Equifax 2011 Annual Report Download - page 55

within the financing activities portion of our Consolidated Statements
of Cash Flows as net (repayments) borrowings under long-term
revolving credit facilities.
CP Program. During the first quarter of 2011, we reduced the size of
our CP program from $850.0 million to $500.0 million. Our CP
program has been established through the private placement of CP
notes from time to time, in which borrowings bear interest at either a
variable rate (based on LIBOR or other benchmarks) or a fixed rate,
with the applicable rate and margin. Maturities of CP can range from
overnight to 397 days. Because the CP program is backstopped by
our Senior Credit Facility, the amount of CP which may be issued
under the program is reduced by the outstanding face amount of any
letters of credit issued under the facility and, pursuant to our existing
Board of Directors authorization, by the outstanding borrowings
under our Senior Credit Facility. At December 31, 2011, $30.0 million
in CP notes was outstanding, all with maturities of less than 90 days.
4.25% Note. Upon our July 26, 2007 acquisition of our Atlanta,
Georgia, data center, we assumed a $12.5 million mortgage obliga-
tion from the prior owner of the building. The mortgage obligation has
a fixed rate of interest of 4.25% per annum and the final payment on
the obligation was made in 2011.
TALX Debt. At the closing of the TALX acquisition in May 2007, we
assumed $75.0 million in 7.34% Senior Guaranteed Notes, or TALX
Notes, privately placed by TALX with several institutional investors in
May 2006 and $96.6 million outstanding under TALX’s revolving
credit facility. Subsequent to the TALX acquisition, we repaid and
terminated the TALX revolving credit facility with borrowings under
our Senior Credit Facility. We are required to repay the principal
amount of the TALX Notes in five equal annual installments com-
mencing on May 25, 2010 with a final maturity date of May 25, 2014.
We may prepay the TALX Notes subject to certain restrictions and
the payment of a make-whole amount. Under certain circumstances,
we may be required to use proceeds of certain asset dispositions to
prepay a portion of the TALX Notes. Interest on the TALX Notes is
payable semi-annually until the principal becomes due and payable.
We identified a fair value adjustment related to the TALX Notes in
applying purchase accounting; this amount is being amortized
against interest expense over the remainder of the term of the TALX
Notes. At December 31, 2011, the remaining balance of this adjust-
ment is $1.0 million and is included in long-term debt on the
Consolidated Balance Sheets.
4.45% Senior Notes. On November 4, 2009, we issued
$275.0 million principal amount of 4.45%, five-year senior notes in an
underwritten public offering. Interest is payable semi-annually in
arrears on December 1 and June 1 of each year. We used the net
proceeds from the sale of the senior notes to repay outstanding bor-
rowings under our CP program, a portion of which was used to
finance our fourth quarter 2009 acquisitions. The senior notes are
unsecured and rank equally with all of our other unsecured and
unsubordinated indebtedness. In conjunction with the senior notes,
we entered into five-year interest rate swaps, designated as fair value
hedges, which convert the fixed interest rate to a variable rate. The
long-term debt fair value adjustment related to these interest rate
swaps was an increase of $14.8 million at December 31, 2011.
6.3% and 7.0% Senior Notes. On June 28, 2007, we issued
$300.0 million principal amount of 6.3%, ten-year senior notes and
$250.0 million principal amount of 7.0%, thirty-year senior notes in
underwritten public offerings. Interest is payable semi-annually in
arrears on January 1 and July 1 of each year. The net proceeds of
the financing were used to repay short-term indebtedness, a
substantial portion of which was incurred in connection with our
acquisition of TALX. We must comply with various non-financial
covenants, including certain limitations on liens, additional debt and
mortgages, mergers, asset dispositions and sale-leaseback arrange-
ments. The senior notes are unsecured and rank equally with all of
our other unsecured and unsubordinated indebtedness. During 2009,
we purchased an additional $7.5 million principal amount of the ten-
year senior notes for $6.3 million.
6.9% Debentures. We have $125 million of debentures outstanding
with a maturity date of 2028. The debentures are unsecured and rank
equally with all of our other unsecured and unsubordinated indebted-
ness. During 2009, we purchased $25.0 million principal amount of
the debentures for $25.1 million.
Canadian Credit Facility. We had a 364-day revolving credit agree-
ment with a Canadian bank (our Canadian Credit Facility) which
permitted us to borrow up to C$10.0 million (denominated in
Canadian dollars). The Canadian Credit Facility was scheduled to
terminate in June 2011. We cancelled this agreement at the end of
the first quarter of 2011 and there were no outstanding borrowings
under this agreement at the time of cancellation.
Cash paid for interest was $54.0 million, $55.6 million and
$56.7 million during the twelve months ended December 31, 2011,
2010 and 2009, respectively.
EQUIFAX 2011 ANNUAL REPORT 53