2 unchanged sentences
Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting
−Removed: Report of Independent Registered Public Accounting Firm
+Added: Report of Independent Registered Public Accounting Firm (PCAOB ID:
Consolidated Statements of Income (Loss) for each of the three years in the period ended December 31, 2021
10 unchanged sentences
(the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on the COSO criteria.
−Removed: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2020 and 2019, the related consolidated statements of income (loss), comprehensive income (loss), cash flows, and shareholders’ equity and accumulated other comprehensive loss for each of the three years in the period ended December 31, 2020, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”) and our report dated February 25, 2021 expressed an unqualified opinion thereon.
+Added: As indicated in the accompanying Management’s Annual Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Kount Inc.
+Added: and Appriss Insights, which is included in the 2021 consolidated financial statements of the Company and constituted 0.6% of consolidated total assets as of December 31, 2021 and 1.7% of revenues for the year then ended.
+Added: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Kount Inc.
+Added: and Appriss Insights.
+Added: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2021 and 2020, the related consolidated statements of income (loss), comprehensive income (loss), cash flows, and shareholders’ equity and accumulated other comprehensive loss for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February 24, 2022 expressed an unqualified opinion thereon.
Basis for Opinion
36 unchanged sentences
We believe that our audits provide a reasonable basis for our opinion.
−Removed: Change in Accounting Principle
−Removed: As discussed in Note 1 to the consolidated financial statements, the Company has elected to change its method of accounting for actuarial gains and losses and the calculation of expected return on plan assets related to all of its pension and other postretirement benefit plans during the year ended December 31, 2020.
−Removed: The Company adopted this change on a retrospective basis.
Critical Audit Matter
1 unchanged sentence
(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which they relate.
+Added: The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.
Goodwill impairment test for the Asia Pacific reporting unit
16 unchanged sentences
Twelve Months Ended
−Removed: 2020 2019 2018
−Removed: (In millions, except per share amounts) Revised Revised
+Added: (In millions, except per share amounts) 2021 2020 2019
Operating revenue $ 4,923.9 $ 4,127.5 $ 3,507.6
6 unchanged sentences
Interest expense ( 145.6 ) ( 141.6 ) ( 111.7 )
−Removed: Other income, net 150.2 33.3 25.9
+Added: Other (expense) income, net ( 43.2 ) 150.2 33.3
Consolidated income (loss) before income taxes 949.2 685.2 ( 413.8 )
−Removed: (Provision from) benefit for income taxes ( 159.0 ) 35.7 ( 53.4 )
+Added: (Provision for) benefit from income taxes ( 200.7 ) ( 159.0 ) 35.7
Consolidated net income (loss) 748.5 526.2 ( 378.1 )
12 unchanged sentences
2021 2020 2019
−Removed: Revised Revised
Equifax Shareholders Noncontrolling Interests Total Equifax Shareholders Noncontrolling Interests Total Equifax Shareholders Noncontrolling Interests Total
5 unchanged sentences
Change in cumulative gain from cash flow hedging transactions, net — — — 0.1 — 0.1 0.1 — 0.1
+Added: Other comprehensive income (loss) ( 124.0 ) ( 0.6 ) ( 124.6 ) 183.0 1.2 184.2 ( 20.0 ) ( 0.5 ) ( 20.5 )
Comprehensive income (loss) $ 620.2 $ 3.7 $ 623.9 $ 703.1 $ 7.3 $ 710.4 $ ( 404.1 ) $ 5.5 $ ( 398.6 )
1 unchanged sentence
CONSOLIDATED BALANCE SHEETS
−Removed: (In millions, except par values) Revised
+Added: (In millions, except par values) 2021 2020
Current assets:
53 unchanged sentences
Twelve Months Ended
−Removed: 2020 2019 2018
−Removed: (In millions) Revised Revised
+Added: (In millions) 2021 2020 2019
Operating activities:
4 unchanged sentences
Deferred income taxes 9.3 66.5 ( 82.7 )
−Removed: Gain on fair market value adjustment of equity investments ( 149.5 ) — —
+Added: Loss (gain) on fair market value adjustment of equity investments 63.6 ( 149.5 ) —
+Added: Gain on sale of asset ( 4.6 ) — —
+Added: Gain on divestiture ( 0.2 ) — —
Changes in assets and liabilities, excluding effects of acquisitions:
7 unchanged sentences
Cash received from sale of asset 4.9 — —
+Added: Cash received from divestitures 1.5 — —
Investment in unconsolidated affiliates, net — ( 10.0 ) ( 25.0 )
1 unchanged sentence
Financing activities:
−Removed: Net short-term repayments ( 0.7 ) ( 1.8 ) ( 959.2 )
+Added: Net short-term borrowings (repayments) 323.4 ( 0.7 ) ( 1.8 )
Payments on long-term debt ( 1,100.2 ) ( 125.0 ) ( 250.0 )
Proceeds from issuance of long-term debt 1,697.1 1,123.3 998.3
+Added: Treasury stock purchases ( 69.9 ) — —
Dividends paid to Equifax shareholders ( 190.0 ) ( 189.5 ) ( 188.7 )
2 unchanged sentences
Payment of taxes related to settlement of equity awards ( 57.3 ) ( 15.9 ) ( 10.5 )
−Removed: Payment of contingent consideration — — ( 1.5 )
Purchase of redeemable noncontrolling interests ( 11.2 ) ( 9.0 ) —
1 unchanged sentence
Other — 0.3 —
−Removed: Cash provided by (used in) financing activities 810.8 557.9 ( 311.0 )
+Added: Cash provided by financing activities 617.7 810.8 557.9
Effect of foreign currency exchange rates on cash and cash equivalents ( 14.2 ) 19.0 3.5
−Removed: Increase (decrease) in cash and cash equivalents 1,283.3 177.7 ( 112.8 )
+Added: (Decrease) increase in cash and cash equivalents ( 1,459.9 ) 1,283.3 177.7
Cash and cash equivalents, beginning of period 1,684.6 401.3 223.6
13 unchanged sentences
Balance, December 31, 2018 120.6 $ 236.6 $ 1,356.6 $ 4,425.9 $ ( 334.5 ) $ ( 2,571.0 ) $ ( 5.9 ) $ 47.9 $ 3,155.6
−Removed: Net income — — — 310.5 — — — 6.5 317.0
−Removed: Other comprehensive (loss) income — — — — ( 218.1 ) — — 5.8 ( 212.3 )
+Added: Net (loss) income — — — ( 384.1 ) — — — 6.0 ( 378.1 )
+Added: Other comprehensive loss — — — — ( 20.0 ) — — ( 0.5 ) ( 20.5 )
Shares issued under stock and benefit plans, net of minimum tax withholdings 0.6 — ( 2.1 ) — — 13.6 — — 11.5
3 unchanged sentences
Stock-based compensation expense — — 49.7 — — — — — 49.7
−Removed: Cumulative adjustment from change in accounting principle — — — ( 298.4 ) 302.6 — — — 4.2
Redeemable noncontrolling interest adjustment — — — 2.4 — — — ( 2.5 ) ( 0.1 )
Dividends paid to noncontrolling interests — — — — — — — ( 6.6 ) ( 6.6 )
−Removed: Purchase of noncontrolling interests — — ( 5.5 ) — ( 7.0 ) — — ( 16.7 ) ( 29.2 )
−Removed: Balance, December 31, 2018 (Revised) 120.6 236.6 1,356.6 4,425.9 ( 334.5 ) ( 2,571.0 ) ( 5.9 ) 47.9 3,155.6
−Removed: Net (loss) income — — — ( 384.1 ) — — — 6.0 ( 378.1 )
+Added: Other — — — — 0.1 — — — 0.1
+Added: Balance, December 31, 2019 121.2 236.6 1,405.1 3,854.6 ( 354.4 ) ( 2,557.4 ) ( 5.9 ) 44.3 2,622.9
+Added: Net income — — — 520.1 — — — 6.1 526.2
Other comprehensive loss — — — — 183.0 — — 1.2 184.2
4 unchanged sentences
Stock-based compensation expense — — 54.7 — — — — — 54.7
+Added: Cumulative adjustment from change in accounting principle — — — ( 0.4 ) — — — — ( 0.4 )
Redeemable noncontrolling interest adjustment — — — 1.5 — — — ( 1.5 ) —
Dividends paid to noncontrolling interests — — — — — — — ( 4.6 ) ( 4.6 )
−Removed: Balance, December 31, 2019 (Revised) 121.2 236.6 1,405.1 3,854.6 ( 354.4 ) ( 2,557.4 ) ( 5.9 ) 44.3 2,622.9
+Added: Purchase of noncontrolling interests — — ( 5.1 ) — — — — ( 3.9 ) ( 9.0 )
+Added: Other — — — 0.1 — — — 0.3 0.4
+Added: Balance, December 31, 2020 121.8 236.6 1,470.7 4,185.4 ( 171.4 ) ( 2,547.0 ) ( 5.9 ) 41.9 3,210.3
Net income — — — 744.2 — — — 4.3 748.5
−Removed: Other comprehensive income — — — — 183.0 — — 1.2 184.2
+Added: Other comprehensive loss — — — — ( 124.0 ) — — ( 0.6 ) ( 124.6 )
Shares issued under stock and benefit plans, net of minimum tax withholdings 0.7 — 11.9 — — ( 22.3 ) — — ( 10.4 )
+Added: Treasury stock purchased under share repurchase program ($ 197.52 per share)*
+Added: ( 0.4 ) — — — — ( 69.9 ) — — ( 69.9 )
Cash dividends ($ 1.56 per share)
2 unchanged sentences
Stock-based compensation expense — — 54.9 — — — — — 54.9
−Removed: Cumulative adjustment from change in accounting principle — — — ( 0.4 ) — — — — ( 0.4 )
Redeemable noncontrolling interest adjustment — — — 13.2 — — — ( 13.2 ) —
Dividends paid to noncontrolling interests — — — — — — — ( 6.5 ) ( 6.5 )
−Removed: Purchases of redeemable noncontrolling interests — — ( 5.1 ) — — — — ( 3.9 ) ( 9.0 )
+Added: Purchases of noncontrolling and redeemable noncontrolling interests — — ( 1.8 ) — — — — ( 9.4 ) ( 11.2 )
Other — — ( 0.2 ) — — — — 0.3 0.1
5 unchanged sentences
2021 2020 2019
−Removed: Revised Revised
(In millions)
2 unchanged sentences
( 1.9 ) ( 2.0 ) ( 0.9 )
−Removed: Cash flow hedging transactions, net of tax of $ 0.7 in 2020, 2019 and 2018, respectively
+Added: Cash flow hedging transactions, net of tax of $ 0.6 , $ 0.7 and $ 0.7 in 2021, 2020 and 2019, respectively
( 1.0 ) ( 1.0 ) ( 1.1 )
5 unchanged sentences
Nature of Operations.
−Removed: We collect, organize and manage various types of financial, demographic, employment and marketing information.
