Summary
This 8-K filing from American Express Company (AXP), dated February 13, 2007, primarily concerns the registration of shares related to a prior acquisition. On November 30, 2006, AXP entered into an agreement to acquire Harbor Payments, Inc. ("Harbor"), which was subsequently completed on December 31, 2006. As part of this transaction, former Harbor stockholders received unregistered common shares of American Express. The key event reported here is AXP's intention to file a prospectus supplement with the SEC on February 13, 2007. This filing will register the resale of an additional 135,208 of these "Merger Shares" by selling shareholders. This action is being taken under an existing automatic shelf registration statement on Form S-3. A legal opinion regarding the legality of these shares is also being filed as an exhibit.
Key Highlights
- 1American Express Company completed the acquisition of Harbor Payments, Inc. on December 31, 2006.
- 2Former Harbor stockholders received unregistered common shares of American Express as part of the acquisition.
- 3AXP intends to file a prospectus supplement on February 13, 2007, to register the resale of 135,208 "Merger Shares."
- 4The resale registration is being made under an existing Form S-3 automatic shelf registration statement.
- 5The filing includes an opinion of counsel concerning the legality of the registered shares.