-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OnAEkPS4VzO57VUkLTsf0wZd1KdzyHWksMlhOfhUAUl4ybWugtLGZp4g1ETEyNf+ Ch5XJzwpvzPZGteqrbzOsA== 0000950172-98-000949.txt : 19980921 0000950172-98-000949.hdr.sgml : 19980921 ACCESSION NUMBER: 0000950172-98-000949 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980918 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAY & SPEH INC CENTRAL INDEX KEY: 0001002521 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DIRECT MAIL ADVERTISING SERVICES [7331] IRS NUMBER: 362992650 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-49031 FILM NUMBER: 98711465 BUSINESS ADDRESS: STREET 1: 1501 OPUS PL CITY: DOWNERS GROVE STATE: IL ZIP: 60515 BUSINESS PHONE: 6309641501 MAIL ADDRESS: STREET 1: 1501 OPUS PLACE CITY: DOWNERS GROVE STATE: IL ZIP: 60515 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ACXIOM CORP CENTRAL INDEX KEY: 0000733269 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 710581897 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 301 INDUSTRIAL BLVD STREET 2: P O BOX 2000 CITY: CONWAY STATE: AR ZIP: 72033-2000 BUSINESS PHONE: 5013361000 MAIL ADDRESS: STREET 1: 301 INDUSTRIAL BOULEVARD STREET 2: P O BOX 2000 CITY: CONWAY STATE: AR ZIP: 72033-2000 FORMER COMPANY: FORMER CONFORMED NAME: CCX NETWORK INC DATE OF NAME CHANGE: 19880816 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 MAY & SPEH, INC. ____________________________________________________________ (Name of Issuer) Common Stock, Par Value $0.01 per Share ____________________________________________________________ (Title of Class and Securities) 577777 10 5 ____________________________________________________________ (CUSIP Number of Class of Securities) Charles D. Morgan Acxiom Corporation P.O. Box 2000 301 Industrial Boulevard Conway, Arkansas 72033-2000 Telephone: (501) 336-1302 With a copy to: J. Michael Schell, Esq. Skadden, Arps, Slate, Meagher & Flom LLP 919 Third Avenue New York, New York 10022 Telephone: (212) 735-3000 _____________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 17, 1998 ____________________________________________________________ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Statement because of Rule 13d-1(b)(3) or (4), check the following box: ( ) (Continued on following pages) (Page 1 of 4 pages) SCHEDULE 13D CUSIP No. 577777 10 5 Page 2 of 4 pages (1) NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Acxiom Corporation (71-0581897) (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( ) (b) ( ) (3) SEC USE ONLY (4) SOURCE OF FUNDS BK, WC, OO (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ( ) (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware (7) SOLE VOTING POWER NUMBER OF 1000 SHARES BENEFICIALLY (8) SHARED VOTING POWER OWNED BY NONE EACH REPORTING (9) SOLE DISPOSITIVE POWER PERSON 1000 WITH (10) SHARED DISPOSITIVE POWER NONE (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1000 (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES ( ) (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 100% (14) TYPE OF REPORTING PERSON CO This Amendment No. 1 amends and supplements the Statement on Schedule 13D dated May 26, 1998, filed by Acxiom Corporation, a Delaware corporation ("Acxiom"), relating to the shares (the "Shares"), of common stock,par value $.01 per share of may & Speh, Inc. ("May & Speh"). Item 4. Purpose of Transaction. Item 4 is hereby amended and supplemented by adding the following: This Amendment No. 1 is being filed to report that ACX Acquisition Co., Inc., a Delaware corporation ("Merger Sub") and a wholly owned subsidiary of Acxiom, was merged (the "Merger") with and into May & Speh on September 17, 1998 (the "Effective Time") with May & Speh as the surviving corporation in the Merger (the "Surviving Corporation"). As a result of the Merger, (i) all outstanding Shares were converted into the right to receive 0.8 of a share of Acxiom common stock, (ii) each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective time was converted into one share of common stock of the Surviving Corporation, and (iii) May & Speh became a wholly owned subsidiary of Acxiom. Acxiom issued a press release on September 17, 1998 with respect to the Merger. A copy of the press release is attached hereto as Exhibit 12 and is incorporated herein by reference. Item 5. Interest in Securities of the Issuer. Item 5 is hereby amended and supplemented by adding the following: This Amendment No. 1 is being filed to report that in connection with the Merger, Acxiom beneficially owns 1000 Shares or 100% of the voting power and dispositive power of May & Speh. Item 7. Material To Be Filed as Exhibits. Item 7 is hereby amended by adding the following exhibit: Exhibit 12-- Press Release issued by Acxiom on September 17, 1998. