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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000
CLARK/BARDES HOLDINGS, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 52-2103926
(State of incorporation or organization) (I.R.S. Employer Identification No.)
102 SOUTH WYNSTONE PARK DRIVE, #200
NORTH BARRINGTON, ILLINOIS 60010
(Address of principal executive offices) (Zip code)
(Registrant's telephone number including area code): (847) 304-5800
Securities Registered Pursuant to Section 12(b) of the Act:
TITLE OF SECURITIES EXCHANGES ON WHICH REGISTERED
- ------------------- -----------------------------
None not applicable
Securities Registered Pursuant to Section 12(g) of the Act:
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of class)
JUNIOR PARTICIPATING PREFERRED STOCK, SERIES A, PURCHASE RIGHTS
PAR VALUE, $.01 PER SHARE
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
The number of shares outstanding of the registrant's common stock, all of
which comprise a single class with a $0.01 par value, as of March 31, 2000, the
latest practicable date, was 9,769,826.
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This amended form 10-Q for the quarterly period ended March 31, 2000 is to
correct a printing error on page 6.
"Consolidated Statement of Cash Flows", in which the caption "Other" in the
March 31, 2000 column was stated as 94 and should have been 60.
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CLARK/BARDES HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
2000 1999
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(DOLLARS IN THOUSANDS)
<S> <C> <C>
CASH FROM OPERATING ACTIVITIES - NET $ 1,496 $ 2,853
INVESTING ACTIVITIES
Purchases of businesses (1,796) --
Purchases of equipment - net (182) (61)
Purchase of deferred commissions -- (7,504)
Other (232) (380)
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(2,210) (7,945)
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FINANCING ACTIVITIES -- --
Proceeds from borrowings -- 25,000
Repayment of borrowings (3,400) (28,298)
Other 60 48
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(3,340) (3,250)
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INCREASE (DECREASE) IN CASH (4,054) (8,342)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 4,832 12,102
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CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 778 $ 3,760
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</TABLE>
see accompanying notes to condensed consolidated financial statements
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The list of exhibits required by this Item 6(a) appears on the Exhibit
Index Attached hereto.
(b) Reports in Form 8-K. None
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.
Date May 16, 2000 CLARK/BARDES HOLDINGS, INC.
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Date May 16, 2000 /s/ W. T. WAMBERG
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W. T. Wamberg
President and Chief Executive Officer
Date May 16, 2000 /s/ THOMAS M. PYRA
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Thomas M. Pyra
Vice President and Chief Financial Officer
(Principal Financial Officer)
