Equifax 2009 Annual Report Download - page 66

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS continued
The total fair value of nonvested stock that vested during the twelve U.S. and Canadian Retirement Plans. Prior to December 31, 2009,
months ended December 31, 2009, 2008 and 2007, was $6.5 mil- we had one non-contributory qualified retirement plan covering most
lion, $11.5 million and $10.4 million, respectively, based on the U.S. salaried employees (the Equifax Inc. Pension Plan, or EIPP), a
weighted-average fair value on the vesting date, and $7.9 million, qualified retirement plan that covered U.S. salaried employees (the
$12.2 million and $7.3 million, respectively, based on the weighted- U.S. Retirement Income Plan, or USRIP) who terminated or retired
average fair value on the date of grant. At December 31, 2009, our before January 1, 2005 and a defined benefit plan for most salaried
total unrecognized compensation cost related to nonvested stock and hourly employees in Canada (the Canadian Retirement Income
was $14.5 million with a weighted-average recognition period of Plan, or CRIP). On December 31, 2009, the plan assets and obliga-
2.1 years. tions of the EIPP were merged with the USRIP. The USRIP
remained as the sole U.S. qualified retirement plan. There were no
other plan amendments as a result of this merger. Benefits from
8. SHAREHOLDER RIGHTS PLAN these plans are primarily a function of salary and years of service.
Our Board of Directors has adopted a shareholder rights plan
designed to protect our shareholders against abusive takeover On September 15, 2008, we announced a redesign of our retire-
attempts and tactics. The rights plan operates to dilute the interests ment plans for our U.S. active employees effective January 1, 2009.
of any person or group attempting to take control of the Company if The changes to our retirement plans froze the EIPP, a qualified
the attempt is not deemed by our Board of Directors to be in the defined benefit pension plan, for employees who did not meet cer-
best interests of our shareholders. Under the rights agreement, as tain grandfathering criteria related to retirement-eligible employees.
originally adopted in October 1995 and amended and restated in Under the plan amendments, the EIPP was closed to new partici-
October 2005, holders of our common stock were granted one right pants and the service credit for non-grandfathered participants was
to purchase common stock, or Right, for each outstanding share of frozen, but participants will continue to receive credit for salary
common stock held of record on November 24, 1995. All newly increases and vesting of service. Additionally, certain
issued shares of common stock since that date have been accom- non-grandfathered employees and certain other employees not eligi-
panied by a Right. The Rights will become exercisable and trade ble to participate in the EIPP are able to participate in an enhanced
independently from our common stock if a person or group 401(k) savings plan. As a result of these changes to the EIPP, we
acquires or obtains the right to acquire 20% or more of Equifax’s completed a remeasurement of the plan during the third quarter of
outstanding shares of common stock, or commences a tender or 2008. The remeasurement did not materially impact our Consoli-
exchange offer that would result in that person or group acquiring dated Financial Statements as of and for the twelve months ended
20% or more of the outstanding common stock, in each case with- December 31, 2008.
out the consent of our Board. In the event the Rights become exer-
cisable, each holder (other than the acquiring person or group) will In January 2010, we made a contribution of $20.0 million to the
be entitled to purchase that number of shares of securities or other USRIP. During the twelve months ended December 31, 2009, we
property of Equifax having a market value equal to two times the made contributions of $15.0 million to the EIPP and $1.8 million to
exercise price of the Right. If Equifax were acquired in a merger or the CRIP. Additionally, the Equifax Employee Benefits Trust contrib-
other business combination, each Right would entitle its holder to uted $12.5 million to the EIPP upon dissolution of the Trust in
purchase the number of the acquiring company’s common stock December 2009. During the twelve months ended December 31,
having a market value of two times the exercise price of the Right. 2007, we made a discretionary contribution to the EIPP of
In either case, our Board may choose to redeem the Rights for $12.0 million. We did not make a discretionary contribution during
$0.01 per Right before they become exercisable. The Rights will the twelve months ended December 31, 2008. At December 31,
expire on November 6, 2015, unless earlier redeemed, exchanged 2009, the USRIP met or exceeded ERISA’s minimum funding
or amended by the Board. requirements.
The annual report produced by our consulting actuaries specifies
9. BENEFIT PLANS the funding requirements for our plans, based on projected benefits
We have defined benefit pension plans and defined contribution for plan participants, historical investment results on plan assets,
plans. We also maintain certain healthcare and life insurance benefit current discount rates for liabilities, assumptions for future demo-
plans for eligible retired employees. The measurement date for our graphic developments and recent changes in statutory require-
defined benefit pension plans and other postretirement benefit plans ments. We may elect to make additional discretionary contributions
is December 31 of each year. to our plans in excess of minimum funding requirements, subject to
statutory limitations.
Pension Benefits. Pension benefits are provided through U.S. and
Canadian defined benefit pension plans and two supplemental
executive defined benefit pension plans.
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