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): December 20, 2005
AMERICAN EXPRESS COMPANY
(Exact name of registrant as specified in its charter)
New York 1-7657 13-4922250
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation Identification No.)
or organization)
200 Vesey Street, World Financial Center
New York, New York 10285
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 640-2000
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 7.01 REGULATION FD DISCLOSURE
On December 20, 2005, American Express Company and Citibank issued a
joint press release announcing the launch of the Citi American Express Cards,
a new line of credit cards issued by Citibank for use on the American Express
Network. A copy of such press release is attached to this report as Exhibit
99.1 and is hereby incorporated herein by reference.
On December 21, 2005, American Express Company and Bank of America
issued a joint press release announcing that Bank of America will issue Bank
of America-branded American Express cards in the United States. A copy of such
press release is attached to this report as Exhibit 99.2 and is hereby
incorporated herein by reference.
On December 23, 2005, American Express Company and HSBC - North America
Holdings, Inc. issued a joint press release announcing that HSBC will offer
American Express-branded credit cards in the United States. A copy of such
press release is attached to this report as Exhibit 99.3 and is hereby
incorporated herein by reference.
Exhibit
99.1 Information from joint press release dated December 20, 2005 by
American Express Company and Citibank.
99.2 Information from joint press release dated December 21, 2005 by
American Express Company and Bank of America.
99.3 Information from joint press release dated December 23, 2005 by
American Express Company and HSBC - North America Holdings, Inc.
SIGNATURE
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.
AMERICAN EXPRESS COMPANY
(REGISTRANT)
By /s/ Stephen P. Norman
--------------------------
Name: Stephen P. Norman
Title: Secretary
DATE: December 23, 2005
EXHIBIT INDEX
Item No. Description
-------- -----------
99.1 Information from joint press release dated December 20, 2005 by
American Express Company and Citibank.
99.2 Information from joint press release dated December 21, 2005 by
American Express Company and Bank of America.
99.3 Information from joint press release dated December 23, 2005 by
American Express Company and HSBC - North America Holdings, Inc.
EXHIBIT 99.1
CITI(R) LAUNCHES NEW LINE OF CREDIT CARDS ON THE AMERICAN
EXPRESS(R) NETWORK
Introduces Suite of Products, Providing Credit Card Essentials,
Worldwide Acceptance and No-Fee Extras
NEW YORK, December 20, 2005 -- Citibank(R) and American Express(R) announce
today that they will offer consumers Citibank premium benefits and customer
service through cards that are accepted wherever American Express is welcome.
Plus, many of the new Citi American Express Cards reward cardmembers for doing
what they already do, like making purchases at grocery and drug stores, or
putting gas in the car.
"We're excited by this new relationship, and the prospect of providing our
customers and prospective customers with the superior benefits and services
these new cards will have," says Vik Atal, Chairman and CEO, Citi Cards North
America. "As always, we're committed to exceptional customer service, and by
issuing some of our most popular card products on the American Express
Network, we're offering customers many of the features and benefits they want
in a credit card."
Peter Godfrey, President of American Express Global Network Services adds,
"This partnership brings together two highly successful and internationally
recognized brands for the benefit of all cardmembers looking for high quality
products and service. We are delighted that Citibank is providing consumers
with a credit card on the American Express Network that allows them to
experience the best of both worlds."
The Citi American Express Cards offer value, rewards and cash-back benefits.
The initial offerings will begin later this month, and the full suite of card
products will be available to consumers as of January 15, 2006:
- The CITI(R) PLATINUM AMERICAN EXPRESS(R) CARD, a no-annual fee card,
offers points on purchases through ThankYou Network, Citi's no-fee rewards
program featuring a variety of merchandise, travel and gift cards at
leading retailers and restaurants. Cardmembers will enjoy services to
source hard-to-find tickets to shows, concerts and sporting events along
with direct access to a live customer service representative 24 hours a
day. A special 12 month introductory offer provides a 0% APR on eligible
balance transfers.
- The CITI(R) DIVIDEND AMERICAN EXPRESS(R) CARD enables cardmembers to earn
5% cash back on purchases at supermarkets, drug stores and gas stations;
1% cash back on other purchases and eligible cash advances; and cash back
on eligible balance transfers. Cardmembers also pay no annual fee.
- The CITI(R)/AADVANTAGE(R) AMERICAN EXPRESS(R) CARD allows cardmembers to
earn one American Airlines AAdvantage(R) mile for every dollar they spend
on purchases - up to 60,000 miles per calendar year.
