WADDELL & REED FINANCIAL INC
8-K, 1999-06-29
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
Previous: QIAO XING UNIVERSAL TELEPHONE INC, 20-F, 1999-06-29
Next: KEMPER EQUITY TRUST, 497, 1999-06-29



<PAGE>

                                  UNITED STATES
                       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

         Date of Report (Date of Earliest Event Reported): June 29, 1999
                                                           --------------

                        Commission File Number 001-13913

                         WADDELL & REED FINANCIAL, INC.
             (Exact name of registrant as specified in its charter)

        DELAWARE                                      51-0261715
    (State or other                                 (IRS Employer
    jurisdiction of                                  Identification No.)
    incorporation)

                                6300 LAMAR AVENUE
                              OVERLAND PARK, KANSAS
                                      66202
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (913) 236-2000
               (Registrant's telephone number including area code)

                                 Not Applicable
          (Former name or former address, if changed since last report)


<PAGE>




Item 5.  Other Events.

                  In a press release dated June 29, 1999, Waddell & Reed
Financial, Inc. announced that it had agreed to acquire San Antonio based
Austin, Calvert & Flavin, Inc., a privately held investment management firm. A
copy of the press release is attached hereto as an exhibit and is incorporated
by reference herein.

Item 7.  Financial Statements and Exhibits.

(c) Exhibits.

EXHIBIT NO.       EXHIBIT

         99       Press Release of Waddell & Reed Financial, Inc. dated
                  June 29, 1999.


<PAGE>



                                   SIGNATURES

                  Pursuant to the requirements of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

                                   WADDELL & REED FINANCIAL, INC.

                                   By:  /s/ Helge K. Lee
                                        --------------------------------------
                                        Name:  Helge K. Lee
                                        Title:   General Counsel and Secretary

Date:  June 29, 1999


<PAGE>



                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>

      Exhibit No.        Exhibit                                                      Page
      -----------        -------                                                      ----
<S>                   <C>                                                         <C>
          99             Press Release of Waddell & Reed Financial, Inc. dated
                         June 29, 1999.

</TABLE>


<PAGE>

                                                                    EXHIBIT 99

Waddell & Reed Financial, Inc.
6300 Lamar
Overland Park, Kansas  66202

     ---------------------------------------------------------------------------
     NEWS RELEASE
     ---------------------------------------------------------------------------



                                       Contacts: D. Tyler Towery, Waddell & Reed
FOR IMMEDIATE RELEASE                                (913) 236-1806
                                           Erick Kanter, Kanter & Associates
                                                     (703) 534-2150

       WADDELL & REED TO ACQUIRE INVESTMENT MANAGEMENT FIRM IN SAN ANTONIO

         SAN ANTONIO, June 29--Waddell & Reed Financial, Inc., a national
mutual fund management and distribution company headquartered in Overland
Park, Kansas, announced today that it has agreed to acquire San Antonio based
Austin, Calvert & Flavin, Inc. (ACF), a privately held investment management
firm. The acquisition is expected to close in the next 60 days upon
fulfillment of customary business and regulatory conditions. ACF will
continue to operate under its existing name, with the same employees and
investment philosophy, as a wholly-owned subsidiary of Waddell & Reed.
Waddell & Reed intends to acquire all of the shares of ACF for cash and does
not expect this transaction to be dilutive to its earnings per share.

         Waddell & Reed, founded in 1937, manages 36 mutual funds, and has a
total of $28.5 billion in investment assets under management. The firm serves as
investment advisor and exclusive underwriter and distributor for the United
Group of Mutual Funds, Waddell & Reed Funds, Inc., and the Target/United


<PAGE>

Funds, Inc. which are offered to investors through the firm's 186 financial
planning offices in 176 cities across the nation--including 11 in Texas.

         ACF, founded in 1981, manages investments of more than $1.4 billion for
trusts, high net worth families and individuals, and pension plans of
corporations, hospitals, schools, labor unions, endowments, and foundations.
Clients include numerous prominent organizations, among them Southwest Research
Institute, Luby's Cafeterias, Texas Iron Workers, Santa Rosa Children's Hospital
and Trinity University.

         "The combination of two well established investment firms known for
client loyalty and excellent long term performance will provide each firm and
their clients the advantages of a stronger combined investment team," said Keith
A. Tucker, Chairman and Chief Executive Officer of Waddell & Reed.

         "In addition to the important advantage of pooling the investment
skills and research resources of our two firms, ACF's extensive experience in
providing customized investment portfolios to meet the needs of high net worth
families and individuals will add an important capability to allow us to better
serve the increasingly complex needs of our many longtime mutual fund
shareholders whose investments have grown dramatically over the years," said
Henry Herrmann, President and Chief Investment Officer of Waddell & Reed.

         "Our clients are the real beneficiaries of this strategic move because
we now have a broadened horizon for growth and far greater resources available
to support the investment process," said Edward H. Austin, Jr., a Principal of
ACF. "We gain access to a wealth of investment talent and especially strong
research resources, while Waddell & Reed will be able to utilize our separate
account management expertise for some of their clients. This is clearly a
win/win situation."

         Austin, Calvert & Flavin, Inc. is a privately held firm, with its
business concentrated in Central and South Texas. Waddell & Reed is publicly
traded on the New York Stock Exchange under the symbols WDR and WDR.B. The firm
distributes its mutual funds and insurance products--along with financial
planning services--through its own offices in 176 cities in 42 states.

         This press release includes forward-looking statements, which are
subject to risks and uncertainties. Actual results may differ materially from
those projected in the forward-looking statements. Additional information
concerning factors that could cause actual results to materially differ from
those in the forward-looking statements is contained in Waddell & Reed's filings
with the Securities and Exchange Commission.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission