Summary
This 8-K filing from American Express Company (AXP), filed on May 29, 2007, primarily serves as a notification regarding the registration of shares issued in a prior acquisition. On November 30, 2006, AXP entered into a merger agreement to acquire Harbor Payments, Inc. ("Harbor"), which was completed on December 31, 2006. The former stockholders of Harbor received unregistered common shares of AXP as consideration for the acquisition. This report details the subsequent filing of a prospectus supplement on May 29, 2007, to register the resale of approximately 26,403 of these "Merger Shares" by the selling stockholders. This action is a procedural step to allow the former Harbor stockholders to legally sell their AXP shares in the public market. Investors should note that this filing doesn't introduce new financial performance data but rather addresses the registration of shares from a completed acquisition.
Key Highlights
- 1American Express completed the acquisition of Harbor Payments, Inc. (Harbor) on December 31, 2006.
- 2Former Harbor stockholders received unregistered common shares of American Express as part of the merger consideration.
- 3American Express filed a prospectus supplement on May 29, 2007, to register the resale of these "Merger Shares".
- 4The filing registers up to 26,403 Merger Shares for resale by the selling stockholders.
- 5This filing is related to an automatic shelf registration statement on Form S-3.
- 6A legal opinion regarding the legality of the registered shares is included as an exhibit.
- 7The primary purpose of this 8-K is administrative, concerning the registration of previously issued shares.