- The CITI PREMIERPASS(R) AMERICAN EXPRESS(R) CARD, with no-annual fee,
offers cardmembers one ThankYou Point for every three miles flown on any
airline and one ThankYou Point for every dollar spent on purchases - up to
100,000 ThankYou Points per year, up to 50,000 of which can be earned for
miles flown.
- THE CITI(R) DIAMOND PREFERRED REWARDS AMERICAN EXPRESS(R) CARD offers
cardmembers five ThankYou Points on purchases made at supermarkets, drug
stores and gas stations and one ThankYou Point for every dollar spent on
other purchases during their first year of cardmembership. Thereafter,
cardmembers will earn one ThankYou Point on all eligible purchases.
-1-
Other benefits of the Citi American Express suite of cards include:
- $0 Liability on unauthorized purchases
- 24/7 customer service
- Citi Identity Theft Solutions and Fraud Early Warning
- Pay over time or pay in full
- Worldwide Car Rental Loss & Damage Insurance
- 24-hour Emergency Assistance Services
- Worldwide Travel Accident Insurance
- Access to more than 2,200 American Express Travel Services locations
Price Protection, Retail Protection and Extended Warranty
- Deals and discounts
- Worldwide acceptance of American Express
For more information or to apply for a Citi American Express Card after
January 15th, call 1-866-451-2484. Additional terms, conditions, and
limitations apply to all these products.
ABOUT CITI
Citi is a member of Citigroup (NYSE: C). Citigroup, the leading global
financial services company, has some 200 million customer accounts and does
business in more than 100 countries, providing consumers, corporations,
governments and institutions with a broad range of financial products and
services, including consumer banking and credit, corporate and investment
banking, securities brokerage, and wealth management. Major brand names under
Citigroup's trademark red umbrella include Citibank, CitiFinancial, Primerica,
Smith Barney and Banamex. Additional information may be found at
www.citigroup.com.
ABOUT AMERICAN EXPRESS
American Express Company (NYSE: AXP) is a diversified worldwide travel,
financial and network services company, founded in 1850. It is a world leader
in charge and credit cards, Travellers Cheques, travel, and business services.
Since 1996 American Express has been aggressively pursuing a strategy of
opening its merchant network and card product portfolio to third party issuers
around the world. By leveraging its global infrastructure and the powerful
appeal of the brand, American Express aims to gain even broader reach for its
network worldwide. American Express has now established 93 card-issuing
partnership arrangements in more than 100 countries.
Contacts:
Keri Buster
212.640.6193
Keri.K.Buster@aexp.com
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EXHIBIT 99.2
December 21, 2005
Reporters may contact:
Keri Buster, American Express, 212.640.6193
Betty Riess, Bank of America, 415.622.6397
Betty.Riess@bankofamerica.com
BANK OF AMERICA AND AMERICAN EXPRESS FORM CARD ALLIANCE
Landmark agreement provides Bank of America customers with more card choices;
MBNA to continue issuing American Express Cards
Charlotte, NC and New York, NY - Bank of America and American Express today
announced that Bank of America will issue Bank of America branded American
Express Cards in the United States.
Under the terms of the agreement, Bank of America will issue and market the
cards through its vast distribution network including more than 5,800 banking
centers and its industry leading online banking service. It also will be
responsible for billing, customer service and charge authorizations. Bank of
America will own the customer loans and receivables. American Express will
process transactions through its merchant network and the cards will be
welcomed at millions of locations worldwide.
Through this partnership Bank of America will be able to expand its product
offerings and deliver broader choice, value and convenience to existing
customers and new prospects. Cardholders will have access to a broad range of
travel and retail benefits as well as offers from American Express merchants
worldwide.
Bank of America will start issuing the cards later next year.
Financial terms of the agreement were not disclosed.
The companies also confirmed the card-issuing partnership between MBNA and
American Express will continue. In January 2004, MBNA became the first U.S.
financial institution to sign a network partnership with American Express.
Earlier this year, Bank of America announced its agreement to acquire MBNA.
"This agreement marks the beginning of a new era of partnership between two of
the world's premier financial services brands," said Ken Lewis, chairman and
CEO of Bank of America. "The addition of the American Express card to the
existing Bank of America product offerings, coupled with the suite of affinity
card products offered by MBNA, underscores the power of our franchise to
provide our customers with unparalleled choice and convenience."
