPANY: FORMER CONFORMED NAME: NORTRUST CORP DATE OF NAME CHANGE: 19780525 8-K 1 d8k.txt 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 Date of Report (Date of earliest event reported) June 23, 2003 -------------------------- NORTHERN TRUST CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 0-5965 36-2723087 - ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) Fifty 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 On June 23, 2003, the registrant announced that it has taken steps to reduce expenses that, together with transactions announced earlier in the quarter, will result in a second quarter net pre-tax charge to earnings of approximately $51.5 million. This will impact reported earnings per share by $.14 for the second quarter 2003. Approximately $23.5 million of the charge represents severance costs relating to the elimination of approximately 700 positions. The expected effect of these actions, as well as additional reductions in operating expenses that Northern Trust expects to achieve over the next 12 months, is to reduce annual operating expenses by $145-$150 million. A copy of the press release issued by the registrant in connection with the announcement is filed as Exhibit 99 hereto and is incorporated herein by reference. Item 7. Financial Statements and Exhibits (c) Exhibits: Exhibit 99 June 23, 2003 press release 2 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. NORTHERN TRUST CORPORATION -------------------------- (Registrant) Dated: June 23, 2003 By: /s/ Perry R. Pero ---------------------------------- Perry R. Pero Vice Chairman and Chief Financial Officer 3 EXHIBIT INDEX ------------- Number Description Page Number - ------ ----------- ----------- 99 June 23, 2003 press release 5 4 EX-99 3 dex99.txt PRESS RELEASE DATED 06/23/2003 - -------------------------------------------------------------------------------- NEWS RELEASE - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Northern Trust Corporation 50 South LaSalle Street Chicago, Illinois 60675 Contact: Bev Fleming, Investor Relations (312) 444-7811 or Sue Rageas, Public Relations (312) 444-4279 http://www.northerntrust.com - -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE - --------------------- NORTHERN TRUST CORPORATION ANNOUNCES EXPENSE REDUCTIONS. (CHICAGO, June 23, 2003) Today Northern Trust Corporation announced that as part of an ongoing review of its business and operations it has taken a number of strategic steps to reduce expenses and better position the Corporation for improved profitability. Northern Trust implemented actions that, together with transactions announced earlier in the quarter, will result in a second quarter net pre-tax charge to earnings of approximately $51.5 million. This will impact reported earnings per share by $.14 for the second quarter 2003. Of this charge, approximately $23.5 million represents severance costs relating to the elimination of approximately 700 positions, the majority of which occurred in June. When this staff reduction is fully implemented, and giving effect to the approximately 690 person reduction associated with the sale of the assets of Northern Trust Retirement Consulting, L.L.C. (NTRC) and other previously announced second quarter transactions, total staff is expected to be less than 8,000 positions, down from 9,336 at March 31, 2003, a 15% reduction. The remainder of the charge reflects: . Reduction in the amount of office space leased and owned as a result of lower staff levels ($16.1 million); . Standardization of software applications across business units and replacement of existing software with more cost-effective solutions ($9.5 million); and . Two other strategic transactions that were previously announced in April and closed in June; the sale of NTRC assets ($20.2 million loss) and the sale of the Higgins Road Chicago retail branch ($17.8 million gain). NTRC had gross revenues of $74.4 million in the year ended December 31, 2002. -more- - 2 - The strategic planning process that led to these actions also identified additional reductions in operating expenses, which Northern Trust expects to achieve over the next 12 months. The expected effect of all of these actions is to reduce annual operating expenses by $145-$150 million. William A. Osborn, Chairman and CEO, stated, "We are taking these steps to allow us to improve profitability and focus our resources where we have clear competitive advantages and can serve our clients best. We are committed to delivering value to our shareholders and clients and to operating in a productive and efficient manner. Northern Trust remains strategically focused on the asset administration and asset management business, delivered to our target personal and institutional clients. We will continue to invest in this core business, through acquisitions that fit with our key strategies, expansion into new markets and investment in leading edge technology." FORWARD-LOOKING STATEMENTS This news release may be deemed to include forward-looking statements, such as statements that relate to Northern Trust's financial goals, dividend policy, expansion and business development plans, business prospects and positioning with respect to market and pricing trends, strategic initiatives, re-engineering and outsourcing activities, new business results and outlook, changes in securities market prices, credit quality including reserve levels, planned capital expenditures and technology spending, and the effect of extraordinary events and various other matters (including changes in accounting standards and interpretations) on Northern Trust's business and results. Forward-looking statements are typically identified by words or phrases, such as "believe," "expect," "anticipate," "intent," "estimate," "may increase," "may fluctuate," and similar expressions or future or conditional verbs such as "will," "should," "would," and "could." Forward-looking statements are Northern Trust's current estimates or expectations of future events or future results. Actual results could differ materially from those indicated by these statements because the realization of those results is subject to many risks and uncertainties. Northern Trust Corporation's 2002 Annual Report to Shareholders, including the section of Management's Discussion and -more- - 3 - FORWARD-LOOKING STATEMENTS (continued) Analysis captioned "Factors Affecting Future Results," and periodic reports to the Securities and Exchange Commission contain additional information about factors that could affect actual results, including certain economic, interest rate, market and credit risks, competitive conditions, changes in U.S. and worldwide securities markets, Northern Trust's success in executing various parts of its business plans, operating and technology risks, including material systems interruptions or errors, risks associated with regulatory changes, and uncertainties inherent in the litigation process. All forward-looking statements included in this news release are based on information available at the time of the release, and Northern Trust Corporation assumes no obligation to update any forward-looking statement. / / / -----END PRIVACY-ENHANCED MESSAGE-----