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EQUIFAX | 2007 ANNUAL REPORT 63
marketing campaigns and optimize market opportunities in particular
industries. We paid a total of $17.5 million in cash to the stockholders
of BeNow. The net cash impact to us of the acquisition was
$16.7 million. We financed this acquisition through available
cash and $5.9 million in short-term borrowings.
Also during 2005, in order to continue to grow our consumer
credit data business in our USCIS operating segment, we acquired
the credit fi les, contractual rights to territories (generally states or
integration areas) and customer relationships and related businesses
of two independent credit reporting agencies in the U.S. (also
referred to as Affi liates) and one in Canada that had housed their
consumer information on our system.
The acquisitions in 2005 had a total cash purchase price of
$129.1 million. The purchase of one U.S. Affi liate was paid for
primarily with the issuance of 0.4 million shares of Equifax treasury
stock. The value of the shares was $14.7 million on the date of
issuance and the number of shares issued was based on the terms
of the acquisition agreement. The results of operations for these
acquisitions have been included in the accompanying Consolidated
Statements of Income from the respective dates of their acquisition.
Purchase Price Allocation. The following table summarizes the
estimated fair value of the net assets acquired and the liabilities
assumed at the acquisition dates. These allocations are considered
fi nal, except for those related to the 2007 acquisitions, which are
preliminary estimates that will be fi nalized upon the completion
of the federal and state tax returns and our valuation of acquired
fi xed assets.
December 31,
(In millions) 2007 2006
Current assets $ 58.0 $ 2.0
Property and equipment 22.1 0.3
Other assets 1.0 –
Identifiable intangible assets (1) 574.6 9.1
Goodwill (2) 968.8 28.2
Total assets acquired 1,624.5 39.6
Total liabilities assumed (418.5) (5.2)
Net assets acquired $1,206.0 $34.4
(1) Identifiable intangible assets are further disaggregated in the table below.
(2) Of the $968.8 million in goodwill included in the 2007 preliminary purchase
allocation, $107.5 million is tax deductible. All of the goodwill resulting from
the 2006 acquisition is not tax deductible.
The primary reasons the purchase price of certain of these acquisitions exceeded the fair value of the net assets acquired, which
resulted in the recognition of goodwill, were expanded growth opportunities from new or enhanced product offerings, cost savings from
the elimination of duplicative activities, and the acquisition of intellectual property and workforce that are not recognized as assets
apart from goodwill.
December 31,
2007 2006
Weighted-Average Weighted-Average
Intangible asset category Fair Value Useful Life Fair Value Useful Life
(in millions) (in years) (in millions) (in years)
Customer relationships $392.6 20.8 $7.0 7.0
Proprietary database 117.9 6.0
– –
Acquired software and technology 33.7 4.0 0.5 3.0
Non-compete agreements 0.5 10.0 0.4 5.0
Trade names and other intangible assets 29.9 9.3 1.2 5.5
Total acquired intangibles $574.6 16.2 $9.1 6.5
Pro Forma Financial Information. The following unaudited pro forma information represents consolidated results of operations as if
the 2007 TALX acquisition had occurred at the beginning of the earliest year presented. The pro forma amounts may not necessarily be
indicative of the operating revenues and results of operations had the acquisition actually taken place at the beginning of the earliest
year presented. Furthermore, the pro forma information may not be indicative of future performance.
Twelve Months Ended December 31,
2007 2006
(In millions, except per share data) As Reported Pro Forma As Reported Pro Forma
Operating revenues $1,843.0 $1,950.3 $1,546.3 $1,803.2
Net income $ 272.7 $ 276.6 $ 274.5 $ 273.1
Net income per share (basic) $ 2.07 $ 1.98 $ 2.16 $ 1.85
Net income per share (diluted) $ 2.02 $ 1.93 $ 2.12 $ 1.81
The impact of the 2007 Peruvian acquisition would not have signifi cantly changed our Consolidated Statements of Income if it had
occurred at the beginning of the earliest year presented and is therefore not included in the pro forma information above.