Annual report pursuant to Section 13 and 15(d)

ACQUISITIONS AND INVESTMENTS

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ACQUISITIONS AND INVESTMENTS
 12 Months Ended
Dec. 31, 2013
Business Combinations [Abstract]  
ACQUISITIONS AND INVESTMENTS
4.  ACQUISITIONS AND INVESTMENTS
 
2013 Acquisitions and Investments.   To further broaden our product offerings, we made several acquisition during 2013.  During the third quarter of 2013, we acquired TrustedID, a direct-to-consumer identity protection business that is included as part of our North America Personal Solutions business unit. During the fourth quarter of 2013, we also completed two acquisitions in Paraguay and Mexico in the Latin America region of our International segment.  The total purchase price of these acquisitions was $98.8 million.      
 
  2012 Acquisitions and Investments.   On December 28, 2012, as a part of our long-term growth strategy of expanding our USCIS business, we acquired certain credit services business assets and operations of Computer Sciences Corporation for $1.0 billion. The results of this acquisition have been included in our USCIS operating segment subsequent to the acquisition and are not material for 2012.
 
We financed this purchase with available cash, borrowings under our CP Program, and the issuance in December 2012 of 3.30%, ten-year unsecured Senior Notes. The 3.30% Senior Notes are further described in Note 6 of the Notes to the Consolidated Financial Statements.
 
To further broaden our product offerings, during the twelve months ended December 31, 2012, we completed smaller acquisitions of information services businesses in the European and Latin American regions of our International segment totaling $16.5 million. The results of these acquisitions have been included in our operating results subsequent to the date of acquisition and are not material.
 
2011 Acquisitions and Investments.   On August 1, 2011, to further enhance our market position, we acquired DataVision Resources, which provides data and business solutions to the mortgage, insurance and financial services industries, for $50.0 million.  The results of this acquisition have been included in our Workforce Solutions segment subsequent to the date of acquisition.
 
To further broaden our product offerings, during the twelve months ended December 31, 2011, we completed smaller acquisitions of information services businesses in the European and Latin American regions of our International segment as well as our U.S. Consumer Information Solutions and Workforce Solutions segments for $82.4 million. The results of these acquisitions have been included in our operating results subsequent to the date of acquisition and are not material.
 
Purchase Price Allocation.    The following table summarizes the estimated fair value of the net assets acquired and the liabilities assumed at the acquisition dates. The 2013 allocations are considered final, except for the resolution of certain contingencies all of which existed at the acquisition date, primarily related to working capital settlement, sales tax exposures and income tax accounts, which will be resolved when final returns are filed related to the acquired entities. Estimates for these items have been included in the purchase price allocations and will be finalized prior to the one year anniversary date of the acquisitions.
 
 
 
December 31,
 
 
 
2013
 
2012
 
 
 
(In millions)
 
Current assets
 
$
12.9
 
$
21.3
 
Property and equipment
 
 
1.4
 
 
1.2
 
Other assets
 
 
5.9
 
 
0.1
 
Identifiable intangible assets (1)
 
 
46.4
 
 
524.7
 
Indefinite lived intangible assets
 
 
-
 
 
158.8
 
Goodwill (2)
 
 
55.3
 
 
321.3
 
Total assets acquired
 
 
121.9
 
 
1,027.4
 
Total liabilities assumed
 
 
(19.9)
 
 
(7.4)
 
Non-controlling interest
 
 
(3.2)
 
 
(2.7)
 
Net assets acquired
 
$
98.8
 
$
1,017.3
 
 
(1)
Identifiable intangible assets are further disaggregated in the following table.
 
(2)
Of the goodwill resulting from 2013 and 2012 acquisitions, $1.2 million and $309.3 million, respectively, is tax deductible.
 
The primary reasons the purchase price of these acquisitions exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, were future tax savings which are not recorded apart from goodwill, expanded growth opportunities from new or enhanced product offerings, cost savings from the elimination of duplicative activities, and the acquisition of an assembled workforce that are not recognized as assets apart from goodwill.
 
 
 
December 31,
 
 
 
2013
 
2012
 
Intangible asset category
 
Fair value
 
Weighted-
average useful
life
 
Fair value
 
Weighted-
average
useful life
 
 
 
(in millions)
 
(in years)
 
(in millions)
 
(in years)
 
Customer relationships
 
$
27.6
 
8.3
 
$
4.5
 
8.7
 
Acquired software and technology
 
 
4.2
 
4.3
 
 
0.7
 
5.7
 
Purchased data files
 
 
8.4
 
5.0
 
 
508.8
 
15.0
 
Non-compete agreements
 
 
3.1
 
4.0
 
 
10.3
 
4.9
 
Trade names and other intangible assets
 
 
3.1
 
6.3
 
 
0.4
 
5.0
 
Total acquired intangibles
 
$
46.4
 
6.9
 
$
524.7
 
14.7
 
 
The 2013 acquisitions did not have a material impact in the Company’s Consolidated Statements of Income. The impact of the 2013 acquisitions would not have significantly changed our Consolidated Statements of Income if they had occurred at the beginning of the earliest year presented.