Equifax 2008 Annual Report Download - page 49

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announced. The fair value of options issued was $61.1 mil- growth strategy, complementing our commercial solutions
lion determined using the Black-Scholes-Merton valuation operating segment. We financed this acquisition through
model. The fair value of the vested options is included in borrowings under our Senior Credit Facility. The results of
the total purchase price. We also assumed TALX’s out- operations for this acquisition have been included in the
standing debt, which had a fair value totaling $177.6 million accompanying Consolidated Statements of Income from
at May 15, 2007. We financed the cash portion of the the date of acquisition.
acquisition cost and $96.6 million outstanding on the TALX Purchase Price Allocation. The following table summa-
revolving credit facility at the date of acquisition initially with rizes the estimated fair value of the net assets acquired
borrowings under our $850.0 million senior unsecured and the liabilities assumed at the acquisition dates. These
credit facility, which we refer to as the Senior Credit Facility, allocations are considered final, except for minor working
and subsequently refinanced this debt in the second quar- capital adjustments related to 2008 acquisitions.
ter of 2007 with ten- and thirty-year notes. The results of
TALX’s operations are included in our Consolidated Finan- December 31,
cial Statements beginning on May 15, 2007. TALX is
reported as a separate operating segment. Subsequent to (In millions) 2008 2007
the date of the acquisition, we paid $4.1 million to the Current assets $ 3.0 $ 67.8
former owners of a company purchased by TALX pursuant Property and equipment 0.3 19.0
to an earn-out agreement.
Other assets 0.1 1.3
We also acquired the assets of three mortgage solutions Identifiable intangible assets(1) 16.2 574.6
affiliates for cash paid of $3.8 million during the first quarter Goodwill(2) 12.7 970.2
of 2007.
Total assets acquired 32.3 1,632.9
2006 Acquisition. On October 6, 2006, we acquired Aus- Total liabilities assumed (4.0) (426.9)
tin Consolidated Holdings, Inc., known as Austin-Tetra, for
$34.4 million in cash. Austin-Tetra is a provider of busi- Net assets acquired $ 28.3 $ 1,206.0
ness-to-business data management to the commercial
(1) Identifiable intangible assets are further disaggregated in the
market. They provide companies and government agencies table below.
with information to help them better understand existing (2) Of the goodwill obtained in the 2008 and 2007 acquisitions,
customers, target new customers, and effectively manage $4.4 million and $107.5 million, respectively, is tax deductible.
their vendors. This acquisition was part of our long-term
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 offer-
ings, 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,
2008 2007
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 $ 12.2 9.2 $ 392.6 20.8
Proprietary database ——117.9 6.0
Purchased data files 0.4 12.5 ——
Acquired software and technology 0.9 3.4 33.7 4.0
Non-compete agreements 0.3 6.9 0.5 10.0
Trade names and other intangible assets 2.4 5.9 29.9 9.3
Total acquired intangibles $ 16.2 8.5 $ 574.6 16.2
2008 ANNUAL REPORT 47