+Added: We collect, organize and manage various types of financial, demographic, employment, criminal history and marketing information.
Our products and services enable businesses to make credit and service decisions, manage their portfolio risk, automate or outsource certain payroll-related, tax and human resources business processes, and develop marketing strategies concerning consumers and commercial enterprises.
3 unchanged sentences
Argentina, Australia, Canada, Chile, Costa Rica, Ecuador, El Salvador, Honduras, India, Ireland, Mexico, New Zealand, Paraguay, Peru, Portugal, Spain, the United Kingdom, or U.K., Uruguay, and the United States of America, or U.S.
−Removed: We also offer Equifax branded credit services in Russia through a joint venture, have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, Malaysia, Singapore and the United Arab Emirates and have an investment in a consumer and commercial credit information company in Brazil.
−Removed: We develop, maintain and enhance secured proprietary information databases through the compilation of consumer specific data, including credit, income, employment, asset, liquidity, net worth and spending activity, and business data, including credit and business demographics, that we obtain from a variety of sources, such as credit granting institutions, and income and tax information primarily from large to mid-sized companies in the U.S.
+Added: We also offer Equifax-branded credit services in Russia through a joint venture, have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, Malaysia and Singapore and have an investment in a consumer and commercial credit information company in Brazil.
+Added: We develop, maintain and enhance secured proprietary information databases through the compilation of consumer specific data, including credit, income, employment, criminal history, asset, liquidity, net worth and spending activity, and business data, including credit and business demographics, that we obtain from a variety of sources, such as credit granting institutions, and income and tax information primarily from large to mid-sized companies in the U.S.
We process this information utilizing our proprietary information management systems.
9 unchanged sentences
Our Consolidated Financial Statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the periods presented therein.
−Removed: We manage our business and report our financial results through the following four reportable segments, which are our operating segments:
−Removed: Information Solutions, or USIS
+Added: We manage our business and report our financial results through the following three reportable segments, which are our operating segments:
• Workforce Solutions
+Added: Information Solutions, or USIS
• International
−Removed: • Global Consumer Solutions
−Removed: USIS is our largest reportable segment, with 36 % of total operating revenue for 2020.
+Added: Workforce Solutions is our largest reportable segment, with 42 % of total operating revenue for 2021.
Our most significant foreign operations are located in Australia, the U.K.
+Added: In the fourth quarter of 2021, we integrated our Global Consumer Solutions business into our USIS, Workforce Solutions and International operating segments.
+Added: consumer credit monitoring solutions businesses have been moved into the Online Information Solutions business of USIS with the U.S.
+Added: consumer identity theft protection business moved to the Employer Services business of Workforce Solutions.
+Added: All international consumer credit monitoring solutions businesses in Canada and Europe have been moved into the respective country operations within the International operating segment.
+Added: These changes in operating segments align with how we manage our business as of the fourth quarter of 2021.
+Added: All segment disclosures within this Form 10-K have been retrospectively restated to reflect the change in segments.
Use of Estimates.
1 unchanged sentence
Accordingly, we make these estimates and assumptions after exercising judgment.
−Removed: We believe that the estimates and assumptions inherent in our Consolidated Financial Statements are reasonable, based upon information available to us at the time they are made including the consideration of events that have occurred up until the point these Consolidated Financial Statements have been filed.
−Removed: These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities at the date of the financial statements,
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: as well as reported amounts of revenues and expenses during the reporting period.
+Added: believe that the estimates and assumptions inherent in our Consolidated Financial Statements are reasonable, based upon information available to us at the time they are made including the consideration of events that have occurred up until the point these Consolidated Financial Statements have been filed.
+Added: These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities at the date of the financial statements, as well as reported amounts of revenues and expenses during the reporting period.
Actual results could differ materially from these estimates.
27 unchanged sentences
We record revenue on a net basis for those sales in which we have in substance acted as an agent or broker in the transaction and therefore do not have control.
−Removed: In certain instances within our debt collections and recovery management services in our International operating segment and certain tax management services within our Workforce Solutions operating segment, variable consideration is constrained due to the fact that the revenue is contingent on a particular outcome.
−Removed: Within our debt collections and recovery
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: management businesses, revenue is calculated as a percentage of debt collected on behalf of the customer and, as such, is primarily recognized when the debt is collected assuming all other revenue recognition criteria are met.
+Added: In certain instances within our debt collections and recovery management services in our International operating segment and certain tax management services within our Workforce Solutions operating segment, variable consideration is constrained due to the fact that the revenue is contingent on a particular outcome.
+Added: Within our debt collections and recovery management businesses, revenue is calculated as a percentage of debt collected on behalf of the customer and, as such, is primarily recognized when the debt is collected assuming all other revenue recognition criteria are met.
Within our Workforce Solutions operating segment, the fees for certain of our tax credits and incentives revenue are based on a percentage of the credit delivered to our clients.
30 unchanged sentences
Selling, General and Administrative Expenses.
−Removed: Selling, general and administrative expenses consist primarily of personnel-related costs, restructuring costs, corporate costs, fees for professional and consulting services, advertising costs, and other costs of administration.
+Added: Selling, general and administrative expenses consist primarily of personnel-related costs, corporate costs, fees for professional and consulting services, advertising costs, restructuring costs and other costs of administration.
Advertising costs, which are expensed as incurred , totaled $ 70.2 million, $ 59.0 million and $ 51.9 million during 2021, 2020 and 2019, respectively.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Stock-Based Compensation.
1 unchanged sentence
All of our stock-based awards, which are stock options and nonvested stock, are classified as equity instruments.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Income Taxes.
21 unchanged sentences
Weighted-average shares outstanding (diluted) 123.6 122.8 122.0
−Removed: For the twelve months ended December 31, 2020, 2019 and 2018, 0.4 million, 1.1 million and 0.7 million stock options, respectively, were anti-dilutive and therefore excluded from this calculation.
+Added: For the twelve months ended December 31, 2021, stock options with an anti-dilutive effect were not material.
+Added: For the twelve months ended December 31, 2020 and 2019, 0.4 million and 1.1 million stock options, respectively, were anti-dilutive and therefore excluded from this calculation.
Cash Equivalents.
18 unchanged sentences
Other Current Assets.
−Removed: Other current assets on our Consolidated Balance Sheets included directors and officers liability insurance receivable for costs incurred to date related to the 2017 cybersecurity incident that are reimbursable and probable for recovery under our insurance coverage.
−Removed: As of December 31, 2019, the insurance receivable balance was approximately $ 112.4 million and we had accrued for the maximum remaining reimbursement amount allowed under the insurance policy.
−Removed: As of December 31, 2020 all amounts outstanding had been collected and the Company had no insurance receivables outstanding.
Other current assets also include certain current tax receivable accounts.
30 unchanged sentences
We estimate the undiscounted future cash flows arising from the use and eventual disposition of the related long-lived asset group.
−Removed: If the carrying value of the long-lived asset group exceeds the estimated future undiscounted cash flows, an impairment loss is
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: recorded based on the amount by which the asset group’s carrying amount exceeds its fair value.
+Added: If the carrying value of the long-lived asset group exceeds the estimated future undiscounted cash flows, an impairment loss is recorded based on the amount by which the asset group’s carrying amount exceeds its fair value.
We utilize estimates of discounted future cash flows to determine the asset group’s fair value.
We did not record any material impairment losses of long-lived assets in any of the periods presented.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Goodwill and Indefinite-Lived Intangible Assets.
35 unchanged sentences
All of our other purchased intangible assets are also amortized on a straight-line basis.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Asset Useful Life
1 unchanged sentence
Acquired software and technology 2 to 7
−Removed: Non-compete agreements 5
+Added: Non-compete agreements 4 to 5
Proprietary database 6 to 15
1 unchanged sentence
Trade names 2 to 15
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other Assets.
−Removed: Other assets on our Consolidated Balance Sheets primarily represents our investment in unconsolidated affiliates, the long-term portion of the Company’s operating lease right-of-use assets, assets related to life insurance policies covering certain officers of the Company, and employee benefit trust assets.
+Added: Other assets on our Consolidated Balance Sheets primarily represent our investment in unconsolidated affiliates, the long-term portion of the Company’s operating lease right-of-use assets, assets related to life insurance policies covering certain officers of the Company and employee benefit trust assets.
Equity Investment .
−Removed: We record our equity investment in Brazil within Other Assets using the measurement method of cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions.
−Removed: As the fair value of the investment has not historically been readily determinable, our investment has been recorded at cost, less impairment.
−Removed: On September 30, 2020, the company in which we are invested in Brazil underwent an initial public offering and began to trade publicly in Brazil.
−Removed: The carrying value of the investment has been adjusted to $ 127.7 million based on observable Level 1 inputs as of December 31, 2020, resulting in an unrealized gain of $ 116.6 million for the twelve months December 31, 2020.
+Added: We record our equity investment in Brazil within Other Assets at fair value, using observable Level 1 inputs.
+Added: The carrying value of the investment has been adjusted to $ 56.4 million as of December 31, 2021 based on quoted market prices, resulting in an unrealized loss of $ 64.0 million for the twelve months December 31, 2021.
+Added: The carrying value of the investment was $ 127.7 million as of December 31, 2020, resulting in an unrealized gain of $ 116.6 million for the twelve months ended December 31, 2020.
All unrealized gains or losses on the investment are recorded in Other Income (Expense), Net within the Consolidated Statements of Income (Loss).
18 unchanged sentences
As such, Argentina was deemed a highly inflationary economy by accounting policymakers.
−Removed: Beginning in the third quarter of 2018, we accounted for Argentina as a highly inflationary economy by remeasuring the peso denominated monetary assets and liabilities which resulted in the recognition of $ 0.5 million, $ 1.0 million and $ 1.8 million of foreign currency losses that were recorded in other income, net in our Consolidated Statements of Income (Loss) for the twelve months ended December 31, 2020, 2019 and 2018, respectively.
+Added: Beginning in the third quarter of 2018, we accounted for Argentina as a highly inflationary economy by remeasuring the peso denominated monetary assets and liabilities which resulted in the recognition of $ 0.8 million of foreign currency gains for December 31, 2021 and foreign currency losses of $ 0.5 million and $ 1.0 million for the twelve months ended December 31, 2020 and 2019, respectively, recorded in other income, net in our Consolidated Statements of Income (Loss).
Other than Argentina, we translate the assets and liabilities of foreign subsidiaries at the year-end rate of exchange and revenue and expenses at the monthly average rates during the year.
We record the resulting translation adjustment in other comprehensive loss, included in accumulated other comprehensive loss, a component of shareholders’ equity.
−Removed: We also record gains and losses resulting from the translation of intercompany balances of a long-term investment nature in foreign currency
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: translation in other comprehensive loss and accumulated other comprehensive loss.
−Removed: In the years ended December 31, 2020, 2019 and 2018, we recorded $ 7.5 million, $ 3.0 million and $ 1.6 million of foreign currency transaction losses in our Consolidated Statements of Income (Loss), respectively.
