-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, WmmUXrTPRZip+iJW8dKWXSnyCP8D0Wxj2FHbVajMYaIdSOVeFmkzixJ3J0ixNV3c Y7uzKPi7DusrEmE6AhQ7Dw== 0000950135-94-000459.txt : 19940726 0000950135-94-000459.hdr.sgml : 19940726 ACCESSION NUMBER: 0000950135-94-000459 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940719 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19940722 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STATE STREET BOSTON CORP CENTRAL INDEX KEY: 0000093751 STANDARD INDUSTRIAL CLASSIFICATION: 6022 IRS NUMBER: 042456637 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05108 FILM NUMBER: 94539748 BUSINESS ADDRESS: STREET 1: 225 FRANKLIN ST CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6177863000 MAIL ADDRESS: STREET 1: 225 FRANKLIN STREET CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: STATE STREET BOSTON FINANCIAL CORP DATE OF NAME CHANGE: 19780525 8-K 1 STATE STREET BOSTON CORP FORM 8-K 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: July 19, 1994 STATE STREET BOSTON CORPORATION - - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Massachusetts - - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 0-5108 04-2456637 - - --------------------- ----------------------------------- Commission File No. (IRS Employer Identification No.) 225 Franklin Street, Boston, Massachusetts 02110 - - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (617) 786-3000 - - -------------------------------------------------------------------------------- Registrant's telephone number, including area code 2 Item 5. Other Events ------------ On July 19, 1994, Registrant announced that it had signed a letter of intent with DST Systems, Inc. and Kemper Financial Services, Inc. to acquire Investors Fiduciary Trust Company ("IFTC") of Kansas City, Missouri, providing for an exchange of Registrant's Common Stock for the assets of IFTC's holding company, consisting of the equity of IFTC and other assets. A copy of Registrant's press release is filed as an exhibit hereto. Item 7. Exhibits -------- 1. Form of press release dated July 19, 1994. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: July 22, 1994 STATE STREET BOSTON CORPORATION By: /s/ Robert J. Malley --------------------------------- Robert J. Malley Senior Vice President and General Counsel -2- 3 EXHIBIT LIST Form of press release dated July 19, 1994. -3- EX-99 2 EXHIBIT 99 TO FORM 8-K 1 [STATE STREET LOGO] NEWS RELEASE Immediately STATE STREET BOSTON CORPORATION For Release: George A. Russell 225 FRANKLIN STREET Contact: 617/654-3866 BOSTON, MASSACHUSETTS 02101 ============================================================================== Investors & analysts Susanne G. Clark 617/654-3477 STATE STREET TO ACQUIRE INVESTORS FIDUCIARY TRUST COMPANY Boston, Massachusetts...July 19, 1994 State Street Boston Corporation (State Street) announced today that it has signed a letter of intent with DST Systems, Inc. (DST) and Kemper Financial Services, Inc. (Kemper) to acquire Investors Fiduciary Trust Company (IFTC), of Kansas City, Missouri. The letter of intent provides that the acquisition would be completed by an exchange of State Street Common Stock, valued at $225 million, for the assets of IFTC's holding company, consisting of the equity of IFTC and other assets. IFTC is jointly owned by DST and Kemper. State Street intends to account for the transaction as a pooling. Under the letter of intent, the parties will proceed immediately with due diligence and the negotiation of a definitive acquisition agreement. In addition, completion of the acquisition will be subject to regulatory approvals and other usual conditions. IFTC provides custodial and fund accounting services to mutual funds, unit investment trusts, insurance portfolios and bank portfolios. As of June 30, 1994, IFTC had approximately $130 billion in assets under custody from over fifty customers and, with its parent on a consolidated basis, has total assets of $787 million and stockholders' equity of $101 million. -MORE- 2 State Street Boston Corp. Acquisition July 19, 1994 Russell -- 617/654-3866 Page 2 Commenting on the proposed acquisition, Marshall N. Carter, Chairman and Chief Executive Officer of State Street, said, "The acquisition of IFTC will strengthen State Street's leadership position in servicing financial assets worldwide. IFTC will bring additional customers and different systems solutions to the servicing market. The acquisition will position State Street well for long term earnings growth, and we expect no material effect on earnings per share in the early years. We plan to operate IFTC as an independent trust company based in Kansas City with the current management team. We look forward to a new servicing relationship with Kemper and to developing further our long-standing relationship with DST." IFTC will operate as a separate subsidiary, reporting to Ronald E. Logue, Executive Vice President of U.S. Mutual Fund Services for State Street. Commenting on the proposed acquisition, Gerard Lavin, President and CEO of IFTC said, "We are delighted with the prospects for IFTC, our customers and employees. We are pleased to become associated with the premier company in the industry, which will add to IFTC's capabilities. We look forward to continuing to provide excellent service and, with State Street's assistance, providing a broader array of services to our customers." With $1.6 trillion in assets under custody and $139 billion in assets under management, State Street is a leading servicer of financial assets worldwide. State Street's assets under custody include $669 billion of mutual fund assets. As of June 30, 1994, State Street had total assets of $21.8 billion and stockholders' equity of $1.2 billion. Services are provided from offices in 32 global locations in the United States, Canada, Grand Cayman, Netherlands Antilles, United Kingdom, France, Belgium, Luxembourg, Germany, United Arab Emirates, Hong Kong, Taiwan, Japan, Australia, and New Zealand. State Street provides shareholder accounting services through Boston Financial Data Services, Inc., a subsidiary formed in 1974, that is owned jointly with DST. State Street is traded on NASDAQ under the symbol STBK. -30- -----END PRIVACY-ENHANCED MESSAGE-----