a5569540.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Exchange Act of 1934
Date
of
Report (Date of earliest event reported) December 17, 2007
SIMMONS
FIRST NATIONAL CORPORATION
(Exact
name of registrant as specified in its charter)
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Arkansas
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0-6253
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71-0407808
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(State
or other jurisdiction of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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501
Main Street, Pine Bluff, Arkansas
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71601
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(Address
of principal executive offices)
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(Zip
Code)
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(870)
541-1000
(Registrant's
telephone number, including area code)
Not
Applicable
(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 (see General Instruction
A.2. below):
[ ] 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))
ITEM:
8.01 OTHER
EVENTS
In
October
2007, Simmons First National Corporation (NASDAQ-GS: SFNC), as a member of
Visa
U.S.A. Inc. (Visa U.S.A.), received shares of restricted stock in Visa, Inc.
(Visa) as a result of its participation in the global restructuring of Visa
U.S.A., Visa Canada Association, and Visa International Service Association
in
preparation for an initial public offering.
On
November 7, 2007, Visa announced that it had reached a settlement with American
Express related to an antitrust lawsuit. As reported by Visa in a Current
Report
on Form 8-K filed with the Securities and Exchange Commission on November
13,
2007, the settlement became effective upon receipt of the requisite approval
of
Visa U.S.A. members on November 9, 2007. Visa U.S.A asserts that SFNC and
other
Visa U.S.A. member banks are obligated to share in potential losses resulting
from this and certain other litigation. In consideration of the announced
American Express settlement and SFNC’s proportionate membership share of Visa
U.S.A., SFNC will record in the fourth quarter of 2007 a liability and
corresponding expense of approximately $928,000 pre-tax, which is expected
to
result in an approximate $.04 reduction in diluted earnings per share. With
respect to the remaining litigation related to Visa U.S.A., at this time
the
Company does not know the probable outcome of such litigation and cannot
reasonably estimate a range of loss. SFNC will continue to monitor these
litigation matters and record any change in the liability related to other
litigation upon additional information becoming available.
As
disclosed in Visa’s Form 8-K filed with the SEC on November 7, 2007, Visa
intends that payments related to the above litigation matters will be funded
from an escrow account to be established with a portion of the proceeds from
its
planned IPO. In the event this IPO occurs, Simmons First expects that the
current liability would no longer be required.
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FOR
MORE
INFORMATION CONTACT:
DAVID
W.
GARNER
Senior
Vice President and Investor Relations Officer
Simmons
First National Corporation
(870)
541-1000
Ticker
symbol: SFNC
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.
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SIMMONS
FIRST NATIONAL CORPORATION |
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/s/
Robert A. Fehlman |
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Date:
December
17, 2007
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Robert
A. Fehlman, Executive Vice President
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and Chief Financial
Officer
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