NDC Acquires Two Business’

National Data Corporation (NYSE: NDC) (NDC) announced today the signing of definitive agreements to acquire two related health care database information management businesses. Under the first agreement, NDC agreed to acquire Source Informatics Inc. (Source), a privately held company. The second provides for the acquisition of the Over- The-Counter (OTC) Physician Survey business unit of Pharmaceutical Marketing Services Inc. (PMSI) as well as PMSI’s interest in a joint venture it formed with Source in the United States. In addition, NDC will provide certain license rights to PMSI, which is acquiring Source Europe.

NDC will issue 1,555,556 shares of its common stock and $31.75 million in cash to acquire Source. PMSI will receive 1,059,829 shares of NDC stock and $6.5 million in cash in exchange for the OTC business and joint venture. The acquisitions will be accounted for as purchase transactions.

The two businesses are expected to contribute in the range of $80 million in revenues to the NDC health care line of business. The acquired businesses will be based in Phoenix, Arizona.

Source is a major provider of information services to the pharmaceutical and other segments of the health care industry in the United States. These information services are based on the company’s extensive data collection, database management and analytical modeling capability. They produce a wide range of physician prescribing, pharmacy dispensing and drug usage information. These services are currently being used by pharmaceutical manufacturers, biotechnology companies, distributors and major pharmacy retail chains.

“This acquisition is a direct extension of our health care information strategy,” said Robert A. Yellowlees, chairman and CEO of NDC, and head of the company’s health care line of business. “It is the next phase of our plan to expand our database and other information service offerings. It leverages our unique network data access and information delivery capability to a growing range of health care industry participants. From the desktops of providers…to the information needs of managed care organizations and payers…to distributors and manufacturers, no one in the health care network information services industry provides the breadth and reach of National Data.

“At the same time, this combination will expand the range of real-time services that Source can offer its customers. It also provides increased critical mass and access to financial resources needed to accelerate growth of its existing business.

“We have worked closely with Source for a number of years and are impressed with the management team. This transaction will permit improved strategy, planning and program level integration between NDC’s expanding health care presence and Source’s proven health care data management services.”

Source, with headquarters in Phoenix, Ariz., will operate as part of NDC’s health care line of business. It will provide the nucleus for NDC’s new database management information service offerings. Robert R. Brown, currently president of Source, will serve as president of the business unit, reporting to Yellowlees.

“The agreement will benefit our mutual customers, employees, shareholders and business partners,” said Brown. “Source employees will become key members of the NDC team to deliver new and expanded services to our health care customers.”

The transactions are each dependent on the other closing, and are subject to customary closing conditions, including approval of the shareholders of Source and PMSI as well as expiration of the waiting period under the Hart-Scott-Rodino Anti-Trust Improvements Act.

The acquisition agreements provide that the NDC shares to be issued may be subject to adjustment based on the average trading price of a share of NDC common stock prior to closing in the event such price is less than $37.25 or greater than $50.50 per share.

National Data Corporation is a leading provider of value-added information services and systems for the health care and payment systems markets.


BASE Manager Launched

Integrated Research Pty Ltd (IR) today announced release of the BASE Manager product, as part of their business alliance with Applied Communications, Inc. (ACI), subsidiary of Transaction Systems Architects, Inc.

BASE Manager is the latest member of IR’s PROGNOSIS family of systems management products. BASE Manager collects performance and status information which is used to monitor ACI BASE24 applications in online or historical mode, generate automatic alerts to potential danger situations, provide rapid problem determination and resolution, and to analyze trends for performance improvement and long term capacity planning.

ACI BASE24 electronic payment applications are among the most successful in the world. Operating on computers from Tandem Computers Incorporated (Nasdaq:TDM), the fault-tolerant capabilities of BASE24 offer 24-hour-a-day, seven-day-a-week reliability, a requisite in today’s demanding banking environment.

“BASE Manager represents another landmark for Integrated Research,” said Steve Killelea, CEO and president of IR. “Our business growth has been founded on quality products and strategic partnerships and collaboration with a company like ACI is another example of our standing as a producer of leading edge software for Tandem and Windows NT platforms.”

“With BASE Manager, our customers will be able to optimize management of their BASE24 systems,” said Doug Grote, ACI Sr. Product Manager. “BASE Manager can help to identify potential system issues before they develop to enhance system uptime and ultimately, services and capabilities.”

Integrated Research [(http://www.ir.com.au)][1] is a global software development company based in Sydney, Australia, with offices in Denver, Colorado, and London, UK, and with distributors around the world. IR has many years of significant experience in developing systems management software. It has the highly regarded PROGNOSIS suite of 14 integrated products which provide leading edge systems management on Tandem systems. There are now over 4000 PROGNOSIS licences installed in 30 countries around the world.

Applied Communications, Inc. is a subsidiary of Transaction Systems Architects, Inc. (Nasdaq:TSAI) [(http://www.tsainc.com).][2] Transaction Systems’ software facilitates electronic payments by providing consumers and companies access to their money. The company’s products are used to process transactions involving credit cards, debit cards, smart cards, remote banking services, checks, wire transfers and automated clearing and settlement. Its solutions are used on more than 2,500 product systems in 68 countries on six continents.

