United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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): April 18, 2001
PITNEY BOWES INC.
Commission File Number: 1-3579
State of Incorporation IRS Employer Identification No.
Delaware 06-0495050
World Headquarters
Stamford, Connecticut 06926-0700
Telephone Number: (203) 356-5000
Item 5 - Other Events.
The registrant's press release dated April 18, 2001, regarding its announcement
to acquire Bell & Howell's International Mail and Messaging Technologies.
Item 7 - Financial Statements and Exhibits.
c. Exhibits.
The following exhibits are furnished in accordance with the provisions of Item
601 of Regulation S-K:
Exhibit Description
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(1) Pitney Bowes Inc. press release dated April 18, 2001.
Signatures
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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.
PITNEY BOWES INC.
April 19, 2001
/s/ B.P. Nolop
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B. P. Nolop
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
/s/ A.F. Henock
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A. F. Henock
Vice President - Finance
(Principal Accounting Officer)
Exhibit 1
Pitney Bowes Agrees To Acquire Bell & Howell'S
International Mail and Messaging Technologies
Significantly Strengthens European and Asian Presence;
Positions Company for International Growth
STAMFORD, CONN., April 18, 2001 - Pitney Bowes Inc. (NYSE:PBI) has entered an
agreement to acquire Bell & Howell's International Mail and Messaging
Technologies (MMT) business in Europe, Africa, Middle East and Asia, for $51
million in cash. The parties expect the transaction to close sometime in the
second quarter of 2001, subject to governmental approval as well as works
council consultations. London-based Bell & Howell International MMT markets and
services high-end mail processing, sorting and service-related products through
a network of distributors and direct operations with reported revenues of $84
million in 2000.
The acquisition provides Pitney Bowes with critical mass in key
international markets, a variety of complementary products and services, and a
platform for accelerated global growth in high-volume, high-value strategic mail
and document management. "Acquiring Bell & Howell's International MMT business
forwards our mission to provide innovative products and services that respond to
the fast changing needs of global customers," said Michael J. Critelli, chairman
and CEO of Pitney Bowes. "It also supports our strategic goal of expanding our
overall presence and market share in non-U.S. markets. With this acquisition we
expand the opportunity for our leading edge document management products, build
critical mass in areas of great opportunity such as the German, French and
Japanese markets, and significantly enhance our overall breadth of coverage
(including direct sales and service) in growth areas such as Belgium and the
Netherlands."
The two companies are a good strategic fit. Adding Bell & Howell's
International MMT development and manufacturing functions and broad
international sales and service coverage to the existing capabilities of Pitney
Bowes Document Messaging Technologies (DMT) group and seeking logical
infrastructure synergies with Pitney Bowes Global Mailing organization creates a
broadly capable, highly competitive global organization. "Brian Baxendale
(president, Pitney Bowes DMT), Patrick Keddy (president, Global Mailing,
Europe/Africa/Middle East) and their organizations are enthusiastic about this
opportunity and convinced that it is a win for our customers and shareholders
alike, " Mr. Critelli commented.
Bell & Howell's International MMT distribution network includes operations
in the U.K., Germany, Japan, France, Austria, Belgium, the Netherlands,
Singapore and Switzerland as well as independent dealers in other markets. More
than 300 sales and service personnel provide highly skilled customer support and
deliver superior service response time for the company's 3,000 plus high-end
'document factory' mailers and mail house customers. The company's Freidberg,
Germany-based manufacturing and engineering organization enhance the customer
value-proposition as well. "Having manufacturing capabilities in closer
proximity to our customers is key to our competitive market position and gives
us the additional flexibility to respond to European and Asian customers," said
Mr. Critelli.
Pitney Bowes Document Messaging Technologies (DMT) today enjoys double
digit growth in both revenue and operating profit. Though its operations have
been predominantly centered in North-America, Pitney Bowes DMT leads the
industry in innovative "document factory" and document management applications
solutions. The company has enjoyed recent notable success in Europe, providing
its Digital Document Delivery (D3) solution for two large posts and a major bank
to support Web-based document delivery.
"We give businesses a way to maximize the marketing impact of every
customer communication," said Brian Baxendale, president of Pitney Bowes
Document Messaging Technologies. "Through strategic application of technology,
our expert professional services personnel provide the essential high-level
support needed to extract top value from these strategic mail, messaging and
document management processes. By refining data bases with leading-edge list
cleansing and data integrity tools, increasing production efficiency through
sophisticated work flow and project management, or adding practical, flexible
capabilities such as selectable Web or electronic message delivery, we increase
the power and reach of our customers while helping them contain costs. This
drive to make the most of every asset and every contact is a critical component
of good customer relationship management."
Pitney Bowes Document Messaging Technologies has three key components:
Document Factory Solutions provides integrated document management
solutions for high-volume transactional (billing, statements, notifications) and
direct mail marketplaces in which large volume applications are managed with a
"manufacturing" mindset to enhance productivity. These integrated hardware and
software systems (DFWorks) consist of high-speed inputs, intelligent and
non-intelligent inserters, outputs, and state-of-the-art sorting systems.
Incoming Messaging Solutions offers cutting edge technologies that
processes incoming mail many times faster and with greater accuracy than manual
methods, and support the widest range of mail and packages from postcard and
letter mail to flats. The system also creates and maintains an accurate
recipient "address" file and tracks and reports on operations to enhance
workflow management.
Pitney Bowes DocSense serves business-to-consumer, business-to-business and
internal messaging markets, delivering advanced solutions for efficient
creation, distribution and management of a variety of documents in either paper
or digital format, including bills, statements and payments.
"At Bell & Howell's International MMT unit, our mission has been to exceed
our customers' expectations in terms of product, service and software," said
Mike Muller, the company's managing director who will stay on with Pitney Bowes.
"Over the years we have deployed leading edge products and software in the
market and our service organization is clearly among the best in the industry.
By adding cutting edge Pitney Bowes Document Messaging Technologies
functionality to our core offerings and leveraging our solid sales, service and
support expertise, we will continue to exceed customer expectations as well as
build an organization that provides our associates opportunities for
professional growth. I look forward to working with both Mr. Baxendale's
Document Messaging Technologies organization and Pitney Bowes Global Mailing's
EAME group (Europe, Africa, Middle East) under Patrick Keddy to expand our
solutions and broaden our markets."
About Pitney Bowes
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Pitney Bowes is a $4 billion global provider of integrated mail and
document management solutions headquartered in Stamford, Connecticut. The
company serves over 2 million businesses of all sizes in more than 130 countries
through dealer and direct operations. For additional information about Pitney
Bowes, please visit our website at www.pitneybowes.com.
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About Bell & Howell
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Bell & Howell Co., with headquarters in Ann Arbor, Mich., is a leading
information solutions and services provider to industries worldwide. In each of
its businesses, the company transforms information through software and
services, helping its customers operate more effectively and efficiently. For
high volume mailers, Bell & Howell Mail and Messaging Technologies develops and
markets turnkey solutions that transform routine mailings (e.g. statements and
invoices) into highly targeted paper- and electronic-based customer
communications. For more information on Bell & Howell Mail and Messaging
Technologies businesses, call 800/220-3030 or visit
http://bellhowell.mailmessaging.com. Additional information on Bell & Howell Co.
can be found at http://www.bellhowell.com.