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 Commission file number 1-10442 ----------- Date of Report (Date of earliest event reported) JUNE 9, 1995 --------------- FIRST FINANCIAL MANAGEMENT CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) GEORGIA 58-1107864 - --------------------------------- ---------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3 CORPORATE SQUARE, SUITE 700, ATLANTA, GEORGIA 30329 --------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (404) 321-0120 -------------------- NOT APPLICABLE - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. First Financial Management Corporation is filing this report on Form 8-K solely to file the documents listed below as additional material contracts not previously filed. (a) Financial Statements of Business Acquired. ----------------------------------------- NOT APPLICABLE. (b) Pro Forma Financial Information. ------------------------------- NOT APPLICABLE. (c) Exhibits. -------- 10.1 Joint Venture Formation Agreement, dated April 2, 1995, by and among NationsBank, N.A. (Carolinas), NationsBank of Florida, N.A. and National Bancard Corporation, and joined in by NationsBank Corporation and First Financial Management Corporation, together with a supplemental letter, dated April 2, 1995, from First Financial Management Corporation to NationsBank Merchant Services confirming certain understandings with respect to such Agreement. The Schedules to this Agreement are identified on a List of Schedules contained in the Table of Contents to this Agreement. Such Schedules have been omitted for purposes of this filing, but will be furnished supplementally to the Commission upon request. 10.2 Sponsorship and Services Agreement, dated April 11, 1995, by and among First Financial Management Corporation, National Bancard Corporation, First Financial Bank, NaBANCO Merchant Services Corporation, NationsBank Corporation, NationsBank, N.A., NationsBank, N.A. (Carolinas), NationsBank of Florida, N.A., NationsBank of Georgia, N.A., NationsBank of Kentucky, N.A., NationsBank of Tennessee, N.A., NationsBank of Texas, N.A., and Unified Merchant Services, a NaBANCO/NationsBank Venture. The Schedules to this Agreement are identified on a List of Schedules contained in the Table of Contents to this Agreement. Such Schedules have been omitted for purposes of this filing, but will be furnished supplementally to the Commission upon request. 10.3 Amendment No. 1 to the Joint Venture Formation Agreement (and to a related Asset Purchase Agreement), dated April 13, 1995, by and among NationsBank, N.A. (Carolinas), NationsBank of Florida, N.A., NationsBank Corporation, National Bancard Corporation, First Financial Management Corporation, First Financial Bank, NaBANCO Merchant Services Corporation, NationsBank of Kentucky, N.A., NationsBank, N.A., NationsBank of Georgia, N.A., NationsBank of Tennessee, N.A., NationsBank of Texas, N.A. and Terminal Management Systems, Inc. 10.4* Third Amendment to Employment Agreement, dated March 23, 1995, between First Financial Management Corporation and Patrick H. Thomas. ________________________________________ * Indicates management contract or compensatory plan or arrangement. 2 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 thereunto duly authorized. FIRST FINANCIAL MANAGEMENT CORPORATION -------------------------------------- (Registrant) Date: June 9, 1995 By: /s/ M. Tarlton Pittard ----------------------------- M. Tarlton Pittard Vice Chairman, Chief Financial Officer and Treasurer Date: June 9, 1995 By: /s/ Richard Macchia ------------------------------ Richard Macchia Executive Vice President and Principal Accounting Officer 3 INDEX TO EXHIBITS Exhibit Sequential Page No. - ---------------------------------------------------------- ------------------- 10.1 Joint Venture Formation Agreement, dated April 2, 1995, by and among NationsBank, N.A. (Carolinas), NationsBank of Florida, N.A. and National Bancard Corporation, and joined in by NationsBank Corporation and First Financial Management Corporation, together with a supplemental letter, dated April 2, 1995, from First Financial Management Corporation to NationsBank Merchant Services confirming certain understandings with respect to such Agreement. The Schedules to this Agreement are identified on a List of Schedules contained in the Table of Contents to this Agreement. Such Schedules have been omitted for purposes of this filing, but will be furnished supplementally to the Commission upon request. 10.2 Sponsorship and Services Agreement, dated April 11, 1995, by and among First Financial Management Corporation, National Bancard Corporation, First Financial Bank, NaBANCO Merchant Services Corporation, NationsBank Corporation, NationsBank, N.A., NationsBank, N.A. (Carolinas), NationsBank of Florida, N.A., NationsBank of Georgia, N.A., NationsBank of Kentucky, N.A., NationsBank of Tennessee, N.A., NationsBank of Texas, N.A., and Unified Merchant Services, a NaBANCO/NationsBank Venture. The Schedules to this Agreement are identified on a List of Schedules contained in the Table of Contents to this Agreement. Such Schedules have been omitted for purposes of this filing, but will be furnished supplementally to the Commission upon request. 10.3 Amendment No. 1 to the Joint Venture Formation Agreement (and to a related Asset Purchase Agreement), dated April 13, 1995, by and among NationsBank, N.A. (Carolinas), NationsBank of Florida, N.A., NationsBank Corporation, National Bancard Corporation, First Financial Management Corporation, First Financial Bank, NaBANCO Merchant Services Corporation, NationsBank of Kentucky, N.A., NationsBank, N.A., NationsBank of Georgia, N.A., NationsBank of Tennessee, N.A., NationsBank of Texas, N.A. and Terminal Management Systems, Inc. 10.4* Third Amendment to Employment Agreement, dated March 23, 1995, between First Financial Management Corporation and Patrick H. Thomas. ________________________________________ * Indicates management contract or compensatory plan or arrangement. 4