+Added: We also record gains and losses resulting from the translation of intercompany balances of a long-term investment nature in foreign currency translation in other comprehensive loss and accumulated other comprehensive loss.
+Added: For the year ended December 31, 2021, we recorded $ 2.6 million of foreign currency transaction gains and for the years ended December 31, 2020 and 2019, we recorded foreign currency transactions losses of $ 7.5 million and $ 3.0 million, respectively, in our Consolidated Statements of Income (Loss), respectively.
Financial Instruments.
3 unchanged sentences
As of December 31, 2021 and 2020, the fair value of our long-term debt, including the current portion, based on observable inputs was $ 5.2 billion and $ 4.8 billion, respectively, compared to its carrying value of $ 5.0 billion and $ 4.4 billion, respectively.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fair Value Measurements.
22 unchanged sentences
Variable Interest Entities.
−Removed: We hold interests in certain entities, including credit data, information solutions, debt collections and recovery management ventures and an identity authentication company, that are considered variable interest entities, or VIEs.
+Added: We hold interests in certain entities, including credit data, information solutions and an identity authentication company, that are considered variable interest entities, or VIEs.
These variable interests relate to ownership interests that require financial support for these entities.
Our investments related to these VIEs totaled $ 30.2 million at December 31, 2021, representing our maximum exposure to loss, with the exception of the guarantees referenced in Note 6.
−Removed: We are not the primary beneficiary and are not required to consolidate any of these VIEs, with the exception of a debt collections and recovery management venture, for which we meet the consolidation criteria under ASC 810.
−Removed: In regards to that consolidated VIE, we have a 75 % equity ownership interest and control of the activities that most significantly impact the VIE’s economic performance.
−Removed: The assets and liabilities of the VIE for which we are the primary beneficiary were not significant to the Company’s consolidated financial statements.
−Removed: In evaluating whether we have the power to direct the activities of a VIE that most significantly impact its economic performance, we consider the purpose for which the VIE was created, the importance of each of the activities in which it is
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: engaged and our decision-making role, if any, in those activities that significantly determine the entity’s economic performance as compared to other economic interest holders.
+Added: We are not the primary beneficiary and are not required to consolidate any of these VIEs.
+Added: In evaluating whether we have the power to direct the activities of a VIE that most significantly impact its economic performance, we consider the purpose for which the VIE was created, the importance of each of the activities in which it is engaged and our decision-making role, if any, in those activities that significantly determine the entity’s economic performance as compared to other economic interest holders.
This evaluation requires consideration of all facts and circumstances relevant to decision-making that affects the entity’s future performance and the exercise of professional judgment in deciding which decision-making rights are most important.
6 unchanged sentences
Redeemable noncontrolling interest adjustments to the redemption values are reflected in retained earnings.
−Removed: The adjustment of redemption value at the period end that reflects a redemption value in excess of fair value is included as an adjustment to net income attributable to Equifax stockholders for the purposes of the calculation of earnings per share.
+Added: The adjustment of redemption value at the period end that reflects a redemption value in excess of fair value is included as an adjustment to net income attributable to Equifax stockholders for the purposes of the calculation
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: of earnings per share.
No ne of the current period adjustments reflect a redemption in excess of fair value.
5 unchanged sentences
ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses.
−Removed: ASU 2016-13 is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019.
+Added: ASU 2016-13 was effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019.
As of January 1, 2020, we adopted the standard.
19 unchanged sentences
The ASC 350-40 guidance requires that certain costs incurred during the application development stage be capitalized and other costs incurred during the preliminary project and post-implementation stages be expensed as they are incurred.
−Removed: ASU 2018-15 is effective for fiscal years
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: beginning after December 15, 2019 and interim periods therein.
+Added: ASU 2018-15 is effective for fiscal years beginning after December 15, 2019 and interim periods therein.
The adoption of the standard did not have a material impact on our consolidated financial statements.
−Removed: In February 2016, the FASB issued ASU 2016-02 “Leases (Topic 842).” This standard requires lessees to record most leases on their balance sheets and expenses on their income statements in a manner similar to current lease accounting.
−Removed: The guidance also eliminates current real estate-specific provisions for all entities.
−Removed: For lessors, the guidance modifies the classification criteria and the accounting for sales-type and direct financing leases.
−Removed: All entities will classify leases to determine how to recognize lease-related revenue and expense.
−Removed: The guidance became effective for fiscal years and interim reporting periods beginning after December 15, 2018.
−Removed: In July 2018, the FASB approved an additional optional transition method by allowing entities to initially apply the new lease standard at the adoption date.
−Removed: As of January 1, 2019, we adopted the standard using this optional transition method.
−Removed: The adoption of the standard did not have a material impact on our consolidated financial statements with the most significant impact being the recognition of right-of-use assets and lease liabilities for operating leases in other assets, net and other current and long-term liabilities, respectively, in our Consolidated Balance Sheets.
−Removed: We have applied the available package of practical expedients, as well as the election not to apply recognition and measurement requirements to short-term leases.
−Removed: See Note 12 for further details.
−Removed: In August 2017, the FASB issued ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities (Topic 815).” The amendments in ASU 2017-12 provide targeted improvements to the accounting for hedging activities to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results.
−Removed: The adoption of ASU 2017-12 is effective for annual periods beginning after December 15, 2018, although early adoption is permitted.
−Removed: This guidance must be applied on a prospective basis.
−Removed: The adoption of this guidance did not have an impact on our financial position, results of operations or cash flows.
Recent Accounting Pronouncements.
+Added: Business Combinations .
+Added: In October 2021, the FASB issued ASU No.
+Added: 2021-08 “Business Combinations (Topic 805):
+Added: Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” The update provides clarifying guidance to reduce diversity in practice stating that contract assets and contract liabilities acquired in business combinations should be measured in accordance with Accounting Standards topic 606, rather than the fair value principles of Accounting Standards topic 805.
+Added: ASU 2021-08 is effective for all public business entities for annual periods beginning after December 15, 2022, although early adoption is permitted.
+Added: This guidance must be applied on a prospective basis.
+Added: The adoption of this guidance is not expected to have a material impact on our financial position, results of operations or cash flows.
Reference Rate Reform .
4 unchanged sentences
We are still evaluating the impact, but do not expect the adoption of the standard to have a material impact on our Consolidated Financial Statements.
−Removed: Change in Accounting Principle.
−Removed: In the fourth quarter of 2020, we voluntarily changed our method of accounting for recognizing actuarial gains and losses and expected return on plan assets for our defined benefit pension and other postretirement benefit plans.
−Removed: Under the accounting method change, remeasurement of projected benefit obligation and plan assets are immediately recognized in earnings through net periodic benefit cost within Other Income (Expense) on the Consolidated Statements of Income (Loss), with pension and postretirement plans to be remeasured annually in the fourth quarter or on an interim basis as triggering events require remeasurement.
−Removed: In addition, we changed our accounting for measuring the market-related value of plan assets from a calculated amount to fair value, no longer recognizing the difference between expected return on assets and actual return on assets over a five year period.
−Removed: Prior to this accounting method change, unrecognized actuarial gains and losses were included in Accumulated Other Comprehensive Loss on the Consolidated Balance Sheet and were amortized into earnings over the average remaining service period of active employees expected to receive benefits under the plan.
−Removed: We also determined the market-related value of plan assets based on a calculated market adjustment to reflect investment gains and losses during each of the last five years, with differences between expected and actual return on plan assets recognized at a rate of 20% per year.
−Removed: While the historical accounting principle was acceptable, we believe that the current accounting policies provide a better representation of the operating results of the Company and the economic performance of plan assets in relation to the measurement of its benefit obligations for the period.
−Removed: The changes in accounting will more clearly reflect the current period impact of the Company’s pension asset investment strategy to readers of the financial statements.
−Removed: This change has been applied on a retrospective basis for all prior years presented.
−Removed: As of January 1, 2018, the cumulative effect of this change resulted in a $ 302.6 million decrease to retained earnings and a corresponding $ 302.6 million decrease to Accumulated Other Comprehensive Loss.
−Removed: The impact of the change in accounting principle on current and prior period financial information is detailed further in Notes 14 and 15.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6 unchanged sentences
(In millions)
+Added: Verification Services $ 1,608.9 $ 1,103.2 $ 700.1 $ 505.7 46 % $ 403.1 58 %
+Added: Employer Services 426.5 $ 358.5 271.0 68.0 19 % 87.5 32 %
+Added: Total Workforce Solutions 2,035.4 $ 1,461.7 971.1 573.7 39 % 490.6 51 %
Online Information Solutions 1,349.8 1,296.4 1,177.9 53.4 4 % 118.5 10 %
2 unchanged sentences
Information Solutions 1,786.7 1,711.2 1,531.2 75.5 4 % 180.0 12 %
−Removed: Verification Services 1,103.2 700.1 567.0 403.1 58 % 133.1 23 %
−Removed: Employer Services 334.7 249.6 259.8 85.1 34 % ( 10.2 ) ( 4 ) %
−Removed: Total Workforce Solutions 1,437.9 949.7 826.8 488.2 51 % 122.9 15 %
Asia Pacific 356.0 296.5 300.1 59.5 20 % ( 3.6 ) ( 1 ) %
3 unchanged sentences
Total International 1,101.8 954.6 1,005.3 147.2 15 % ( 50.7 ) ( 5 ) %
−Removed: Global Consumer Solutions 345.0 359.9 371.8 ( 14.9 ) ( 4 ) % ( 11.9 ) ( 3 ) %
Total operating revenue $ 4,923.9 $ 4,127.5 $ 3,507.6 $ 796.4 19 % $ 619.9 18 %
1 unchanged sentence
2021 Acquisitions and Investments.
+Added: On February 10, 2021, the Company acquired 100 % of Kount, a provider of fraud prevention and digital identity solutions for $ 640 million within the USIS business unit.
+Added: Additionally in the first quarter of 2021, the Company acquired 100 % of HIREtech and i2Verify within the Workforce Solutions business unit as well as a small acquisition and purchase of the remaining noncontrolling interest of a business within our International business unit.
+Added: In the third quarter of 2021, the Company acquired 100 % of Health e(fx) and Teletrack within the Workforce Solutions and USIS business units, respectively, as well as the purchase of the remaining noncontrolling interest of a business within our International business unit.
+Added: Additionally, the Company acquired 100 % of Appriss Insights on October 1, 2021, for cash consideration of approximately $ 1.825 billion.
+Added: Appriss Insights is a source of risk and criminal justice intelligence information and will be reported within the Workforce Solutions business unit.
+Added: All of these acquisitions expand the Company's data assets as well as product offerings.
+Added: The purchase price allocations for these acquisitions are not yet finalized and open areas consist of income taxes and working capital for all acquisitions and purchased intangibles for Appriss Insights.
+Added: Accordingly, adjustments may be made to the values of the assets acquired and liabilities assumed as additional information is obtained about the facts and circumstances that existed at the valuation date.
