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): January 31, 2006
ChoicePoint Inc.
(Exact name of registrant as specified in its charter)
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| Georgia
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001-13069
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58-2309650 |
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| (State of Incorporation)
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Commission File Number
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(IRS employer identification no.) |
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1000 Alderman Drive
Alpharetta, Georgia |
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30005 |
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(Zip code) |
Registrant’s telephone number, including area code: (770) 752-6000
Not Applicable
(Former name or former address, if changed since last report)
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:
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On January 31, 2006, ChoicePoint Inc. (the “Company”) entered into an amendment of the Rights
Agreement dated as of October 29, 1997, by and between the Company and SunTrust Bank as Rights
Agent (the “Rights Agreement”). Pursuant to the amendment, the “Final Expiration Date” (as defined
in the Rights Agreement) has been changed from November 14, 2007 to January 31, 2006. The
amendment will have the effect of causing the Rights Agreement and the Rights (as defined in the
Rights Agreement) to terminate at the close of business on January 31, 2006.
On January 31, 2006, the Company issued a press release announcing the amendment to the Rights
Agreement, a copy of which is attached as Exhibit 99.1 and incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement.
The information set forth under Item 1.01 “Entry into a Material Definitive Agreement” of this
Form 8-K is incorporated herein by reference.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth under Item 1.01 “Entry into a Material Definitive Agreement” of this
Form 8-K is incorporated herein by reference.
Item 8.01
Other Events.
On
January 31, 2006, the Company issued a press release announcing
that it had increased the value of the Company’s previously
announced share buyback program by $125 million to a total repurchase
value of $375 million. A copy of this press release is being
filed as Exhibit 99.1 to this Current Report on Form 8-K
and is incorporated by reference into this item 8.01.
Item 9.01 Financial Statements and Exhibits.
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| Exhibit No. |
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Description |
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4.1 |
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Amendment No. 4 to the Rights Agreement, dated as of January 31,
2006, by and between the Company and the Rights Agent. |
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99.1 |
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Press Release, dated January 31, 2006. |
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