IPO Company Profile
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Waddell & Reed Financial, Inc.
6300 Lamar Avenue, Overland Park, KS 66202 * (913) 236-2000

Waddell & Reed was founded in 1937 and is one of the oldest mutual fund complexes in the United States, having introduced the United family of funds in 1940.

Primary Underwriting Group
ManagerTierPhone
Morgan Stanley Dean Witter Discover & Co.Lead Manager (212) 761-5900
Goldman, Sachs & Co.Co-manager (212) 902-5959
Merrill Lynch & Co.Co-manager (212) 449-4600

Offering Information
NYSE:WDR Financial: SIC 6211
Type of Shares:Class A Common Shares Filing Date:1/2/98
U.S. Shares:17,360,000 Offer Date:3/4/98
Non-U.S. Shares:4,340,000 Filing Range:$20.00 - $22.00
Primary Shares:21,700,000 Offer Price:$23.00
Secondary Shares:0 Gross Spread:$1.26
Offering Amount: $455,700,000 Selling:$0.81
Expenses:$0 Reallowance:$0.10
Post-IPO Shares: -
Spin out parent firm: Torchmark

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Hughes & Luce
Bank's Law Firm: Skadden, Arps, Slate, Meagher & Flom
Auditor: KPMG Peat Marwick

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Audited
Income
Balance
Sheet
12/31/96 9/30/97 9/30/96 9/30/97
Revenue:$220.98$176.02$163.91Assets:$358.54
Net Income:$64.18$55.51$47.34Curr Assets:$90.94
EPS:Liabilities:$187.40
Prior EPS:Curr Liab:$48.86
Cash Flow/Oper:$32.41$55.27Equity:$171.14
Cash Flow/Fin:-$47.11-$44.06Cash:$43.98
Cash Flow/Inv:-$0.32-$0.46Working Cap:$42.08

Competition
The mutual fund distribution and service and investment management industries are intensely competitive and are undergoing substantial consolidations. Many organizations in these industries are attempting to market to and service the same clients as the Company, not only with mutual fund investments and services but with a wide range of other financial products and services. Many of the Company's competitors have more products and product lines, services, and may also have substantially greater assets under management and financial resources.

Use of Proceeds
The proceeds from the proposed offering will be used for repayment of indebtedness and for general corporate purposes.

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