+Added: 2020 Acquisitions and Investments.
In February 2020, we acquired the remaining 40.6 % interest in our India joint venture.
9 unchanged sentences
The following table summarizes the estimated fair value of the net assets acquired and the liabilities assumed at the acquisition dates during 2021 and 2020.
+Added: 2021 2020 (3)
(In millions)
8 unchanged sentences
(1) Identifiable intangible assets are further disaggregated in the following table.
+Added: (2) The goodwill related to the 2021 acquisitions were recognized in the Workforce Solutions, USIS and International operating segments.
+Added: $ 1.4 billion of goodwill related to 2021 acquisitions, with the exception of goodwill related to Kount within USIS and AccountScore within International, was tax deductible.
The goodwill related to the 2020 acquisitions were recognized in the International and USIS operating segments.
The goodwill related to the International and USIS acquisitions in 2020 are not deductible for tax purposes.
−Removed: The goodwill related to PayNet is included in the USIS and International operating segments and the goodwill related to the other 2019 acquisitions is included in the Workforce Solutions operating segment.
−Removed: The goodwill related to PayNet and the Workforce Solutions acquisitions in 2019 are not deductible for tax purposes.
(3) The above reflects the total net assets recorded from the purchase of the remaining interest of the India joint venture, inclusive of the gain due to remeasurement of the prior equity interest.
2 unchanged sentences
(in millions) (in years) (in millions) (in years)
+Added: Proprietary database $ 562.3 14.5 $ 48.2 12.3
+Added: Purchased data files 207.0 15.0 — 0.0
Customer relationships 160.7 10.0 10.6 10.0
Acquired software and technology 146.3 6.0 0.3 3.0
−Removed: Proprietary database 48.2 12.3 68.6 6.9
−Removed: Non-compete agreements 0.1 5.0 4.0 5.0
Trade names and other intangible assets 11.3 2.0 0.3 2.0
+Added: Non-compete agreements 6.5 4.5 0.1 5.0
Total acquired intangibles $ 1,094.1 12.6 $ 59.5 11.7
6 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: During 2020, we acquired the remaining interest in our India joint venture whose goodwill was allocated to the International operating segment, and an acquisition for which the acquired goodwill was allocated to the USIS operating segment.
−Removed: During 2019, we completed the acquisition of PayNet whose goodwill was allocated to the USIS and International operating segments, and various other acquisitions for which the acquired goodwill was allocated to the Workforce Solutions operating segment.
+Added: In the fourth quarter of 2021, we integrated our Global Consumer Solutions business into our USIS, Workforce Solutions and International operating segments.
+Added: consumer credit monitoring solutions businesses were moved to USIS with the U.S.
+Added: consumer identity theft protection business moved to Workforce Solutions.
+Added: All international consumer credit marketing solutions businesses have been moved into the Canada and Europe reporting units based on the geographical location of customers.
+Added: These changes in reporting units align with how we plan to manage our business going forward.
+Added: To reflect this new organizational structure, we have reallocated goodwill from the legacy Global Consumer Solutions reporting unit to the USIS, Workforce Solutions, Canada and Europe reporting units based on relative fair value.
+Added: A change in reporting units requires that goodwill be tested for impairment.
+Added: During 2021, we performed a goodwill impairment test prior to and following the reallocation of goodwill, which resulted in no impairment for all reporting units.
+Added: During 2021, we acquired Appriss Insights, HIREtech, i2Verify and Health e(fx) within the Workforce Solutions operating segment.
+Added: We acquired Kount and Teletrack within the USIS operating segment.
+Added: We acquired AccountScore, as well as the remaining noncontrolling interest of businesses within our International segment.
+Added: During 2020, we acquired the remaining interest in our India joint venture in our International operating segment and completed an additional acquisition in our USIS operating segment.
Changes in the amount of goodwill for the twelve months ended December 31, 2021 and 2020, are as follows:
−Removed: Solutions International Workforce Solutions Global Consumer Solutions Total
+Added: Workforce Solutions U.S.
+Added: Solutions International Total
(In millions)
7 unchanged sentences
Foreign currency translation — — ( 79.1 ) ( 79.1 )
+Added: Divestitures — — ( 1.3 ) ( 1.3 )
Balance, December 31, 2021 $ 2,365.4 $ 1,900.1 $ 1,992.6 $ 6,258.1
6 unchanged sentences
Our 2021 annual impairment test completed during the third quarter of 2021 resulted in no impairment of indefinite-lived intangible assets.
−Removed: (In millions)
−Removed: Balance, December 31, 2018 $ 94.8
−Removed: Foreign currency translation 0.1
−Removed: Balance, December 31, 2019 $ 94.9
−Removed: Foreign currency translation —
−Removed: Balance, December 31, 2020 $ 94.9
+Added: As of December 31, 2021 and 2020, these assets were approximately $ 94.9 million.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
8 unchanged sentences
Purchased data files $ 1,103.1 $ ( 466.0 ) $ 637.1 $ 913.7 $ ( 399.2 ) $ 514.5
−Removed: Acquired software and technology 115.3 ( 106.6 ) 8.7 110.1 ( 84.0 ) 26.1
−Removed: Customer relationships 680.1 ( 331.4 ) 348.7 673.0 ( 305.1 ) 367.9
−Removed: Reacquired rights — — — — — —
Proprietary database 710.2 ( 59.3 ) 650.9 148.6 ( 30.7 ) 117.9
−Removed: Non-compete agreements 6.5 ( 3.5 ) 3.0 7.8 ( 3.5 ) 4.3
+Added: Customer relationships 805.2 ( 354.9 ) 450.3 680.1 ( 331.4 ) 348.7
+Added: Acquired software and technology 160.0 ( 18.9 ) 141.1 115.3 ( 106.6 ) 8.7
Trade names and other intangible assets 23.9 ( 12.6 ) 11.3 14.4 ( 9.4 ) 5.0
+Added: Non-compete agreements 11.0 ( 3.7 ) 7.3 6.5 ( 3.5 ) 3.0
Total definite-lived intangible assets $ 2,813.4 $ ( 915.4 ) $ 1,898.0 $ 1,878.6 $ ( 880.8 ) $ 997.8
7 unchanged sentences
(In millions)
+Added: Commercial paper (“CP”) $ 321.9 $ —
Notes, 2.30 %, due June 2021
−Removed: $ 500.0 $ 500.0
Notes, 3.60 %, due Aug 2021
5 unchanged sentences
Notes, 3.25 %, due June 2026
+Added: Term loan, due August 2026 700.0 —
Debentures, 6.90 %, due July 2028
Notes, 3.1 %, due May 2030
+Added: Notes, 2.35 %, due September 2031
Notes, 7.00 %, due July 2037
7 unchanged sentences
(In millions)
−Removed: 2021 $ 1,101.1
Thereafter 1,975.0
Total debt $ 5,325.1
+Added: 2.35 % Senior Notes.
+Added: On August 11, 2021, we issued $ 1.0 billion aggregate principal amount of 2.35 % ten-year Senior Notes due 2031 (the “2031 Notes”) in an underwritten public offering.
+Added: Interest on the 2031 Notes accrues at a rate of 2.35 % per year and is payable semi-annually in arrears on March 15 and September 15 of each year, beginning on March 15, 2022.
+Added: The net proceeds of the sale of the 2031 Notes were used to repay the $ 300.0 million 3.6 % Senior Notes due 2021 and $ 300.0 million Floating Rate Notes due 2021.
+Added: The remaining proceeds were used for general corporate purposes, including the repayment of borrowings under our CP program and the funding of acquisitions, including the Company’s $ 1.825 billion acquisition of Appriss Insights.
+Added: We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
+Added: The 2031 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.
2.6 % and 3.1 % Senior Notes.
On April 22, 2020, we issued $ 400.0 million aggregate principal amount of 2.6 % five-year Senior Notes due 2025 (the "2025 Notes") and $ 600.0 million aggregate principal amount of 3.1 % ten-year Senior Notes due 2030 (the "2030 Notes") in an underwritten public offering.
−Removed: Interest on the 2025 Notes accrues at a rate of 2.6 % per year and is payable semi-annually in arrears on June 15 and December 15 of each year.
+Added: Interest on the 2025 Notes accrues at a rate of 2.6 % per year
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: and is payable semi-annually in arrears on June 15 and December 15 of each year.
Interest on the 2030 Notes accrues at a rate of 3.1 % per year and is payable semi-annually in arrears on May 15 and November 15 of each year.
−Removed: The net proceeds of the sale of the notes were used to repay borrowings under our Receivables Facility and Revolver, while the remaining funds are intended for general corporate purposes, which may include the repayment of a portion of the 2021 debt maturities.
+Added: The net proceeds of the sale of the notes were used to repay borrowings under our Receivables Facility and Revolver, while the remaining funds were used for general corporate purposes, including the repayment of a portion of the 2021 debt maturities.
We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
2 unchanged sentences
On November 15, 2019, we issued $ 750.0 million aggregate principal amount of 2.6 % five -year Senior Notes due 2024 (the “2024 Notes”) in an underwritten public offering.
−Removed: Interest on the 2024 Notes accrue at a rate of 2.6 % per year and will be payable semi-annually in arrears on June 1 and December 1 of each year of each year.
−Removed: The net proceeds of the sale of the notes were used to repay borrowings under our Receivables Facility and our Commercial Paper program and for general corporate purposes.
−Removed: We must comply with various non-financial covenants, including certain
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
+Added: Interest on the 2024 Notes accrues at a rate of 2.6 % per year and is payable semi-annually in arrears on June 1 and December 1 of each year of each year.
+Added: The net proceeds of the sale of the notes were used to repay borrowings under our Receivables Facility and our CP program and for general corporate purposes.
+Added: We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
The 2024 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.
1 unchanged sentence
In May 2018, we issued $ 300.0 million aggregate principal amount of 3.6 % Senior Notes due 2021 (the “2021 Notes”), $ 400.0 million aggregate principal amount of 3.95 % Senior Notes due 2023 (the “2023 Notes”), and $ 300.0 million aggregate principal amount Floating Rate Notes due 2021 (the “Floating Rate Notes”) in an underwritten public offering.
−Removed: Interest on the 2021 Notes accrues from their date of issuance at a rate of 3.6 % per year and is payable in cash semi-annually in arrears on February 15 and August 15 of each year and began on February 15, 2019.
−Removed: Interest on the 2023 Notes accrues from their date of issuance at a rate of 3.95 % per year and is payable in cash semi-annually in arrears on June 15 and December 15 of each year and began on December 15, 2018.
−Removed: Interest on the Floating Rate Notes for a particular interest period will be a rate equal to three-month LIBOR on the interest determination date plus 0.87 % per annum and is payable in cash quarterly in arrears on February 15, May 15, August 15, and November 15 of each year and began on August 15, 2018.
−Removed: The net proceeds of the sale of the notes were used to repay borrowings under our Revolver, our prior $ 800.0 million three -year delayed draw term loan facility (“Term Loan”) and our CP program.
