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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 5, 1998
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CHOICEPOINT INC.
(Exact Name of Registrant as Specified in Charter)
GEORGIA 001-13069 58-2309650
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
1000 ALDERMAN DRIVE
ALPHARETTA, GEORGIA 30005
(Address of principal executive offices)
(770) 752-6000
(Registrant's telephone number, including area code)
ITEM 2 ACQUISITION OR DISPOSITION OF ASSETS
Effective November 5, 1998, ChoicePoint Inc., a Georgia corporation
("ChoicePoint"), through its wholly owned subsidiary ChoicePoint Services Inc.,
a Georgia corporation, acquired all of the capital stock and equity interests
of Customer Development Corporation, an Illinois corporation ("CDC"), and its
affiliated companies for $86,000,000 in cash, plus transaction costs. The final
purchase price also is subject to a net worth adjustment based on the closing
date balance sheet of the acquired companies. CDC, based in Peoria, Illinois,
is a full-service database marketing company that designs and implements
complex, customized database marketing programs primarily for clients in the
insurance, consumer finance, publishing and banking industries. CDC and its
affiliated companies (as described below, the "CDC Companies"), which will
operate as subsidiaries of ChoicePoint, were acquired from Thomas C. Lund.
The companies affiliated with CDC and also acquired by ChoicePoint
are: Customer Database Technologies, Inc. (an Illinois corporation), which
develops software packages utilized for database management applications,
National Credit Audit Corporation (an Illinois corporation), which provides
magazine subscriber collection services, Optimum Graphics
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Printing, Inc. (an Illinois corporation), which provides print and paper
brokerage services, Financial Database Services Company (an Illinois
corporation), which provides database services for information governed by the
Fair Credit Reporting Act, and CDC Realty LLC (a Delaware limited liability
company), which owns the real estate utilized by CDC and its affiliated
companies.
ChoicePoint intends to continue to use the equipment and other physical
assets of the CDC Companies substantially in the manner in which they were
utilized prior to their acquisition. ChoicePoint funded the purchase of the CDC
Companies with funds drawn from ChoicePoint's revolving bank credit facility
with a group of banks including Wachovia Bank and SunTrust Bank, as co-agents.
ITEM 7 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
The financial statements required by this Item 7(a) will be filed by
an amendment to this Current Report on Form 8-K no later than 60 days after the
date hereof.
(b) Pro Forma Financial Information.
The pro forma financial statements required by this Item 7(b) will be
filed by an amendment to this Current Report on Form 8-K no later than 60 days
after the date hereof.
(c) Exhibits.
None.
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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 hereunto duly authorized.
CHOICEPOINT INC.
(Registrant)
By: /s/ Doug C. Curling
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Doug C. Curling
Executive Vice President,
Chief Financial Officer and Treasurer
Date: November 13, 1998