[1]: http://www.ir.com.au
[2]: http://www.isainc.com


Hall of Fame Upgrades Terminals

For one weekend each summer, the baseball world focuses on this tiny hamlet in central New York State where America’s national pastime was invented in the 19th century. Induction Weekend is highlighted by the induction of the newest members who have been elected or named to the National Baseball Hall of Fame & Museum.

While Induction Weekend is a joyous time for the new entrants as well as their families and friends, it is a busy time for those working in the Baseball Hall of Fame & Museum due to the sheer volume of people who visit.

Heading into Induction Weekend 1997, which took place on Saturday, Sunday, and Monday August 2-4, Ken Meifert, Manager of Retail Accounting, was hoping that the Baseball Hall of Fame & Museum’s new credit card authorization system would stand up to the acid test. The good news is the system, which primarily serves the admission gates and the gift shop, performed flawlessly.

The system is based on the Stack M multi-lane transaction processing solution and T7E point-of-sale terminals from Hypercom Corp., the world’s largest independent supplier of point-of-sale software, hardware and networking automation products. The terminals are running software developed by merchant processor Vital Processing Services, Tempe, AZ.

The system was installed by KeyBank and Hypercom this past May. KeyBank provided the Hypercom Stack M solution to the National Baseball Hall of Fame & Museum because it effectively met the museum’s needs for fast, low-cost credit card processing.

“The system has only been up and running for a short time. But based on how it worked during Induction Weekend, which is our busiest weekend of the year, we know we made an excellent decision,” said Meifert.

During Induction Weekend 1997, 11,788 people, or an average of 3,929 a day, visited the Baseball Hall of Fame & Museum. According to Meifert, the Hypercom system processed authorizations for more than 3,000 credit card purchases over the three days.

He added, “With so much to see and hear at the Baseball Hall of Fame & Museum, every second is precious for fans who have made a pilgrimage to what they view as baseball’s Mecca. The last thing they want to do is wait in a line. The system kept things moving at the entrances and in the museum shop by delivering credit card authorizations in 5-6 seconds during peak times.”

The Hall of Fame’s credit card authorization system includes 12 Hypercom T7E terminals, with three at admission gates and eight in the museum shop, which carries everything from souvenir pen and pencil sets costing a few dollars to high-end collectibles, such as a set of bats commemorating each year Jackie Robinson played for the Brooklyn Dodgers, priced at $2,200. The other terminal is used for mail order sales. A Stack M unit located in the museum shop controls the LAN network.

Hypercom’s Stack M is a hardware platform that consolidates credit card authorization requests from up to 16 Hypercom T7E or T7P terminals onto a single telephone line, thus reducing telecommunications costs. In the case of the Baseball Hall of Fame & Museum, the number of phone lines needed for point-of-sale transactions has been reduced by 11. And due to its unique interleaving process, Stack M does not have to wait for a response from the host before transmitting another authorization request.

“The Hypercom system makes just one call to the authorizing agent and feeds simultaneous and consecutive transactions from all 12 terminals, keeping the line open until 30 seconds pass without a credit transaction,” Meifert said. During Induction Week, the 30-second lags without a transaction were few and far between.

Prior to the Hypercom system, the Baseball Hall of Fame & Museum had 12 point-of-sale terminals from a competing manufacturer, with a separate phone line serving each terminal. While the Hypercom system thrived this year, the old system could not keep pace with the volume of credit card transactions during Induction Weekend 1995.

At the admission gates and in the gift shop, the average response time was 15-18 seconds prior to the Hypercom installation. The fact that it was necessary with the old system to dial up the host prior to each credit card transaction was a contributing factor to the wait. It must be noted that during Induction Weekend 1995, the number of visitors to the Hall of Fame & Museum was 22,901.

After training, retail staffers at the Baseball Hall of Fame & Museum were especially excited about the ability to carry out a number of tasks, including reporting and voiding a transaction, by pushing just a single button on the Hypercom terminal.

National Baseball Hall of Fame and Museum

The National Baseball Hall of Fame and Museum is an educational institution dedicated to fostering an appreciation of the historical development of baseball and its impact on our culture by collecting, preserving, exhibiting and interpreting its collections for a global audience as well as honoring those who have made outstanding contributions to our National Pastime.


KeyCorp (NYSE: KEY), headquartered in Cleveland, Ohio, is one of the largest bank-based financial services company in the nation with assets of approximately $70 billion at June 30, 1997. Through three principal lines of business – corporate banking, consumer finance, and community banking – the Cleveland-based company provides retail and wholesale banking, investment, financing, and money management services across the U.S.

Hypercom Inc.

Hypercom Inc. is a leading supplier of point-of-sale (POS) hardware, software and network payment automation products. For more than a decade, Hypercom has been providing solutions for delivering and processing financial transactions which enable end users to easily add evolving payment applications and expand their POS networks. Headquartered in Phoenix, AZ, Hypercom markets its products in more than 50 countries via 65 global distributors. John Marshall is Sr. VP of Sales and Marketing for Hypercom.