+Added: Interest on the 2021 Notes accrued from their date of issuance at a rate of 3.6 % per year and was payable in cash semi-annually in arrears on February 15 and August 15 of each year.
+Added: Interest on the 2023 Notes accrues from their date of issuance at a rate of 3.95 % per year and is payable in cash semi-annually in arrears on June 15 and December 15 of each year beginning on December 15, 2018.
+Added: Interest on the Floating Rate Notes for a particular interest period was a rate equal to three-month LIBOR on the interest determination date plus 0.87 % per annum and was payable in cash quarterly in arrears on February 15, May 15, August 15, and November 15 of each year.
+Added: The net proceeds of the sale of the 2021 Notes, 2023 Notes and Floating Rate Notes were used to repay borrowings under our Revolver, our prior $ 800.0 million three -year delayed draw term loan facility (“Term Loan”) and our CP program.
We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
−Removed: The 2021 Notes, 2023 Notes and Floating Rate Notes are unsecured and rank equally with all of our unsecured and unsubordinated indebtedness.
−Removed: Senior Credit Facility.
−Removed: In September 2018, the Company entered into a $ 1.1 billion five -year unsecured revolving credit facility with a group of financial institutions, which will mature in September 2023 (the “Revolver”).
−Removed: The Revolver replaced the Company’s previous $ 900 million unsecured revolving credit facility that was scheduled to mature in November 2020.
−Removed: Borrowings under the Revolver may be used for general corporate purposes, including working capital, capital expenditures, acquisitions and share repurchase programs.
−Removed: The Revolver has an accordion feature that allows us to request an increase in the total commitment to $ 1.6 billion.
−Removed: The Revolver includes an option to request a maximum of two one -year extensions of the maturity date, any time after the first anniversary of the Revolver closing.
−Removed: Availability of the Revolver is reduced by the outstanding principal balance of our commercial paper notes and by any letters of credit issued under the facility.
−Removed: As of December 31, 2020, there were $ 0.7 million of letters of credit issued under the Revolver, no borrowings on the Revolver, and no commercial paper borrowings.
−Removed: Availability under the Revolver was $ 1.1 billion at December 31, 2020.
−Removed: Under the Revolver, the Company must comply with various financial and non-financial covenants.
−Removed: The financial covenants require the Company to maintain a maximum leverage ratio, defined as consolidated funded debt divided by consolidated EBITDA (as set forth in the applicable credit agreement) for the preceding four quarters, of not more than 3.5 to 1.0.
−Removed: The Company may, subject to the terms of the Revolver, increase the covenant by 0.5 (i.e.
−Removed: to 4.0 to 1.0) for a four consecutive fiscal quarter period following a material acquisition.
−Removed: On April 10, 2020, we amended our existing revolving credit facility to increase the maximum leverage ratio to provide additional financial flexibility.
−Removed: The amendment increases the maximum leverage ratio, defined as consolidated funded debt divided by consolidated EBITDA for the preceding four quarters, to (i) 4.5 to 1.0 for fiscal quarters ending on June 30, 2020 through and including September 30, 2021 and (ii) 4.0 to 1.0 for the fiscal quarter ending on December 31, 2021.
−Removed: The maximum leverage ratio will return to 3.5 to 1.0 beginning with the fiscal quarter ending March 31, 2022 and thereafter.
+Added: The 2021 Notes, 2023 Notes and Floating Rate Notes were unsecured and rank equally with all of our unsecured and unsubordinated indebtedness.
+Added: In August 2021, we repaid the 2021 Notes and Floating Rate Notes using the proceeds from the 2031 Notes.
+Added: Senior Credit Facilities.
+Added: In August 2021, the Company refinanced the existing unsecured revolving credit facility of $ 1.1 billion set to expire September 2023 and entered into a new $ 1.5 billion five-year unsecured revolving credit facility and a new $ 700.0 million delayed draw term loan, collectively known as the “Senior Credit Facilities,” both which mature in August 2026.
+Added: Borrowings under the Senior Credit Facilities may be used for working capital, for capital expenditures, to refinance existing debt, to finance acquisitions, including the acquisition of Appriss Insights, and for other general corporate purposes.
+Added: The Revolver includes an option to request a maximum of three one-year extensions of the maturity date any time after the first anniversary of the closing date of the Revolver.
+Added: Availability of the Revolver is reduced by the outstanding principal balance of our CP notes and by any letters of credit issued under the Revolver.
+Added: As of December 31, 2021, there were $ 321.9 million of outstanding CP notes, $ 0.7 million of letters of credit outstanding, no outstanding borrowings under the Revolver and $ 700.0 million outstanding under the Term Loan.
+Added: Availability under the Revolver was $ 1,177.4 million at December 31, 2021.
+Added: Under the Senior Credit Facilities, the Company must comply with various financial and non-financial covenants.
+Added: The Senior Credit Facilities include a maximum leverage ratio, defined as consolidated funded debt divided by consolidated EBITDA for the preceding four quarters, of (i) 3.75 to 1.0 initially, (ii) 4.25 to 1.0 for the first fiscal quarter ending after the consummation of the Company’s acquisition of Appriss Insights on October 1, 2021 (the “Appriss Closing Date”), until the fourth fiscal quarter ending after the Appriss Closing Date, (iii) 4.0 to 1.0 for the fifth fiscal quarter ending after the Appriss Closing Date until the sixth fiscal quarter ending after the Appriss Closing Date and (iv) 3.75 to 1.0 for the seventh fiscal quarter ending after the Appriss Closing Date and through the remaining term of the Revolver.
+Added: We may also elect to increase the maximum leverage ratio by 0.5 to 1.0 (subject to a maximum leverage ratio of 4.75 to 1.0) in connection with certain material acquisitions if we satisfy certain requirements.
+Added: The Senior Credit Facilities also permit cash in excess of $ 175 million to be netted against debt in the calculation of the leverage ratio, subject to certain restrictions.
Compliance with this financial covenant is tested quarterly.
−Removed: The non-financial covenants include limitations on liens, subsidiary debt, mergers, liquidations, asset dispositions, acquisitions, certain restricted payments, transactions with affiliates, certain accounting changes, restricting subsidiary dividends and distributions, hedging agreements, and certain government regulations.
−Removed: As of December 31, 2020, we were in compliance with our covenants under the Revolver.
+Added: The non-financial covenants include limitations on liens, subsidiary debt, mergers, liquidations, asset dispositions and certain government regulations.
+Added: As of December 31, 2021, we were in compliance with our covenants under the Revolver and Term Loan.
Our borrowings under these facilities, which have not been guaranteed by any of our subsidiaries, are unsecured and will rank on parity in right of payment with all of our other unsecured and unsubordinated indebtedness from time to time outstanding.
−Removed: At December 31, 2020, interest was payable on borrowings under the Revolver at the base rate or London Interbank Offered Rate, or LIBOR, plus a specified margin.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: At December 31, 2021, interest was payable on borrowings under the Revolver and Term Loan at the base rate or London Interbank Offered Rate, or LIBOR, plus a specified margin.
The Company is required to pay on a quarterly basis a commitment fee with respect to our Revolver, which is calculated based upon the amount of daily usage of the Revolver over the available aggregate lender commitments thereunder during the applicable quarterly period.
1 unchanged sentence
Commercial Paper Program.
−Removed: In the second quarter of 2019, we increased our CP program to $ 1.1 billion.
−Removed: 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.
+Added: In the third quarter of 2021, we increased the size of our CP program from $ 1.1 billion to $ 1.5 billion, consistent with the increase in our Revolver.
+Added: The $ 1.5 billion CP program has been established through the private placement of CP notes from time-to-time, in which borrowings may bear interest at either a variable rate or a fixed rate, plus the applicable margin.
Maturities of CP can range from overnight to 397 days.
−Removed: Because the CP program is backstopped by the Revolver, 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 Revolver.
−Removed: At December 31, 2020, there were no CP notes outstanding.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Receivables Funding Facility.
−Removed: In the fourth quarter of 2017, Equifax entered a $ 225.0 million receivables funding facility (the “Receivables Facility”) which had an original maturity in 2019 and was amended in December 2019 to extend the maturity to December 2022.
−Removed: Under the Receivables Facility, Equifax and certain of its U.S.
−Removed: subsidiaries sold the eligible third-party receivables of its U.S.
−Removed: based business, to Equifax Receivables Funding LLC, a consolidated, wholly-owned, bankruptcy-remote subsidiary that subsequently transferred, without recourse, an undivided interest in these accounts receivable to investors.
−Removed: The investors had no recourse to the Company’s other assets except for customary repurchase, warranty and indemnity claims.
−Removed: Creditors of Equifax did not have recourse to the assets of Equifax Receivables Funding LLC.
−Removed: The Receivables Facility contained standard representations, warranties and covenants made by Equifax and its U.S.
−Removed: subsidiaries in connection with the sale of the receivables, and any repurchase, warranty or indemnity obligations of the U.S.
−Removed: subsidiaries in connection with the sale of the receivables (but no obligations of Equifax Receivables Funding LLC) were guaranteed by Equifax.
−Removed: In November 2020, we terminated the Receivables Facility.
+Added: Because the CP is backstopped by our Revolver, the amount of CP which may be issued under the program is reduced by the outstanding face amount of any letters of credit issued and by the outstanding borrowings under our Revolver.
+Added: At December 31, 2021, there were $ 321.9 million of outstanding CP notes.
2.3 % and 3.25 % Senior Notes.
1 unchanged sentence
Interest is payable semi-annually in arrears on June 1 and December 1 of each year.
−Removed: The net proceeds of the sale of the notes were used to repay borrowings under our prior revolving credit facility and a portion of the borrowings under our commercial paper program incurred to finance the acquisition of Veda.
+Added: The net proceeds of the sale of the notes were used to repay borrowings under our prior revolving credit facility and a portion of the borrowings under our CP incurred to finance the acquisition of Veda.
We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
The senior notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.
+Added: In May 2021, we repaid the 2.3 % Senior Notes with cash on hand.
7.0 % Senior Notes.
1 unchanged sentence
Interest is payable semi-annually in arrears on January 1 and July 1 of each year.
−Removed: 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.
+Added: The net proceeds of the financing were used to repay short-term indebtedness, a substantial portion of which was incurred in connection with an acquisition.
We must comply with various non-financial covenants, including certain limitations on liens, additional debt and mortgages, mergers, asset dispositions and sale-leaseback arrangements.
3 unchanged sentences
Interest is payable semi-annually in arrears on December 15 and June 15 of each year.
−Removed: The net proceeds of the sale of the notes were used to partially finance the acquisition of CSC Credit Services in December 2012.
+Added: The net proceeds of the sale of the notes were used to partially finance an acquisition in December 2012.
We must comply with various non-financial covenants, including certain limitations on liens, additional debt and mortgages, mergers, asset dispositions and sale-leaseback arrangements.
