<PAGE> 1
Filed by ChoicePoint Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Subject Company: DBT Online, Inc.
Registration Statement on Form S-4
(Registration No. 333-32438)
On or about April 14, 2000, ChoicePoint Inc., a Georgia corporation
("ChoicePoint"), will send its 1999 Annual Report to its shareholders (the
"Annual Report"). The Annual Report contained the following excerpts:
1. On page 10 under the section titled "Continuing to Enhance our
Asset Base" the following:
Our most recent announcement, the merger with DBT Online,
offers us a very exciting opportunity to accelerate our growth
strategies in our civil public records business. The combination of
ChoicePoint and DBT Online will enhance our position as a leader in the
on-line public records business, and as the largest provider of on-line
and on-demand public record information to U.S. businesses and
government agencies.
Our two companies signed a definitive agreement on February 14
for ChoicePoint to acquire all outstanding DBT Online stock with newly
issued ChoicePoint stock, and we are working toward a second quarter
effective date to close the transaction.
2. On page 21 under the section titled "Management's Discussion
and Analysis" the following:
Subsequent Events
In January 2000, the Company acquired Statewide Data Services,
Inc. and National Safety Alliance, Incorporated for a total purchase
price of approximately $76.0 million, plus acquisition costs and
working capital adjustments. In February 2000, the Company entered into
a definitive agreement with DBT Online, Inc. ("DBT") to acquire all of
the outstanding capital stock of DBT with newly issued shares of
ChoicePoint common stock in a transaction to be accounted for as a
pooling of interest (Note 15).
3. On page 37 under the section titled "Notes to Consolidated
Financial Statements" the following:
<PAGE> 2
note 15 Subsequent Events
In January 2000, the Company acquired Statewide Date Services,
Inc., a provider of direct marketing services to the property and
casualty insurance market, and National Safety Alliance, Incorporated,
a third-party administrator of drug tests. Total purchase price of the
acquisitions was approximately $76.0 million plus acquisition costs and
working capital adjustments. The acquisitions will be accounted for as
purchases.
In February 2000, the Company entered into a definitive
purchase agreement with DBT Online, Inc. ("DBT") to acquire all of the
outstanding capital stock of DBT with newly issued shares of
ChoicePoint common stock in a transaction to be accounted for as a
pooling-of-interests. Per the agreement, DBT shareholders will receive
0.525 shares of ChoicePoint stock for every share of DBT. The Company
estimates that approximately 11 million shares of new ChoicePoint stock
will be issued. The agreement, which is subject to shareholder approval
and regulatory reviews, is expected to be effective sometime in the
second quarter of 2000.
In addition to ChoicePoint, the participants in this solicitation may
include the directors of ChoicePoint: Ron D. Barbaro, James M. Denny, Tinsley H.
Irvin, Ned C. Lautenbach, C.B. Rogers, Jr., Derek V. Smith, Charles I. Story and
Alan J. Taetle and the following officers and employees of ChoicePoint: Douglas
C. Curling (Chief Operating Officer and Treasurer), Michael S. Wood (Chief
Financial Officer) and Kelly McLoughlin (Director Investor Relations). As of the
date of this communication, none of these directors and officers of ChoicePoint
beneficially owned more than 1% of the common stock of ChoicePoint, except for
Derek V. Smith, who beneficially owned 3.3% of the common stock of
ChoicePoint.
ChoicePoint and DBT Online filed a joint proxy statement/prospectus
and other relevant documents concerning the merger with the United States
Securities and Exchange Commission (the "SEC") on March 14, 2000. The joint
proxy statement/prospectus was amended on April 11, 2000. WE URGE INVESTORS TO
READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS TO BE
FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors will
be able to obtain the documents free of charge at the SEC's website,
www.sec.gov. In addition, documents filed with the SEC by ChoicePoint will be
available free of charge from the Secretary of ChoicePoint at 1000 Alderman
Drive, Alpharetta, Georgia 30005, Telephone 770-752-6000. READ THE JOINT PROXY
STATEMENT/PROSPECTUS CAREFULLY BEFORE MAKING A DECISION CONCERNING THE MERGER.
