- Current report filing (8-K)
November 19 2009 - 3:22PM
Edgar (US Regulatory)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
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FORM
8-K
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CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
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Date
of report (Date of earliest event reported):
November 13,
2009
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ACXIOM
CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
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DELAWARE
(State
or Other Jurisdiction of Incorporation)
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0-13163
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71-0581897
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(Commission
File Number)
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(IRS
Employer Identification No.)
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601
E. Third St., Little Rock, Arkansas
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72201
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(Address
of Principal Executive Offices)
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(Zip
Code)
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501-342-1000
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(Registrant’s
Telephone Number, Including Area Code)
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Not
Applicable
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(Former
Name or Former Address, if Changed Since Last
Report)
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Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (
see
General Instruction
A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry
into a Material Definitive Agreement.
Credit
Agreement
As of
November 13, 2009, Acxiom entered into a First Amendment to the Fourth Amended
and Restated Credit Agreement (the “Amendment”) with JPMorgan Chase Bank, N.A.,
as the agent, and other lenders party thereto. The Amendment amends the Fourth
Amended and Restated Credit Agreement dated as of September 15, 2006, among
Acxiom, JPMorgan Chase Bank, N. A., as the agent, and other lenders party
thereto.
Under the
terms and conditions of the Amendment, certain of the lenders have agreed to
extend the maturity date of the existing term loan, becoming Tranche 2 Term
Lenders. Lenders who have not agreed to extend the maturity date
become Tranche 1 Term Lenders. Certain lenders have also agreed to
extend the maturity date of the existing revolving loan commitment, becoming
Tranche 2 Revolving Lenders. Lenders who have not agreed to extend
the maturity date of the revolving loan commitment become Tranche 1 Revolving
Lenders. Of the $450 million existing term loan, approximately $78.0
million is held by Tranche 1 Term Lenders and $372.0 million is held by Tranche
2 Term Lenders. Of the existing $200 million revolving loan
commitment, $80 million is held by Tranche 1 Revolving Lenders and $120 million
is held by Tranche 2 Revolving Lenders. Provisions in the agreement
allow Tranche 1 Term Lenders to elect to become Tranche 2 Term Lenders by
November 30, 2009. Tranche 1 Revolving Lenders may elect to become
Tranche 2 Revolving Lenders at any time.
The
Tranche 1 Term Loan is payable in quarterly installments with a maturity date of
September 15, 2012. The Tranche 2 Term Loan is payable in quarterly
installments with a maturity date of March 15, 2015. The Tranche 1
Revolving Loan commitment expires September 15, 2011 and the Tranche 2 Revolving
Loan commitment expires March 15, 2014.
The
foregoing description of the Amendment is qualified in its entirety by such
amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated
herein by reference.
Item
9.01 Financial
Statements and Exhibits
(c)
Exhibits
The
following exhibits are filed herewith:
Exhibit
Number
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Description
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10.1
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First
Amendment to Fourth Amended and Restated Credit Agreement dated as of
November 13, 2009 among Acxiom Corporation, a Delaware corporation, the
lenders party thereto and JPMorgan Chase Bank,
N.A.
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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.
Dated: November
19, 2009
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ACXIOM
CORPORATION
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By:
/s/ Jerry C.
Jones
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Name: Jerry
C. Jones
Title: Chief
Legal Officer & Sr. Vice
President
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EXHIBIT
INDEX
Exhibit
Number
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Description
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10.1
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First
Amendment to Fourth Amended and Restated Credit Agreement dated as of
November 13, 2009 among Acxiom Corporation, a Delaware corporation, the
lenders party thereto and JPMorgan Chase Bank,
N.A.
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