4 unchanged sentences
Cash paid for interest was $ 139.7 million, $ 130.9 million and $ 105.3 million during the twelve months ended December 31, 2021, 2020 and 2019, respectively.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
COMMITMENTS AND CONTINGENCIES
2017 Cybersecurity Incident.
−Removed: In fiscal 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of certain personally identifiable information of U.S., Canadian and U.K.
−Removed: Criminals exploited a software vulnerability in a U.S.
−Removed: website application to gain unauthorized access to our network.
−Removed: In March 2017, the U.S.
−Removed: Department of Homeland Security distributed a notice concerning the software vulnerability.
−Removed: We undertook efforts to identify and remediate vulnerable systems;
−Removed: however, the vulnerability in the website application that was exploited was not identified by our security processes.
−Removed: We discovered unusual network activity in late-July 2017 and upon discovery promptly investigated the activity.
−Removed: Once the activity was identified as potential unauthorized access, we acted to stop the intrusion and engaged a leading, independent cybersecurity firm to conduct a forensic investigation to determine the scope of the unauthorized access, including the specific information potentially impacted.
−Removed: Based on our forensic investigation, the unauthorized access occurred from mid-May through July 2017.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Product Liability.
−Removed: As a result of the 2017 cybersecurity incident, we offered TrustedID ® Premier, a credit file monitoring and identity theft protection product, for free to all eligible U.S.
−Removed: consumers who signed up through January 31, 2018.
−Removed: In late 2018, the Company extended the free credit monitoring services for an additional twelve months for eligible consumers impacted by the 2017 cybersecurity incident by providing them the opportunity to enroll in Experian ® IDNotify™ at no cost.
−Removed: We also provided free credit reports and scores, credit monitoring and identity theft protection for twenty four months to impacted consumers in Canada and the U.K.
−Removed: We have recorded the expenses necessary to provide this service to those who signed up.
−Removed: The remaining product liability balance at December 31, 2020 and 2019 was not material to the Consolidated Financial Statements.
Litigation, Claims and Government Investigations.
−Removed: In fiscal 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of certain personally identifiable information of U.S., Canadian and U.K.
+Added: In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of certain personally identifiable information of U.S., Canadian and U.K.
Following the 2017 cybersecurity incident, hundreds of class actions and other lawsuits were filed against us typically alleging harm from the incident and seeking various remedies, including monetary and injunctive relief.
2 unchanged sentences
The Company’s participation in these settlements does not constitute an admission by the Company of any fault or liability, and the Company does not admit fault or liability.
+Added: In 2019, we recorded expenses, net of insurance recoveries, of $ 800.9 million in other current liabilities in our Consolidated Balance Sheets, exclusive of our legal and professional services expenses.
+Added: The amount accrued represents our best estimate of the liability related to these matters.
+Added: The Company will continue to evaluate information as it becomes known and adjust accruals for new information and further developments in accordance with ASC 450-20-25.
+Added: While it is reasonably possible that losses exceeding the amount accrued may be incurred, it is not possible at this time to estimate the additional possible loss in excess of the amount already accrued that might result from adverse judgments, settlements, penalties or other resolution of the proceedings and investigations described below based on a number of factors, such as the various stages of these proceedings and investigations, including matters on appeal, that alleged damages have not been specified or are uncertain, the uncertainty as to the certification of a class or classes and the size of any certified class, as applicable, and the lack of resolution on significant factual and legal issues.
+Added: The ultimate amount paid on these actions, claims and investigations in excess of the amount already accrued could be material to the Company’s consolidated financial condition, results of operations, or cash flows in future periods.
Consumer Settlement.
4 unchanged sentences
2800 (the “U.S.
−Removed: Consumer MDL Litigation”), and the investigations of the FTC, the CFPB, the Attorneys General of 48 states, the District of Columbia and Puerto Rico (the "MSAG Group") and the NYDFS (collectively, the “Consumer Settlement”).
−Removed: Under the terms of the Consumer Settlement, the Company will contribute $380.5 million to a non-reversionary settlement fund (the “Consumer Restitution Fund”) to provide restitution for U.S.
+Added: Consumer MDL Litigation”), and the investigations of the FTC, the CFPB, the Attorneys General of 48 states, the District of Columbia and Puerto Rico and the NYDFS (collectively, the “Consumer Settlement”).
+Added: Under the terms of the Consumer Settlement, the Company agreed to contribute $380.5 million to a non-reversionary settlement fund (the “Consumer Restitution Fund”) to provide restitution for U.S.
consumers identified by the Company whose personal information was compromised as a result of the 2017 cybersecurity incident as well as to pay reasonable attorneys’ fees and reasonable costs and expenses for the plaintiffs’ counsel in the U.S.
7 unchanged sentences
Consumer MDL Litigation.
−Removed: The MDL Court entered an amended order granting final approval of the settlement on March 17, 2020.
−Removed: Several objectors have appealed the final approval order.
−Removed: Until the appeals are finally adjudicated or dismissed and the settlement becomes final in accordance with its terms, we can provide no assurance that the U.S.
−Removed: Consumer MDL Litigation will be resolved as contemplated by the settlement agreement.
−Removed: If the Court’s order approving the settlement agreement was overturned by an appellate court and not cured in accordance with the terms of the consent orders with the FTC and CFPB, the consent orders with the FTC, CFPB and MSAG Group would remain in place and the Consumer Restitution Fund would be administered by the FTC.
−Removed: In that event, there is a risk that we would not be able to settle the U.S.
−Removed: Consumer MDL Litigation on acceptable terms or at all, which could have a material adverse effect on our financial condition.
−Removed: Other Settlements.
−Removed: Financial Institutions MDL Class Action .
−Removed: On May 15, 2020, the Company entered into a settlement agreement to resolve the consolidated financial institutions class action cases pending before the MDL Court (the “Financial Institutions MDL Litigation”).
−Removed: Under the settlement, the Company agreed to pay for valid claims submitted by class members up to a maximum amount, reasonable settlement administration and notice costs, and reasonable attorneys’ fees and expenses.
−Removed: The Company also agreed to adopt and/or maintain certain business practices related to its information security program.
−Removed: The court granted final approval of the settlement on October 22, 2020.
+Added: The MDL Court entered an amended order granting final approval of the settlement (the “Final Approval Order”) on March 17, 2020.
+Added: Several objectors appealed the Final Approval Order to the U.S.
+Added: Court of Appeals for the Eleventh Circuit (the “Eleventh Circuit”).
+Added: On June 3, 2021, the Eleventh Circuit issued an order reversing the MDL Court’s grant of incentive awards to class representatives, but affirming all other aspects of the Final Approval Order.
+Added: Several objectors filed petitions with the Eleventh Circuit seeking a rehearing, and on July 29, 2021, the Eleventh Circuit denied those petitions.
+Added: On August 12, 2021, the MDL Court made the Eleventh Circuit’s mandate the judgment of the MDL Court.
+Added: Two objectors filed petitions for a writ of certiorari with the U.S.
+Added: Supreme Court, and on January 10, 2022, the U.S.
+Added: Supreme Court denied the last remaining petition.
+Added: On January 11, 2022, the Consumer Settlement became effective.
Other Matters .
9 unchanged sentences
On July 27, 2018, the Fulton County Business Court granted the Company’s motion to stay the remaining single case, and on August 17, 2018, the Fulton County Business Court granted the Company’s motion to stay the consolidated case.
−Removed: These cases remain stayed pending final resolution of the U.S.
−Removed: Consumer MDL Litigation.
+Added: Because the plaintiffs in the four putative class actions did not opt out of the Consumer Settlement that became effective on January 11, 2022, these cases have been dismissed and are now closed.
Canadian Class Actions .
1 unchanged sentence
Each of the proposed Canadian class actions asserts a number of common law and statutory claims seeking monetary damages and other related relief in connection with the 2017 cybersecurity incident.
−Removed: In addition to seeking class certification on behalf of the approximately 19,000 Canadian consumers whose personal information was allegedly impacted by the 2017 cybersecurity incident, in some cases, plaintiffs also seek class certification on behalf of a larger group of Canadian consumers who had contracts for subscription products with Equifax around the time of the incident or earlier and were not impacted by the incident.
+Added: In addition to seeking class certification on behalf of Canadian consumers whose personal information was allegedly impacted by the 2017 cybersecurity incident, in some cases, plaintiffs also seek class certification on behalf of a larger group of Canadian consumers who had contracts for subscription products with Equifax around the time of the incident or earlier and were not impacted by the incident.
On December 13, 2019, the court in Ontario granted certification of a nationwide class that includes all impacted Canadians as well as Canadians who had subscription products with Equifax between March 7, 2017 and July 30, 2017 who were not impacted by the incident.
−Removed: Our motion for leave to appeal this decision was granted in part, and our appeal is now pending.
+Added: We appealed one of the claims on which a class was certified and on June 9, 2021, our appeal was granted by the Ontario Divisional Court.
+Added: The plaintiff has since filed a notice of further appeal with the Ontario Court of Appeal, which is scheduled to be heard in June 2022.
All remaining purported class actions are at preliminary stages or stayed.
Government Investigations.
−Removed: We have cooperated with federal, state and foreign governmental agencies and officials investigating or otherwise seeking information, testimony and/or documents, regarding the 2017 cybersecurity incident and related matters.
−Removed: Except as described below, these investigations have been resolved as discussed in prior filings or there has been no further activity.
+Added: We have cooperated with federal, state and foreign governmental agencies and officials investigating or otherwise seeking information, testimony and/or documents, regarding the 2017 cybersecurity incident and related matters and these investigations have been resolved as discussed in prior filings.
The U.K.’s Financial Conduct Authority (“FCA”) opened an enforcement investigation against our U.K.
2 unchanged sentences
We continue to respond to the information requirements and are cooperating with the investigation.
+Added: Although we continue to cooperate in the Canadian class action proceedings and the FCA investigation, an adverse outcome to any such proceedings and investigation could subject us to fines or other obligations, which could have a material adverse effect on our financial condition and results of operations.
Data Processing, Outsourcing Services and Other Agreements
8 unchanged sentences
In certain circumstances (e.g., a change in control or for our convenience), we may terminate these data processing and outsourcing agreements, and, in doing so, certain of these agreements require us to pay significant termination fees.
−Removed: Under our agreement with IBM (which covers our operations in North America, Europe and Asia Pacific), we have outsourced certain of our mainframe and midrange operations, help desk service and desktop support functions, and the operation of our voice and data networks.
−Removed: The scope of services provided by IBM, and the term of our agreement with respect to such services, varies by geography and location.
−Removed: The estimated future minimum contractual obligation under the revised North America (US and Canada), Europe (UK and Spain), Australia and Latin America agreements is approximately $ 61 million for the remaining term, with no individual year’s minimum expected to exceed approximately $ 37 million.
−Removed: We may terminate certain portions of this agreement without penalty in the event that IBM is in material breach of the terms of the agreement.
−Removed: During 2020, 2019 and 2018, we paid approximately $ 50 million, $ 52 million and $ 49 million, respectively, for these services.