Bally MC Activated

Metris Companies and its banking subsidiary Direct Merchants Credit Card Bank began processing pre-approved applications yesterday for its new ‘Bally Rewards MasterCard’ and ‘Bally Rewards Gold MasterCard’. The companies just completed a one million piece mail drop to Bally members.. Bally Rewards MasterCard cardholders will earn points that can be redeemed for rewards such as free round-trip airline tickets on any airline with no blackout dates. 25,000 points can be redeemed for a free round-trip ticket anywhere in the continental United States, 40,000 points for Hawaii, Alaska, Canada, Mexico and the Caribbean and 60,000 points to Europe. For 3,000 points, cardholders can earn a three-month Bally Total Fitness membership renewal. Metris will use individualized risk-based pricing for the program.


VirtualTAG Hits Madison Ave

First Virtual Holdings reached an agreement with Darwin Digital, Saatchi and Saatchi Advertising’s new stand-alone digital marketing company. The deal involves First Virtual’s unique VirtualTAG interactive, animated advertising banner. The VirtualTAG enables advertisers to promote a product, provide more information and accept orders using the First Virtual VirtualPIN. The VirtualPIN ties into the First Virtual Internet Payment System. [To see a demo of a VirtualTag ad click here.][1]

[1]: http://www.vtag.com/home.html



National Processing announced Tuesday, it has reached a definitive agreement to purchase FA Holdings. FA Holdings is the sole owner of Financial Alliance Processing Services. Financial Alliance has annual net revenues of approximately $50 million and is averaging in excess of 1,400 new card processing customers each month. NPC will purchase approximately an 80% interest in FA Holdings in late 1997 and then, purchase the remaining ownership of the company in early 1998.


IBAA Nov Agenda

Thomas Layman of Visa U.S.A. and Durant Abernethy of the National Foundation for Consumer Credit will speak tot he nation’s community bankers at IBAA Bancard’s Ann ual Card Conference for Community Banks to be held Nov. 9-11, 1997, in Newport Beach, CA. Community bankers will hear various industry experts discuss topics ranging from how to comply with new federal regulatory requirements, activation and retention strategies for credit and debit card programs, how to target specific customer groups with effective segment marketing strategies and the latest news on secured Internet transactions.

Layman, Visa’s chief economist, will discuss economic and business issues affecting the future of the credit and debit card industry. Abernethy, president and CEO for the NFCC, will examine bankruptcy trends that are affecting the entire banking industry and will offer community bankers ways they can reduce their losses. IBAA Executive Visa President Ken Guenther will present the Washington Report and update the bankers on the latest legislative news.

The conference also features workshops by key industry speakers and senior representatives from MasterCard International, Visa U.S.A. and several community banks, as well as IBAA Bancard’s two partners, Equifax Card Services and Fiserv EFT. Other topics to be covered include credit and debit card and electronic banking issues, as well as peer round table discussions.

“Community banks are one of the pillars of our nation’s economy, and are the means by which many consumers depend for everyday banking products,” says David Ballweg, chairman of IBAA Bancard and president of Community State Bank, Union Grove, Wis. “Today’s rapidly changing banking environment demands that bankers stay on the top of emerging issues to remain profitable and competitive. This conference will meet all those needs.”

IBAA Bancard was launched in 1985 by the Independent Banks Association of America and provides community banks with the opportunity to become independent issuers of Visa and MasterCard credit and debit cards, as well as ATM services. IBAA Bancard is the only national card program dedicated exclusively to the payment system needs of the nation’s community banks.


NDC Exec Joins LHS

David N. Scott, has been appointed vice president of corporate communications for LHS Group Inc. (Nasdaq: LHSG) it was announced today. He had been vice president of corporate communications for National Data Corporation (NYSE: NDC). Both firms are based in Atlanta.

In his new position at LHS, Scott will be responsible for public and media relations, investor relations, community relations, internal communications, advertising and marketing communications worldwide. He will report to LHS Chief Financial Officer Jerry Braxton, who joined LHS from National Data last year.

Prior to joining National Data in 1993, Scott was vice president of corporate communications for The Coastal Corporation, a Houston-based diversified energy company. Prior to that he was president of Scott Communications International Corp., an Atlanta-based international public relations agency.

Scott also served as director of public affairs for ITT Corporation’s European operations in Brussels. Before that he worked in a variety of public relations management positions with IBM in the U.S. and Europe. He also worked as a reporter for “The Tampa Tribune” and “The Binghamton (NY) Evening & Sunday Press.”

LHS is a leading worldwide provider of modular billing software products and related services for cellular, personal communications systems (PCS) and land line telecommunications firms and associated companies around the world. Its systems are installed in 40 countries in Europe, North America and Asia. In addition to its Atlanta headquarters, it has major offices in Frankfurt, Germany and Kuala Lumpur, Malaysia. LHS, which was founded in 1990 and went public May 16, has been ranked the second best performing new offering of 1997 by “Bloomberg News Service.” It opened at $16 in its initial offering May 16 and closed at $46-1/2 August 18 on Nasdaq. It also is traded on the Frankfurt, Germany Neuer Markt Exchange.