"Bank of America is one of the world's great financial institutions," said Ken
Chenault, chairman and CEO of American Express. "It is known for its
innovation and commitment to outstanding customer service. We are delighted to
be working together and to continue our partnership with MBNA, which has been
among the most successful in our history. Our work with MBNA has delivered
compelling new products for high-spending consumers. In addition to generating
significant benefits for both our companies, it also helped to set the stage
for today's agreement and the terrific opportunity it represents."
Separately, American Express has announced its intention to dismiss Bank of
America from its antitrust litigation against Visa, MasterCard and a number of
major U.S. banks.
-1-
ABOUT BANK OF AMERICA
Bank of America is one of the world's largest financial institutions, serving
individual consumers, small and middle market businesses and large
corporations with a full range of banking, investing, asset management and
other financial and risk-management products and services. The company
provides unmatched convenience in the United States, serving more than 38
million consumer and small business relationships with more than 5,800 retail
banking offices, more than 16,700 ATMs and award-winning online banking with
more than 14 million active users. Bank of America is the No. 1 overall Small
Business Administration (SBA) lender in the United States and the No. 1 SBA
lender to minority-owned small businesses. The company serves clients in 150
countries and has relationships with 97 percent of the U.S. Fortune 500
companies and 79 percent of the Global Fortune 500. Bank of America
Corporation stock (NYSE: BAC) is listed on the New York Stock Exchange.
ABOUT AMERICAN EXPRESS
American Express Company (NYSE: AXP) is a diversified worldwide travel,
financial and network services company, founded in 1850. It is a world leader
in charge and credit cards, Travellers Cheques, travel and business services.
Since 1996 American Express has been aggressively pursuing a strategy of
opening its merchant network and card product portfolio to third party issuers
around the world. By leveraging its global infrastructure and the powerful
appeal of the brand, American Express aims to gain even broader reach for its
network worldwide. American Express has now established 93 card-issuing
partnership arrangements in more than 100 countries.
-2-
EXHIBIT 99.3
News Release News Release News Release News Re
[LOGO OF AMERICAN EXPRESS COMPANY] [LOGO OF HSBC]
FOR IMMEDIATE RELEASE
HSBC AND AMERICAN EXPRESS ANNOUNCE CARD-ISSUING ALLIANCE
Prospect Heights, Ill, and New York, NY, December 23, 2005 -- HSBC - North
America Holdings, Inc. and American Express today announced an agreement for
HSBC to offer American Express-branded credit cards in the United States.
Under the terms of the agreement, HSBC will issue the cards, manage customer
relationships and be responsible for all marketing, billing, charge
authorizations and credit management. American Express will process
transactions through its merchant network and the cards will be welcomed at
millions of locations worldwide. HSBC expects to begin issuing cards in
mid-2006. Financial terms of the agreement were not disclosed.
HSBC is one of the world's largest card issuers. The partnership with American
Express will allow HSBC to expand its product range and offer broader choice,
value and convenience to customers and prospects.
"HSBC is pleased to embark on a key partnership with American Express," said
Walter Menezes, group executive-HSBC Card Services. "The addition of the
American Express card to the existing HSBC product offerings will provide
consumers with a broader scope of quality services."
"We are delighted to enter into this agreement with a world-class organization
like HSBC," said Barry Rodrigues, executive vice president of American
Express' Global Network Services. "We look forward to working closely with our
newest partner to provide a compelling new line of premium products."
Separately, American Express announced that it will dismiss HSBC from its
antitrust litigation against Visa, MasterCard and a number of major U.S.
banks.
ABOUT HSBC - NORTH AMERICA HOLDINGS
HSBC - North America comprises all of HSBC's U.S. and Canadian businesses,
including the former Household International businesses. The company's
businesses serve more than 60 million customers in five key areas: personal
financial services, consumer finance, commercial banking, private banking and
corporate, investment banking and markets. Financial products and services are
offered under the HSBC, HFC and Beneficial brands.
ABOUT AMERICAN EXPRESS
American Express Company is a diversified worldwide travel, financial and
network services company, founded in 1850. It is a world leader in charge and
credit cards, Travelers Cheques, travel, financial planning, and business
services.
American Express has been aggressively pursuing a strategy of opening its
merchant network to third party issuers around the world. By leveraging its
global infrastructure and the powerful appeal of the American Express brand,
American Express aims to gain even broader reach for its network worldwide.
American Express has now established more than 90 card-issuing partnership
arrangements in more than 100 countries.
Contacts:
Judy Tenzer
212.640.0555
Judy.G.Tenzer@aexp.com