Under our agreement with Google, we have outsourced certain areas of our network and security infrastructure.
The estimated future minimum contractual obligation under the agreement is approximately $ 520 million for the remaining term, with no individual year’s minimum expected to exceed approximately $ 120 million.
−Removed: We may terminate certain portions of this
+Added: We may terminate certain portions of this agreement without penalty in the event that Google is in material breach of the terms of the agreement.
+Added: During 2021, 2020 and 2019, we paid approximately $ 62 million, $ 29 million and $ 14 million, respectively, for these services.
+Added: Under our agreement with IBM (which covers our operations in North America, Europe and Asia Pacific), we have outsourced certain of our mainframe and midrange operations, help desk service and desktop support functions, and the operation of our voice and data networks.
+Added: The scope of services provided by IBM, and the term of our agreement with respect
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: agreement without penalty in the event that Google is in material breach of the terms of the agreement.
+Added: to such services, varies by geography and location.
+Added: The estimated future minimum contractual obligation under the revised North America (US and Canada), Europe (UK and Spain), Australia and Latin America agreements is approximately $ 42 million for the remaining term, with no individual year’s minimum expected to exceed approximately $ 32 million.
+Added: We may terminate certain portions of this agreement without penalty in the event that IBM is in material breach of the terms of the agreement.
During 2021, 2020 and 2019, we paid approximately $ 51 million, $ 50 million and $ 52 million, respectively, for these services.
23 unchanged sentences
The maximum potential future payments we could be required to make under the guarantees is not material at December 31, 2021.
−Removed: We have agreed to guarantee the liabilities and performance obligations (some of which have limitations) of a certain debt collections and recovery management VIE under its commercial agreements.
+Added: We have agreed to guarantee the liabilities and performance obligations (some of which have limitations) of a certain debt collections and recovery management subsidiary under its commercial agreements.
We cannot reasonably estimate our potential future payments under the guarantees and related provisions described above because we cannot predict when and under what circumstances these provisions may be triggered.
7 unchanged sentences
This indemnity often extends to related liabilities arising from the negligence of the indemnified parties, but usually excludes any liabilities caused by either their sole or gross negligence and their willful misconduct.
−Removed: Certain of our credit agreements include provisions which require us to make payments to preserve an expected economic return to the lenders if that economic return is diminished due to certain changes in law or regulations.
−Removed: In certain of
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: these credit agreements, we also bear the risk of certain changes in tax laws that would be subject to payments to non-U.S.
+Added: Certain of our credit agreements include provisions which require us to make payments to preserve an expected economic return to the lenders if that economic return is diminished due to certain changes in law or regulations.
+Added: In certain of these credit agreements, we also bear the risk of certain changes in tax laws that would be subject to payments to non-U.S.
lenders to withholding taxes.
14 unchanged sentences
We accrue for unpaid legal fees for services performed to date.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The provision from (benefit for) income taxes consisted of the following:
11 unchanged sentences
Provision from (benefit for) income taxes $ 200.7 $ 159.0 $ ( 35.7 )
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Domestic and foreign income (loss) before income taxes was as follows:
17 unchanged sentences
Tax reserves ( 0.8 ) 1.4 1.2
−Removed: Australia settlement — — ( 14.1 )
Legal settlement — 0.1 69.1
4 unchanged sentences
Effective income tax rate 21.2 % 23.2 % 8.6 %
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
We record deferred income taxes using enacted tax laws and rates for the years in which the taxes are expected to be paid.
1 unchanged sentence
For additional information about our income tax policy see Note 1 of the Notes to Consolidated Financial Statements.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Components of the deferred income tax assets and liabilities at December 31, 2021 and 2020, were as follows:
19 unchanged sentences
Operating lease liability ( 26.0 ) ( 23.1 )
−Removed: Accrued insurance — ( 27.5 )
Prepaid expenses ( 10.7 ) ( 11.6 )
8 unchanged sentences
Net deferred income tax liability $ ( 349.2 ) $ ( 323.1 )
−Removed: We record deferred income taxes on the temporary differences of our foreign subsidiaries and branches, except for the temporary differences related to undistributed earnings of subsidiaries which we consider indefinitely invested.
+Added: We record deferred income taxes on the temporary differences of our foreign subsidiaries except for the temporary differences related to undistributed earnings of subsidiaries which we consider indefinitely invested.
As of December 31, 2021, we have indefinitely invested $ 278.0 million attributable to undistributed earnings of our Canadian and Chilean subsidiaries.
1 unchanged sentence
Further, we are permanently invested with respect to the original investment in foreign subsidiaries.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Therefore, we have not provided the deferred tax assets on the outside basis of these subsidiaries as we have no intent to sell or divest of these subsidiaries.
−Removed: Cumulative undistributed earnings were subject to a transition tax as a result of the Tax Act which we estimated to be zero .
However, the Company has provided for local country withholding taxes related to these earnings.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
At December 31, 2021, we had U.S.
4 unchanged sentences
Additionally, we had state and foreign research and development credit carryforwards of $ 34.1 million.
−Removed: credits expire between 2021 through 2029 and the foreign credits have an indefinite expiration period.
+Added: The state credits expire between 2022 through 2029 and the foreign credits have an indefinite expiration period.
We have state §163(j) interest limitation carryovers of $ 498.5 million which have an indefinite expiration period.
23 unchanged sentences
Due to the potential for resolution of state and foreign examinations, and the expiration of various statutes of limitations, it is reasonably possible that Equifax’s gross unrecognized tax benefit balance may change within the next twelve months by a range of zero to $ 7.1 million.
−Removed: The Tax Cuts and Jobs Act ( “ Tax Act ” )
−Removed: The Tax Act was enacted in the United States on December 22, 2017.
−Removed: The Tax Act reduced the U.S.
−Removed: federal corporate income tax rate to 21% from 35%, required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and created new taxes on certain foreign-sourced earnings.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SAB 118 Measurement Period
−Removed: We applied the guidance in SAB 118 when accounting for the enactment-date effects of the Tax Act in 2017 and throughout 2018.
−Removed: At December 31, 2017, we had not completed our accounting for all of the enactment-date income tax effects of the Tax Act under ASC 740, Income Taxes, for the following aspects:
−Removed: re-measurement of deferred tax assets and liabilities, one-time transition tax and tax on global intangible low-taxed income.
−Removed: At December 31, 2018 we completed our accounting for all of the enactment-date income tax effects of the Tax Act.
−Removed: During 2018, no adjustments were required to the provisional amounts recorded at December 31, 2017.
−Removed: For provisional amounts recorded during 2018, adjustments were made in the fourth quarter of 2018 as a result of notices and regulations issued and proposed by the U.S.
−Removed: Department of the Treasury and the Internal Revenue Service (“Proposed Regulations”) that were issued in the quarter for the Section 163(j) interest limitation provisions and the foreign tax credits provisions
−Removed: One-Time Transition Tax
−Removed: The one-time transition tax is based on our total post-1986 earnings and profits (E&P), the tax on which we previously deferred from U.S.
−Removed: income taxes under U.S.
−Removed: The Company determined it was not subject to the one-time transition tax.
−Removed: Deferred Tax Assets and Liabilities
−Removed: As of December 31, 2017, we remeasured certain deferred tax assets and liabilities based on the rates at which they were expected to reverse in the future (which was generally 21%), by recording a provisional amount of $ 85.1 million.
−Removed: Further analysis of certain aspects of the Tax Act and refinement of our calculations during the twelve months ending December 31, 2018 resulted in no material adjustments to our provisional amounts.
−Removed: Global Intangible Low-Taxed Income (“GILTI”)
−Removed: We have elected to account for GILTI in the year the tax is incurred.
−Removed: We were not subject to the GILTI tax for the twelve months ended December 31, 2020, 2019 and 2018.
+Added: Coronavirus Aid, Relief, and Economic Security Act
+Added: On March 27, 2020, Congress passed the Coronavirus Aid, Relief, and Economic Security Act (“The CARES Act”), also known as the Third COVID-19 Supplemental Relief bill and the President of the United States signed the legislation into law.
+Added: The provisions of the legislation have not had a significant impact on the effective tax rate or the income tax payable and deferred income tax positions of the Company.
STOCK-BASED COMPENSATION
18 unchanged sentences
The binomial model incorporates assumptions regarding anticipated employee exercise behavior, expected stock price volatility, dividend yield and risk-free interest rate.
−Removed: Anticipated employee exercise behavior and expected post-vesting cancellations over the contractual term used in
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: the binomial model were primarily based on historical exercise patterns.
+Added: Anticipated employee exercise behavior and expected post-vesting cancellations over the contractual term used in the binomial model were primarily based on historical exercise patterns.
These historical exercise patterns indicated there was not significantly different exercise behavior between employee groups.
10 unchanged sentences
Weighted-average fair value of stock options granted $ 39.63 $ 24.29 $ 14.97
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes changes in outstanding stock options during the twelve months ended December 31, 2021, as well as stock options that are vested and expected to vest and stock options exercisable at December 31, 2021:
13 unchanged sentences
At December 31, 2021, our total unrecognized compensation cost related to stock options was $ 5.8 million with a weighted-average recognition period of 1.3 years.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes changes in outstanding options and the related weighted-average exercise price per share for the twelve months ended December 31, 2020 and 2019:
15 unchanged sentences
Stock awards granted beginning in 2017 do include the right to dividends or dividend equivalents, which are accrued and payable only if and when the underlying stock vests and is payable.
−Removed: Pursuant to our 2008 Omnibus Incentive Plan, certain executive officers have been granted performance shares in which the number of shares earned is dependent upon the Company’s three-year total shareholder return relative to the three-year total shareholder return of the companies in the S&P 500 stock index, as comprised on the grant date, subject to adjustment, and, in 2017, have also been granted performance shares in which the number of shares earned is dependent upon the Company’s three-year cumulative adjusted earnings per share.
+Added: Pursuant to our 2008 Omnibus Incentive Plan, certain executive officers have been granted performance shares in which the number of shares earned is dependent upon the Company’s three-year total shareholder return relative to the three-year total shareholder return of the companies in the S&P 500 stock index, as comprised on the grant date, subject to adjustment, and, in 2017, have also been granted performance shares in which the number of shares earned is dependent upon
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: the Company’s three-year cumulative adjusted earnings per share.
The number of shares which could potentially be issued under these performance share awards ranges from zero to 200 % of the target award.
2 unchanged sentences
Compensation expense for shares earned based on the Company’s three-year cumulative adjusted earnings per share is recognized on a straight-line basis over the measurement period based on the grant date fair value of our common stock and the number of awards expected to vest at each reporting date.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes changes in these other stock awards during the twelve months ended December 31, 2021, 2020 and 2019 and the related weighted-average grant date fair value:
24 unchanged sentences
The measurement date for our defined benefit pension plans and other postretirement benefit plans is December 31 of each year.
−Removed: In the fourth quarter of 2020, we voluntarily changed our accounting principle for recognizing actuarial gains and losses and expected returns on plan assets for our defined benefit pension and postretirement benefit plans.
