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, 2004
JACK HENRY & ASSOCIATES, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-14112 43-1128385
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
663 Highway 60, P.O. Box 807, Monett, MO 65708
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(Address of principal executive offices)(zip code)
Registrant's telephone number, including area code: (417) 235-6652
Item 1.01 Entry into a Material Definitive Agreement.
On December 17, 2004, Jack Henry & Associates, Inc. ("Jack Henry") and
its wholly-owned subsidiary JHA Synergy, Inc. entered into an Asset Purchase
Agreement with SER Systems, Inc. and its wholly-owned subsidiary SER
Systems, Inc. (collectively, "SER"), whereby Jack Henry purchased the assets
of SER's business of developing, selling and servicing integrated document
management software (the "IDM Business"). The Assets purchased included the
IDM Business software, trademarks, accounts receivable, customer and other
contracts, equipment and related intangibles and goodwill. Jack Henry's
purchase consideration included the assumption of certain contract
liabilities and obligations, assumption of certain accounts payable,
assumption of an office lease and $35 million in cash.
Item 8.01 Other Events.
On December 20, 2004, Jack Henry & Associates, Inc. ("Jack Henry")
issued a press release (a copy of which is attached to this report)
announcing the acquisition of the IDM Business from SER.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release dated December 20, 2004.
SIGNATURES
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.
JACK HENRY & ASSOCIATES, INC.
(Registrant)
Date: December 20, 2004 By: /s/ Kevin D. Williams
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Kevin D. Williams
Chief Financial Officer
Exhibit 99.1
Company: Jack Henry & Associates, Inc. Analyst Contact: Kevin D. Williams
663 Highway 60, P.O. Box 807 Chief Financial Officer
Monett, MO 65708 (417) 235-6652
IR Contact: Jon Seegert
Director Investor Relations
(417) 235-6652
FOR IMMEDIATE RELEASE
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JACK HENRY & ASSOCIATES ANNOUNCES THE ACQUISITION OF THE
SERSYNERGY DIVISION OF SER SOLUTIONS, INC.
Monett, MO - December 20, 2004 - Jack Henry & Associates, Inc. (Nasdaq:
JKHY), a leading provider of integrated computer systems and ATM/debit
card/ACH transaction processing, today announced its purchase of the
SERsynergy division of Virginia-based SER Solutions, Inc. SERsynergy[TM],
the division's flagship product, is a market-leading intelligent document
management (IDM) solution for financial institutions of all sizes. Terms of
the transaction were not disclosed.
SERsynergy is enabling more than 1,600 domestic and international financial
institutions to further automate their processes by capturing, archiving,
and immediately retrieving images of all forms of paper-based and electronic
documents. The IDM solution empowers bank and credit union personnel to
make better informed and more timely decisions by consolidating enterprise-
wide information into one system and providing immediate desktop access to
the archived information. The state-of-the-art system supports all forms
of document content including COLD data, check images, signature cards,
loan files, deposit agreements, emails, correspondence, and photo IDs.
SERsynergy accommodates report data, statements, and customer documents
regardless of system origin, format, or layout; and content searches can be
conducted without using indexes, keywords, or Boolean operators.
Unlike traditional document storage and retrieval systems, SERsynergy
ensures data integrity and security by protecting the original data from
being changed or manipulated in any way. This system also enforces
compliance with regulatory requirements related to the ID storage and list-
checking provisions of the USA Patriot Act, and the data security,
integrity, and confidentiality provisions of the Gramm-Leach-Bliley Act.
According to Tony L. Wormington, president of Jack Henry & Associates, "With
the click of a button, SERsynergy delivers the business information needed
to provide the service levels that bank customers and credit union members
now expect. In addition to improving the productivity and effectiveness of
service personnel, this IDM solution enables financial institutions to
expand their self-service offerings with secure, Internet-based statement
delivery and check image retrieval; and to reduce operating costs by
eliminating microfiche, microfilm, and physical document storage
requirements. SERsynergy can be quickly and easily implemented with
seamless interfaces to existing systems, application databases, and Internet
banking solutions. And the intuitive user interface allows financial
institutions to maximize the system's benefits with minimal training,
ongoing administration, and technical support."
"The acquisition of the SERsynergy division of SER marks the eighth
consecutive acquisition that will expand our offering of market-leading
solutions that benefit our existing bank and credit union clients, while
providing additional sales opportunities outside our client base," said Jack
F. Prim, CEO of Jack Henry & Associates. "We believe SERsynergy is a
competitively distinct solution that will further differentiate our product
and service offerings, and support our clients' growth, service,
operational, and profit goals."
"This acquisition is projected to be slightly accretive to earnings this
fiscal year and will continue to expand and increase benefits to our
stockholders and customers in the future," reported Kevin D. Williams, CFO
of Jack Henry & Associates. "We are confident this robust IDM solution will
continue to generate high-demand within the financial industry, and provide
considerable domestic and international growth potential based on the sales
and cross-sales opportunities we have identified."
About SER Solutions, Inc.
SER Solutions, Inc. provides innovative software solutions that help
companies achieve unprecedented efficiencies, maximize workplace
productivity, and enhance customer service. Following the sale of its
SERsynergy division, SER will continue to offer enterprise contact center
solutions that increase agent productivity and improve quality of service,
and intelligent data capture solutions that streamline document-intensive
processes. The company is headquartered in Dulles, Virginia with operations
in North America and Europe. Additional information about SER is available
at www.ser.com.
About Jack Henry & Associates
Jack Henry & Associates, Inc. is a leading provider of integrated computer
systems and processor of ATM/debit card/ACH transactions for banks and
credit unions. Jack Henry markets and supports its systems throughout the
United States, and has approximately 5,900 customers nationwide. For
additional information on Jack Henry, visit the company's Web site at
www.jackhenry.com.
Statements made in this news release that are not historical facts are
forward-looking information. Actual results may differ materially from
those projected in any forward-looking information. Specifically, there are
a number of important factors that could cause actual results to differ
materially from those anticipated by any forward-looking information.
Additional information on these and other factors, which could affect the
Company's financial results, are included in its Securities and Exchange
Commission (SEC) filings on Form 10-K, and potential investors should review
these statements. Finally, there may be other factors not mentioned above
or included in the Company's SEC filings that may cause actual results to
differ materially from any forward-looking information.
(thirty)