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
September 27, 1995
DATE OF REPORT (Date of earliest event reported)
ACXIOM CORPORATION
(Exact name of registrant as specified in its
charter)
DELAWARE 0-13163 71-0581897
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
P.O. Box 2000
301 Industrial Boulevard
Conway, Arkansas 72033-2000
(Address of principal executive offices)
(Zip Code)
(501) 336-1000
(Registrant's telephone number, including area code)
Item 5. Other Events.
As previously reported in a Current Report on Form
8-K, Registrant on August 25, 1995 acquired all of the
outstanding capital stock of each of DataQuick Information
Systems ("DataQuick") and DQ Investment Corporation
("AccuDat") (collectively, DataQuick and AccuDat are
hereinafter referred to as the "Acquired Companies"). The
acquisition of the Acquired Companies was accounted for as a
pooling of interests, and in connection therewith Registrant
is filing as Exhibit 99 hereto a copy of its first quarter
financial statements as they will appear when restated to
reflect the pooling of interests combination.
The stockholders' equity and operations of the Acquired
Companies are not material in relation to Registrant. As
such, Registrant has recorded the combination by restating
stockholders' equity as of April 1, 1995 without restating
prior years' statements of earnings to reflect the pooling
of interests combination.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99 Restated Financial Statements for
the quarterly period ended June 30,
1995
SIGNATURE
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.
ACXIOM CORPORATION
(Registrant)
/s/ Catherine L. Hughes
By: -------------------------
Catherine L. Hughes
Secretary and General
Counsel
Date: September 27, 1995
EXHIBIT INDEX
Exhibits to Form 8-K
Number in Exhibit Table Exhibit
----------------------- -------
99 Restated Financial
Statements for the
Quarterly Period Ended
June 30, 1995
ACXIOM CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, March 31,
1995 1995
-------- ---------
Assets
------
Current assets:
Cash and short-term cash investments $ 1,741,000 3,149,000
Trade accounts receivable, net 39,298,000 37,764,000
Other current assets 2,774,000 2,604,000
----------- -----------
Total current assets 43,813,000 43,517,000
----------- -----------
Property and equipment 139,680,000 123,321,000
Less - Accumulated depreciation and
amortization 63,144,000 55,902,000
----------- -----------
Property and equipment, net 76,536,000 67,419,000
----------- -----------
Software, net of accumulated 9,855,000 9,693,000
amortization
Excess of cost over fair value
of net assets acquired 9,429,000 9,638,000
Other assets 20,635,000 17,903,000
----------- -----------
$160,268,000 148,170,000
=========== ===========
Liabilities and Stockholders' Equity
-------------------------------------
Current liabilities:
Short-term borrowings 100,000 ---
Current installments of long-term 3,523,000 3,564,000
debt
Trade accounts payable 8,058,000 8,342,000
Accrued interest 174,000 522,000
Accrued payroll and related expenses 4,869,000 5,280,000
Other accrued expenses 6,597,000 7,055,000
Advances from customers 185,000 162,000
Income taxes 1,645,000 39,000
---------- -----------
Total current liabilities 25,151,000 24,964,000
----------- -----------
Long-term debt, excluding current 21,187,000 18,219,000
installments
Deferred income taxes 7,164,000 7,138,000
Deferred revenue 1,700,000 672,000
Stockholders' equity:
Preferred stock --- ---
Common stock 2,410,000 2,308,000
Additional paid-in capital 51,386,000 46,493,000
Retained earnings 53,848,000 50,776,000
Foreign currency translation
adjustment (171,000) 7,000
Treasury stock, at cost (2,407,000) (2,407,000)
----------- -----------
Total stockholders' equity 105,066,000 97,177,000
Commitments and contingencies ----------- -----------
$160,268,000 148,170,000
=========== ===========
ACXIOM CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
For the Three Months Ended
-------------------------
June 30,
-------------------------
1995 1994
---------- ----------
Revenue $ 59,182,000 46,881,000
Operating costs and expenses:
Salaries and benefits 22,785,000 14,821,000
Computer, communications and
other equipment 8,121,000 6,916,000
Data costs 15,500,000 16,505,000
Other operating costs and expenses 7,259,000 4,927,000
----------- -----------
Total operating costs and expenses 53,665,000 43,169,000
----------- ----------
Income from operations 5,517,000 3,712,000
----------- ----------
Other income (expense):
Interest expense (392,000) (672,000)
Other, net (67,000) (556,000)
----------- ----------
(459,000) (1,228,000)
----------- ----------
Earnings before income taxes 5,058,000 2,484,000
Income taxes 1,922,000 968,000
----------- ----------
Net earnings $ 3,136,000 1,516,000
=========== ==========
Earnings per share $ .12 .07
=========== ==========
Weighted average shares outstanding 25,822,000 21,950,000
=========== ==========
ACXIOM CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three Months
Ended
-------------------------
June 30,
-------------------------
1995 1994
-------- --------
Cash flows from operating activities:
Net earnings $ 3,136,000 1,516,000
Non-cash operating activities:
Depreciation and amortization 5,065,000 4,940,000
Loss on disposal of assets --- 509,000
Equity in operations of joint
venture --- 43,000
Other, net 153,000 187,000
Changes in assets and liabilities:
Accounts receivable 167,000) 4,963,000)
Other assets (1,202,000) 1,107,000
Accounts payable and other (455,000) 3,663,000
liabilities --------- ----------
Net cash provided by operating
activities 6,530,000 7,002,000
---------- ----------
Cash flows from investing activities:
Sale of assets 131,000 4,547,000
Cash acquired in acquisition 1,624,000 ---
Development of software (250,000) (335,000)
Capital expenditures (10,481,000) (4,168,000)
Net cash used by investing ---------- ----------
activities ( 8,976,000) 44,000
---------- ----------
Cash flows from financing activities:
Proceeds from debt 4,199,000 ---
Payments of debt (2,295,000) (7,049,000)
Sale of common stock 636,000 357,000
Cash dividends paid by acquired
company prior to merger (468,000) ---
Acquisition and retirement of common
stock by acquired company prior to
merger (1,010,000) ---
---------- ----------
Net cash provided (used) by
financing activities 1,062,000 (6,692,000)
---------- ----------
Effect of exchange rate changes on (24,000) ---
cash
---------- ----------
Net increase in cash and
short-term cash investments (1,408,000) 354,000
Cash and short-term cash investments
at beginning of period 3,149,000 475,000
---------- ----------
Cash and short-term cash investments
at end of period $ 1,741,000 829,000
========== ==========
Supplemental cash flow information:
Cash paid during the period for:
Interest $ 740,000 1,072,000
Income taxes 316,000 155,000
========== ==========