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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AMENDMENT NO. 1*
ILLUMINET HOLDINGS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
452334105
(CUSIP Number)
APRIL 30, 2000
(Date of Event Which Requires Filing of this Statement)
CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH THIS SCHEDULE
IS FILED:
[X] RULE 13d-1(b)
[ ] RULE 13d-1(c)
[ ] RULE 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 452334105 13G
1. NAME OF REPORTING PERSON (S.S. or I.R.S. Identification No. of Above
Person)
Waddell & Reed Investment Management Company Tax ID No. 48-1106973
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION: Kansas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER 802,300 (See Item 4)
6. SHARED VOTING POWER 0
7. SOLE DISPOSITIVE POWER 802,300 (See Item 4)
8. SHARED DISPOSITIVE POWER 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 802,300 (See Item 4)
10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES: [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 2.7%
12. TYPE OF PERSON REPORTING: IA
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CUSIP No. 452334105 13G
1. NAME OF REPORTING PERSON (S.S. or I.R.S. Identification No. of Above
Person)
Waddell & Reed, Inc. Tax ID No. 43-1235675
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
5. SOLE VOTING POWER 802,300 (See Item 4)
6. SHARED VOTING POWER 0
7. SOLE DISPOSITIVE POWER 802,300 (See Item 4)
8. SHARED DISPOSITIVE POWER 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 802,300 (See Item 4)
10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES: [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 2.7%
12. TYPE OF PERSON REPORTING: BD
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CUSIP No. 452334105 13G
1. NAME OF REPORTING PERSON (S.S. or I.R.S. Identification No. of Above
Person)
Waddell & Reed Financial Services, Inc. Tax ID No. 43-1414157
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION: Missouri
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
5. SOLE VOTING POWER 802,300 (See Item 4)
6. SHARED VOTING POWER 0
7. SOLE DISPOSITIVE POWER 802,300 (See Item 4)
8. SHARED DISPOSITIVE POWER 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 802,300 (See Item 4)
10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES: [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 2.7%
12. TYPE OF PERSON REPORTING: HC
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CUSIP No. 452334105 13G
1. NAME OF REPORTING PERSON (S.S. or I.R.S. Identification No. of Above
Person)
Waddell & Reed Financial, Inc. Tax ID No. 51-0261715
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
5. SOLE VOTING POWER 802,300 (See Item 4)
6. SHARED VOTING POWER 0
7. SOLE DISPOSITIVE POWER 802,300 (See Item 4)
8. SHARED DISPOSITIVE POWER 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 802,300 (See Item 4)
10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES: [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 2.7%
12. TYPE OF PERSON REPORTING: HC
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ITEM 1(a): NAME OF ISSUER: Illuminet Holdings, Inc.
ITEM 1(b): ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
4501 Intelco Loop
Lacey, WA 98502
ITEM 2(a): NAME OF PERSON FILING:
(i) Waddell & Reed Financial, Inc.
(ii) Waddell & Reed Financial Services, Inc.
(iii) Waddell & Reed, Inc.
(iv) Waddell & Reed Investment Management Company
ITEM 2(b): ADDRESS OF PRINCIPAL BUSINESS OFFICE:
(i)-(iv): 6300 Lamar Avenue
P.O. Box 29217
Shawnee Mission, KS 66201-9217
ITEM 2(c): CITIZENSHIP:
(i), (iii): Delaware
(ii): Missouri
(iv): Kansas
ITEM 2(d): TITLE OF CLASS OF SECURITIES: Common Stock
ITEM 2(e): CUSIP NUMBER: 452334105
ITEM 3: The reporting person is:
(i) Waddell & Reed Financial, Inc., a parent holding
company in accordance with
Reg. 240.13d-1(b)(1)(ii)(G);
(ii) Waddell & Reed Financial Services, Inc., a parent
holding company in accordance with
Reg. 240.13d-1(b)(1)(ii)(G);
(iii) Waddell & Reed, Inc., a broker-dealer in accordance
with Reg. 240.13d-1(b)(1)(ii)(A); and
(iv) Waddell & Reed Investment Management Company, an
investment advisor in accordance with
Reg. 240.13d-1(b)(1)(ii)(E).
ITEM 4: OWNERSHIP
The securities reported on herein are beneficially owned by
one or more open-end investment companies or other managed accounts which are
advised or sub-advised by Waddell
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& Reed Investment Management Company ("WRIMCO"), an investment advisory
subsidiary of Waddell & Reed, Inc. ("WRI"). WRI is a broker-dealer and
underwriting subsidiary of Waddell & Reed Financial Services, Inc., a parent
holding company ("WRFSI"). In turn, WRFSI is a subsidiary of Waddell & Reed
Financial, Inc., a publicly traded company ("WDR"). The investment advisory
contracts grant WRIMCO all investment and/or voting power over securities owned
by such advisory clients. The investment sub-advisory contracts grant WRIMCO
investment power over securities owned by such sub-advisory clients and, in most
cases, voting power. Any investment restriction of a sub-advisory contract does
not restrict investment discretion or power in a material manner. Therefore,
WRIMCO may be deemed the beneficial owner of the securities covered by this
statement under Rule 13d-3 of the Securities Exchange Act of 1934 (the "1934
Act").
