Waddell & Reed Financial, Inc. Announces Combination of its Two Classes of Common Stock

Apr 25, 2001, 01:00 ET from Waddell & Reed Financial, Inc.

    OVERLAND PARK, Kan., April 25 /PRNewswire/ -- Waddell & Reed Financial,
 Inc. announced that today its stockholders approved combining its two classes
 of common stock into a single class of common stock.  The combination will be
 effected by converting the Company's Class B common stock (NYSE:   WDR.B) into
 the Company's Class A common stock (NYSE:   WDR) on a one-for-one basis.  As of
 the close of business on April 30, 2001, each share of the Company's Class B
 common stock will be reclassified into one share of the Company's Class A
 common stock.  As of May 1, 2001, all Class A common shares will trade on the
 New York Stock Exchange under the ticker symbol "WDR."
     Keith A. Tucker, Chairman of the Board and Chief Executive Officer of
 Waddell & Reed Financial, Inc., stated that the elimination of the dual
 classes of common stock will align the voting rights of all stockholders with
 their ownership interests.  Mr. Tucker also stated that the Company believes
 that this initiative will eliminate the complexity and market confusion
 regarding the two-class structure and should improve the market liquidity of
 its common stock.
     As soon as practicable after April 30, 2001, the Company's stock transfer
 agent will mail to each record holder of Class B common stock a letter
 instructing stockholders on the method for exchanging old share certificates
 for new share certificates.  New certificates representing Class A common
 stock will be issued to record holders of Class B common stock who deliver a
 letter of instruction requesting the Company's stock transfer agent to reissue
 Class A stock certificates, accompanied by certificates formerly representing
 shares of Class B common stock.  Although the Class B common stock
 certificates will no longer specify the correct designation of shares after
 April 30, 2001, these certificates may be delivered in connection with a sale
 of the shares of Class A common stock represented by the certificates.
 Registered holders of Class A common stock and stockholders who currently own
 Class A and/or Class B common stock in a brokerage account do not need to
 exchange their stock certificates or take any additional affirmative action.
     Waddell & Reed Financial, Inc., through its wholly-owned subsidiaries,
 serves as investment adviser and exclusive underwriter and distributor for the
 Waddell & Reed Advisors Funds, W&R Funds, Inc., and the W&R Target Funds, Inc.
 
     The statements in this press release relating to matters that are not
 historical facts are forward-looking statements based on management's belief
 and assumptions using currently available information and expectations as of
 the date hereof, are not guarantees of future performance and involve certain
 risks, uncertainties and assumptions that are difficult to predict.  Although
 the Company believes that the expectations reflected in such forward-looking
 statements are reasonable, it cannot give any assurances that these
 expectations will prove to be correct.  Therefore, actual outcomes and results
 could materially differ from what is expressed, implied or forecast in such
 statements.  Such differences could be caused by a number of factors risks as
 set out in the reports filed by the Company with the S.E.C.  Should one or
 more of these risks materialize or should the underlying assumptions prove
 incorrect, actual results could differ materially from those forecasted or
 expected.  The Company assumes no duty to publicly update or revise such
 statements, whether as a result of new information, future events or
 otherwise.
 
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SOURCE Waddell & Reed Financial, Inc.
    OVERLAND PARK, Kan., April 25 /PRNewswire/ -- Waddell & Reed Financial,
 Inc. announced that today its stockholders approved combining its two classes
 of common stock into a single class of common stock.  The combination will be
 effected by converting the Company's Class B common stock (NYSE:   WDR.B) into
 the Company's Class A common stock (NYSE:   WDR) on a one-for-one basis.  As of
 the close of business on April 30, 2001, each share of the Company's Class B
 common stock will be reclassified into one share of the Company's Class A
 common stock.  As of May 1, 2001, all Class A common shares will trade on the
 New York Stock Exchange under the ticker symbol "WDR."
     Keith A. Tucker, Chairman of the Board and Chief Executive Officer of
 Waddell & Reed Financial, Inc., stated that the elimination of the dual
 classes of common stock will align the voting rights of all stockholders with
 their ownership interests.  Mr. Tucker also stated that the Company believes
 that this initiative will eliminate the complexity and market confusion
 regarding the two-class structure and should improve the market liquidity of
 its common stock.
     As soon as practicable after April 30, 2001, the Company's stock transfer
 agent will mail to each record holder of Class B common stock a letter
 instructing stockholders on the method for exchanging old share certificates
 for new share certificates.  New certificates representing Class A common
 stock will be issued to record holders of Class B common stock who deliver a
 letter of instruction requesting the Company's stock transfer agent to reissue
 Class A stock certificates, accompanied by certificates formerly representing
 shares of Class B common stock.  Although the Class B common stock
 certificates will no longer specify the correct designation of shares after
 April 30, 2001, these certificates may be delivered in connection with a sale
 of the shares of Class A common stock represented by the certificates.
 Registered holders of Class A common stock and stockholders who currently own
 Class A and/or Class B common stock in a brokerage account do not need to
 exchange their stock certificates or take any additional affirmative action.
     Waddell & Reed Financial, Inc., through its wholly-owned subsidiaries,
 serves as investment adviser and exclusive underwriter and distributor for the
 Waddell & Reed Advisors Funds, W&R Funds, Inc., and the W&R Target Funds, Inc.
 
     The statements in this press release relating to matters that are not
 historical facts are forward-looking statements based on management's belief
 and assumptions using currently available information and expectations as of
 the date hereof, are not guarantees of future performance and involve certain
 risks, uncertainties and assumptions that are difficult to predict.  Although
 the Company believes that the expectations reflected in such forward-looking
 statements are reasonable, it cannot give any assurances that these
 expectations will prove to be correct.  Therefore, actual outcomes and results
 could materially differ from what is expressed, implied or forecast in such
 statements.  Such differences could be caused by a number of factors risks as
 set out in the reports filed by the Company with the S.E.C.  Should one or
 more of these risks materialize or should the underlying assumptions prove
 incorrect, actual results could differ materially from those forecasted or
 expected.  The Company assumes no duty to publicly update or revise such
 statements, whether as a result of new information, future events or
 otherwise.
 
                     MAKE YOUR OPINION COUNT -  Click Here
                http://tbutton.prnewswire.com/prn/11690X58394846
 
 SOURCE  Waddell & Reed Financial, Inc.