-----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, H6q8hC4uwShgCLKr7Svos61NPRXoRo2AGAuEQp2Inbv5QxFwo0nwRIZ9QOyURjBC 1eq2X8PP26zjqbz3VKKCkw== 0000926236-02-000204.txt : 20021119 0000926236-02-000204.hdr.sgml : 20021119 20021119142525 ACCESSION NUMBER: 0000926236-02-000204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021118 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HENRY JACK & ASSOCIATES INC CENTRAL INDEX KEY: 0000779152 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 431128385 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14112 FILM NUMBER: 02832744 BUSINESS ADDRESS: STREET 1: 663 HWY 60 STREET 2: P O BOX 807 CITY: MONETT STATE: MO ZIP: 65708 BUSINESS PHONE: 4172356652 MAIL ADDRESS: STREET 1: PO BOX 807 STREET 2: 663 HWY 60 CITY: MONETT STATE: MO ZIP: 65708-0807 8-K 1 jha8k111802.txt CURRENT REPORT ACQUISITION CU SOLUTIONS, INC. UNITED STATES 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): November 18, 2002 JACK HENRY & ASSOCIATES, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its Charter) Delaware 0-14112 43-1128385 ---------------------------- ------------------------ ------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 663 Highway 60, P.O. Box 807, Monett, MO 65708 -------------------------------------------------- (Address of principal executive offices)(zip code) Registrant's telephone number, including area code: (417) 235-6652 Item 5. Other Events. On November 18, 2002, Jack Henry & Associates, Inc. ("Jack Henry") issued a press release (a copy of which is attached to this report) announcing the acquisition of CU Solutions, Inc. Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Press release dated November 18, 2002. SIGNATURES 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 hereunto duly authorized. Date: November 19, 2002 JACK HENRY & ASSOCIATES, INC. (Registrant) By: /s/ Kevin D. Williams ------------------------- Kevin D. Williams Chief Financial Officer EX-99.1 3 exh99-1.txt PRESS RELEASE DATED NOVEMBER 18, 2002 Exhibit 99.1 Company: Jack Henry & Associates, Inc. Analyst Contact: Kevin D. Williams 663 Highway 60, P.O. Box 807 Chief Financial Officer Monett, MO 65708 (417) 235-6652 IR Contact: Becky Pendleton Reid The Cereghino Group (206) 762-0993 FOR IMMEDIATE RELEASE --------------------- JACK HENRY & ASSOCIATES ACQUIRES CU SOLUTIONS, INC, --------------------------------------------------- EXPANDS DATA PROCESSING SOLUTIONS FOR CREDIT UNION MARKET --------------------------------------------------------- Monett, MO and Fort Mill, SC -- November 18, 2002. Jack Henry & Associates (Nasdaq: JKHY), a leading provider of technology solutions for financial institutions, today announced it has purchased CU Solutions, Inc. The terms of the transaction were not disclosed. CU Solutions is a provider of in-house data processing solutions for smaller credit unions, primarily those with assets less than $20 million. Of the 9,782 credit unions in the National Credit Union Administration 2002 Directory, 6,545 institutions, or 67%, had assets less than $20 million. Headquartered near Charlotte, North Carolina, privately held CU Solutions is a profitable company serving more than 140 credit unions. Its flagship product, Cruise/SQL, is a powerful and flexible P/C based software solution that is scalable, open and user friendly. Cruise/SQL data storage and data access methods are built around the SQL Server database with the ease of use of the "point and click" Windows interface. Founded in 1982, CU Solutions generated revenues of approximately $2 million, of which approximately 40% was recurring revenue, in its year ended December 31, 2001. "This acquisition adds an extremely robust and affordable core solution to our suite of offerings. It fills a void in our product offerings for the smaller credit unions which allows us the ability to effectively market to any size credit union," said Michael E. Henry, Chairman and CEO of JKHY. "In addition, acquiring CU Solutions brings significant intellectual capital that is highly sophisticated for a firm of its size. CU Solutions' functionality, connectivity, system tools and front-end implementation processes are superb, and our existing personnel are excited about sharing ideas and expertise." CU Solutions currently employs 20 individuals in the greater Charlotte area. Jack Henry and Associates has an office in Charlotte where approximately 100 employees are currently located. "We will begin immediately to integrate the CU Solutions personnel into Jack Henry's nationwide internal network. CU Solutions will continue to operate as a wholly-owned subsidiary as part of the JKHY's credit union segment," said Jack Prim, JKHY's Chief Operating Officer. "We expect to retain all of the CU Solutions team, as well as consolidate our Charlotte area offices in the near future." "Jack Henry & Associates has become one of the most well-respected systems integrators in the financial services sector, and we are fortunate to be joining their team," said Kai Ravnborg, President of CU Solutions. "We look forward to leveraging their strong balance sheet, nationwide sales force and sophisticated product set to expand our revenue and earnings growth potential significantly." "The superior level of product and service quality we've identified with CU Solutions, coupled with the fact that it generates net margins in line with our own, warranted a premium valuation," said Kevin D. Williams, Chief Financial Officer at JKHY. "We are confident this transaction will be slightly accretive to earnings this fiscal year and that it will continue to expand and increase benefits to our shareholders and customers in the future." In 1998, Jack Henry entered the credit union segment with its acquisition of The Peerless Group, whose Conductor credit union product was designed for the mid-sized market. In 2000, the company acquired Symitar and its Episys core solution for credit unions. Episys has gained favor among larger credit unions. At the time of the Symitar acquisition, the company also made the decision to market all of its credit union products under the Symitar brand. Jack Henry & Associates, Inc. provides integrated computer systems and processes ATM and debit card transactions for banks and credit unions. Jack Henry markets and supports its systems throughout the United States and has over 2,800 customers nationwide. For additional information on Jack Henry, visit the company's web site at www.jackhenry.com. CU Solutions, Inc. home page can be found at www.cusolutions.com. The company will host a conference call on Monday, November 18, 2002 at 10:30 a.m. Central Standard Time (11:30 a.m. Eastern) to discuss this news release. To access the call, dial in to (612) 288-0329 between 10:20 and 10:30 a.m. CST to listen live. Also a replay is available for one week thereafter at (320)-365-3844, access code 661114. This will also be available at www.jackhenry.com. Statements made in this news release that are not historical facts are forward-looking information. Actual results may differ materially from those projected in any forward-looking information. Specifically, there are a number of important factors that could cause actual results to differ materially from those anticipated by any forward-looking information. Additional information on these and other factors, which could affect the Company's financial results, are included in its Securities and Exchange Commission (SEC) filings on Form 10-K, and these statements should be reviewed by potential investors. Finally, there may be other factors not mentioned above or included in the Company's SEC filings that may cause actual results to differ materially from any forward-looking information. -thirty- -----END PRIVACY-ENHANCED MESSAGE-----