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth is true, complete and correct. Dated: September 18, 1998 ACXIOM CORPORATION By: /s/ Catherine L. Hughes __________________________ Name: Catherine L. Hughes Title: Secretary and General Counsel EXHIBIT INDEX Exhibit Description 12 Press Release issued by Acxiom on September 17, 1998 EX-99 2 EXHIBIT 12 - PRESS RELEASE Exhibit 12 Acxiom Corporation May & Speh, Inc. 301 Industrial Blvd. 1501 Opus Place P.O. Box 2000 Downers Grove, IL 60515-5713 Conway, AR 72233-2000 For more information, contact: For more information, contact: Robert S. Bloom Eric Loughmiller Company Finance Leader Chief Financial Officer (501) 336-1321 (630) 719-0432 ACXIOM(R) CORPORATION AND MAY & SPEH, INC. COMPLETE MERGER CONWAY, AR AND DONWERS GROVE, IL, SEPTEMBER 17, 1998 Acxiom(R) Corporation (Nasdaq: ACXM) and May & Speh, Inc. (Nasdaq SPEH) today jointly announced completion of their merger. As a result of the merger, which became effective today following approval by the stockholders of each company, May & Speh will become a wholly-owned subsidiary of Acxiom. Stockholders of May & Speh will receive .8 of a share of Acxiom common stock for each share of May & Speh common stock held. May & Speh stockholders will be sent information explaining the procedures to be followed for exchanging their shares for shares of Acxiom common stock they are entitled to receive as a result of the merger. Also in connection with the merger, Acxiom has announced that it will be a co- obligor of the May & Speh 51/4% Senior Subordinated Notes due 2003. Charles D. Morgan, Chairman and Company Leader of Acxiom, commented, "The new company's joint resources are a very powerful combination. Our product and services offerings will be significantly enhanced when we marry Acxiom's data with May and Speh's analytical capability and the combined know-how of our two companies. We are very excited about the cost-saving and significant growth opportunities that the merger of the two companies will create." An organizational alignment plan has been developed and approved and will be phased in over the next several months. The new alignment, which will be effective and fully in place by April 1, 1999, will represent five Acxiom Divisions: International (headquartered in London) and Outsourcing (headquartered in Chicago), as well as Financial, Data Products, and Services (headquartered in Conway). The objective is to create maximum focus and synergy on the vertical industries, outsourcing opportunities and international development of the combined company. Acxiom provides a wide spectrum of data products, data integration services, and mailing list services, as well as data warehousing and decision support services to major U.S. and international firms. Founded in 1969, Acxiom is headquartered in Conway, Arkansas, with operations throughout the United States and in the United Kingdom and France. Founded in 1947, May & Speh is a leading provider of technology- based information management services with a focus on direct marketing services and information technology (IT) outsourcing services. The company's database marketing solutions help companies execute more profitable direct marketing and customer management programs. Services include strategic analysis and management; systems consulting; data warehouse design and management; modeling and analysis; and list processing. For companies looking to outsource all or part of their information systems operations, May & Speh provides IT services to support mainframe and mid-range (client/server) processing and network management. -----END PRIVACY-ENHANCED MESSAGE-----