8-KOther EventsExhibits & Filings

AMERICAN EXPRESS CO 8-K Report, Corporate Update (May 29, 2007)

Filed May 29, 2007For Securities:AXP

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.

Frequently Asked Questions

The primary purpose of this 8-K filing was to formally notify the SEC and the public that American Express had filed a prospectus supplement to register the resale of common shares issued to former stockholders of Harbor Payments, Inc., as part of a completed acquisition.

American Express entered into the merger agreement for Harbor Payments, Inc. on November 30, 2006, and completed the acquisition on December 31, 2006.

The shares issued to the former Harbor stockholders were initially unregistered. This filing is a necessary step to allow those stockholders to legally sell their American Express shares in the public market.

No, this filing is administrative in nature. It pertains to the registration of shares from a past acquisition and does not disclose new financial results, operational updates, or strategic shifts by American Express.