WRIMCO, WRI, WRFSI and WDR are of the view that they are not acting as
a "group" for purposes of Section 13(d) under the 1934 Act. Indirect "beneficial
ownership" is attributed to the respective parent companies solely because of
the parent companies' control relationship to WRIMCO.
(a) Amount beneficially owned: 802,300
(b) Percent of class: 2.7%
(c) Number of shares as to which the person has:
(i) Sole voting power to vote or to direct the
vote:
WDR: 802,300 (indirect)
WRFSI: 802,300 (indirect)
WRI: 802,300 (indirect)
WRIMCO: 802,300 (direct)
(ii) Shared power to vote or to direct the
vote: 0
(iii) Sole power to dispose or to direct the
disposition of:
WDR: 802,300 (indirect)
WRFSI: 802,300 (indirect)
WRI: 802,300 (indirect)
WRIMCO: 802,300 (direct)
(iv) Shared power to dispose or to direct the
disposition of: 0
ITEM 5: OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
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If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial owner of
more than 5 percent of the class of securities, check the following: [X]
ITEM 6: OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
The clients of WRIMCO, including investment companies
registered under the Investment Company Act of 1940 and other managed accounts,
have the right to receive dividends from as well as the proceeds from the sale
of such securities.
ITEM 7: IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
See Attached Exhibit 2.
ITEM 8: IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable.
ITEM 9: NOTICE OF DISSOLUTION OF GROUP:
Not Applicable.
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Item 10: Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: May 6, 2000
Waddell & Reed Financial, Inc. Waddell & Reed Financial Services, Inc.
By: /s/ Daniel C. Schulte By: /s/ Wendy J. Hills
Name: Daniel C. Schulte Name: Wendy J. Hills
Title: Vice President Title: Attorney-In-Fact
Waddell & Reed, Inc. Waddell & Reed Investment Management Company
By: /s/ Wendy J. Hills By: /s/ Wendy J. Hills
Name: Wendy J. Hills Name: Wendy J. Hills
Title: Attorney-In-Fact Title: Attorney-In-Fact
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EXHIBIT INDEX
Exhibit
No. Description
1 Joint Filing Agreement
2 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company
3 Power of Attorney
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EXHIBIT 1
JOINT FILING AGREEMENT
Waddell & Reed Financial, Inc., Waddell & Reed Financial Services,
Inc., Waddell & Reed, Inc. and Waddell & Reed Investment Management Company
(the "Filing Persons"), hereby agree to file jointly a Schedule 13G and any
amendments thereto relating to the aggregate ownership by each of the Filing
Persons of any voting equity security of a class which is registered pursuant
to Section 12 of the Securities Exchange Act of 1934, as amended, as required
by Rule 13d-1 and Rule 13d-2 promulgated under the Securities Exchange Act of
1934. Each of the Filing Persons agrees that the information set forth in
such Schedule 13G and any amendments thereto with respect to such Filing
Person will be true, complete and correct as of the date of such Schedule 13G
or such amendment, to the best of such Filing Person's knowledge and belief,
after reasonable inquiry. Each of the Filing Persons makes no representations
as to the accuracy or adequacy of the information set forth in the Schedule
13G or any amendments thereto with respect to any other Filing Person. Each
of the Filing Persons shall promptly notify the other Filing Persons if any
of the information set forth in the Schedule 13G or any amendments thereto
shall become inaccurate in any material respect or if said person learns of
information that would require an amendment to the Schedule 13G.
IN WITNESS WHEREOF, the undersigned have set their hands this 6th day
of May 2000.
Waddell & Reed Financial, Inc. Waddell & Reed Financial Services, Inc.
By: /s/ Daniel C. Schulte By: /s/ Wendy J. Hills
Name: Daniel C. Schulte Name: Wendy J. Hills
Title: Vice President Title: Attorney-In-Fact
Waddell & Reed, Inc. Waddell & Reed Investment Management Company
By: /s/ Wendy J. Hills By: /s/ Wendy J. Hills
Name: Wendy J. Hills Name: Wendy J. Hills
Title: Attorney-In-Fact Title: Attorney-In-Fact
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EXHIBIT 2
Waddell & Reed Investment Management Company - Tax ID No. 48-1106973
Investment Advisor registered under Section 203 of the Investment
Advisor's Act of 1940
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EXHIBIT 3
Power of Attorney, dated as of February 4, 2000 for Waddell & Reed Financial
Services, Inc. filed as Exhibit 3 to the Waddell & Reed Financial, Inc. 13G
filed for Illuminet Holdings, Inc. on April 7, 2000, Accession Number
0000912057-00-016775 and incorporated herein by reference.
Power of Attorney, dated as of February 4, 2000 for Waddell & Reed, Inc. filed
as Exhibit 3 to the Waddell & Reed Financial, Inc. 13G filed for Illuminet
Holdings, Inc. on April 7, 2000, Accession Number 0000912057-00-016775 and
incorporated herein by reference.
Power of Attorney, dated as of February 4, 2000 for Waddell & Reed Investment
Management Company Financial Services, Inc. filed as Exhibit 3 to the Waddell &
Reed Financial, Inc. 13G filed for Illuminet Holdings, Inc. on April 7, 2000,
Accession Number 0000912057-00-016775 and incorporated herein by reference.