−Removed: See Note 1 for amounts recognized related to this change.
−Removed: The information within this Note has been revised to reflect the change in accounting principle for current and prior periods.
Pension Benefits.
5 unchanged sentences
salaried employees who were hired on or before June 30, 2007, the last date on which an individual could be hired and enter the plan before the USRIP was closed to new participation at December 31, 2008.
−Removed: This plan also covers retirees as well as certain terminated but vested individuals not yet in retirement status.
+Added: This plan also covers retirees as well as certain terminated but vested individuals not yet in
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: retirement status.
We also sponsor a retirement plan with both defined benefit and defined contribution components that cover most salaried and hourly employees in Canada, the Canadian Retirement Income Plan (“CRIP”);
the defined benefit component was also closed to new hires on October 1, 2011.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Effective December 31, 2014, the USRIP plan was frozen for all participants eligible to accrue benefits.
6 unchanged sentences
The obligation is expected to be settled in 2022 with lump sum distributions and an annuity purchase.
−Removed: During the twelve months ended December 31, 2020, we made no voluntary contributions to the USRIP or the CRIP.
During the twelve months ended December 31, 2021, we made no voluntary contributions to the USRIP and made contributions of $ 2.8 million to the CRIP.
+Added: During the twelve months ended December 31, 2020, we made no voluntary contributions to the USRIP or the CRIP.
At December 31, 2021, the USRIP met or exceeded ERISA’s minimum funding requirements.
25 unchanged sentences
Foreign currency exchange rate changes 0.1 1.3 — —
−Removed: Curtailments — ( 0.3 ) — —
Benefits paid ( 42.6 ) ( 43.2 ) ( 1.9 ) ( 2.7 )
17 unchanged sentences
The fair value of plan assets for the CRIP was $ 49.1 million and the projected benefit obligation and accumulated benefit obligation for the CRIP was $ 66.1 million at December 31, 2021.
−Removed: At December 31, 2019, the USRIP had plan assets in excess of the projected benefit obligations and accumulated benefit obligations.
+Added: At December 31, 2020, the USRIP had projected benefit obligations and accumulated benefit obligations in excess of the plan's respective assets.
The fair value of plan assets for this plan were $ 585.3 million and the projected benefit obligation and accumulated benefit obligation were $ 588.4 million at December 31, 2020.
1 unchanged sentence
The projected benefit obligation and accumulated benefit obligation for these plans in the aggregate were $ 115.6 million and $ 115.0 million, respectively, and these plans did not have any plan assets at December 31, 2020.
−Removed: The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the CRIP were $ 58.7 million, $ 51.2 million and $ 49.3 million, respectively, at December 31, 2019.
+Added: The fair value of plan assets for the CRIP was $ 53.1 million and the projected benefit obligation and accumulated benefit obligation for the CRIP was $ 62.4 million at December 31, 2020.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4 unchanged sentences
Amounts recognized in the statements of financial position consist of:
−Removed: Noncurrent assets $ — $ 1.0 $ — $ —
Current liabilities ( 6.8 ) ( 6.8 ) ( 0.1 ) ( 0.1 )
1 unchanged sentence
Net amount recognized $ ( 131.4 ) $ ( 128.1 ) $ ( 2.1 ) $ ( 4.9 )
−Removed: At December 31, 2020 and 2019 amounts included in accumulated other comprehensive loss related to pension benefit plans which consisted of prior service cost of $ 2.0 million and $ 0.9 million, net of accumulated taxes of $ 0.5 million and $ 0.2 million, respectively.
−Removed: For the twelve months ended December 31, 2020 and 2019, we recognized a $ 32.2 million loss and $ 4.8 million gain, respectively, through net periodic benefit cost related to the annual mark-to-market remeasurement of our pension and postretirement plans.
+Added: At December 31, 2021 and 2020 amounts included in accumulated other comprehensive loss related to pension benefit plans consisted of prior service cost of $ 1.9 million and $ 2.0 million, net of accumulated taxes of $ 0.4 million and $ 0.5 million, respectively.
+Added: For the twelve months ended December 31, 2021 and 2020, we recognized a $ 20.2 million loss and $ 32.2 million loss, respectively, through net periodic benefit cost related to the annual mark-to-market remeasurement of our pension and postretirement plans.
For the twelve months ended December 31, 2021 and 2020, amounts recognized through net periodic benefit cost related to prior service cost, curtailments and settlements were not material.
19 unchanged sentences
Rate of compensation increase 6.00 % 4.37 % 4.93 % N/A N/A N/A
−Removed: During 2020, we adopted the new MP-2020 mortality improvement scale in determining liability for the U.S.
−Removed: The updated projection scale contributed to a slight decrease in the projected benefit obligation, partially offsetting the decrease in the discount rates in 2020, the net of which resulted in the increase of the projected benefit obligation as of December 31, 2020.
+Added: During 2021, we adopted the MP-2021 mortality improvement projections in determining the liability for the U.S.
+Added: The updated mortality tables and projection scale contributed to a slight increase in the projected benefit obligation, partially offsetting the increase in the discount rates in 2021, the net of which resulted in the decrease of the projected benefit obligation as of December 31, 2021.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: During 2019, we adopted the new Pri-2012 mortality tables and MP-2019 mortality improvement projection scale in determining the liability for the U.S.
+Added: During 2020, we adopted the MP-2020 mortality improvement scale in determining liability for the U.S.
+Added: The updated projection scale contributed to a slight decrease in the projected benefit obligation, partially offsetting the decrease in the discount rates in 2020, the net of which resulted in the increase of the projected benefit obligation as of December 31, 2020.
+Added: During 2019, we adopted the Pri-2012 mortality tables and MP-2019 mortality improvement projection scale in determining the liability for the U.S.
The updated mortality tables and projection scale, partially offset the decrease in the discount rates in 2019, the net of which resulted in the increase in the projected benefit obligation as of December 31, 2019.
−Removed: During 2018, we adopted the new MP-2018 mortality improvement projection scale in determining the liability for the U.S.
−Removed: This updated scale, along with the change in the discount rates, contributed to a decrease in the projected benefit obligation as of December 31, 2018.
Discount Rates.
7 unchanged sentences
Expected and Actual Return on Plan Assets.
−Removed: As stated in Note 1, in the fourth quarter of 2020 we voluntarily changed our method of accounting for recognizing actuarial gains and losses and expected return on plan assets for our defined benefit pension and other postretirement benefit plans.
−Removed: Under the new accounting principle the expected returns on plan assets are used to estimate pension expense throughout the year and remeasurement of the projected benefit obligation and plan assets are immediately recognized in earnings through net periodic benefit cost within Other Income (Expense) on the Consolidated Statements of Income (Loss), with pension and postretirement plans to be remeasured annually in the fourth quarter.
−Removed: Prior to 2020, actuarial gains and losses and the differences between the expected and actual return on plan assets were recognized as a component of Accumulated Other Comprehensive Loss, and were subject to amortization into earnings over time.
+Added: We use a mark-to-market approach to recognize actuarial gains and losses and expected return on plan assets for our defined benefit pension and other postretirement benefit plans.
+Added: Under this accounting principle the expected returns on plan assets are used to estimate pension expense throughout the year and remeasurement of the projected benefit obligation and plan assets are immediately recognized in earnings through net periodic benefit cost within Other Income (Expense) on the Consolidated Statements of Income (Loss) with pension and postretirement plans to be remeasured annually in the fourth quarter.
Healthcare Costs.
−Removed: plan, an initial 6.5 % annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2021 for pre-Medicare coverage.
−Removed: The rate was assumed to decrease gradually to an ultimate rate of 5.0 % by 2027.
For the Canadian plan, a flat 5.0 % annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2022 and thereafter.
23 unchanged sentences
Private Equity (3)
−Removed: Hedge Funds (4)
16.1 — — 16.1
+Added: Hedge Funds (4)
Real Assets (5)
22.8 22.8 — —
−Removed: 26.3 26.3 — —
Total $ 600.5 $ 67.6 $ 512.3 $ 20.6
8 unchanged sentences
Private Equity (3)
−Removed: 12.9 — — 12.9
Hedge Funds (4)
2 unchanged sentences
16.3 — — 16.3
+Added: 26.3 26.3 — —
Total $ 638.4 $ 64.8 $ 532.2 $ 41.4
10 unchanged sentences
current replacement cost less deterioration and obsolescence, a discounted cash flow model of income streams and comparable market sales.
−Removed: As of December 31, 2020 and 2019, we had $ 0.1 million of remaining commitments related to the real asset investments.
+Added: As of December 31, 2021 and 2020, we had $ 0.3 million and $ 0.1 million, respectively, of remaining commitments related to the real asset investments.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
26 unchanged sentences
Total $ 15.0 $ 1.3 $ 13.1 $ 0.6
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fair Value Measurements at Reporting Date Using:
4 unchanged sentences
Fixed Income (2)
+Added: 12.2 — 12.2 —
Private Equity (3)
2 unchanged sentences
Total $ 15.8 $ 1.6 $ 13.1 $ 1.1
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Fair value is based on observable market prices for the assets.
19 unchanged sentences
As of December 31, 2021, the approved allocation ranges are set forth in the table below, with an 80 % targeted allocation to Liability-Hedging Assets and a 20 % targeted allocation to Return-Seeking Assets.
−Removed: Liability-Hedging Assets represent investments which are meant to provide a hedge relative to the Plan’s
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: liabilities and consist primarily of fixed income securities.
+Added: Liability-Hedging Assets represent investments which are meant to provide a hedge relative to the Plan’s liabilities and consist primarily of fixed income securities.
Return-Seeking Assets include any asset class not intended to hedge the Plan’s liabilities.
7 unchanged sentences
Government Agencies.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following asset allocation ranges and actual allocations were in effect as of December 31, 2021 and 2020:
11 unchanged sentences
Additionally, this strategy will diversify the plan assets to minimize nonsystemic risk and provide reasonable assurance that no single security or class of security will have a disproportionate impact on the Plan.
−Removed: Due to the high funded status of the Plan, the Investment Committee of the CRIP has adopted a conservative asset allocation and in 2020 further continued to de-risk the Plan by reducing equity exposure.
+Added: Due to our decision to windup the Plan, and our anticipation of the settlement of the liabilities in 2022, the Investment Committee of the CRIP adopted a more conservative asset allocation and in 2021 to further de-risk the Plan by reducing equity exposure and increasing cash.
The Investment Committee maintains an investment policy for the CRIP, which imposes certain limitations and restrictions regarding allowable types of investments.
3 unchanged sentences
Public Equities 0 % - 10 %
−Removed: 16.3 % 49.1 %
Fixed Income 0 % - 100 %
63.6 % 75.8 %
−Removed: Money Market 0 % - 10 %
−Removed: Alternative Credit 0 % - 10 %
+Added: Cash 0 % - 100 %
Equifax Retirement Savings Plans.
8 unchanged sentences
For the years ended December 31, 2021, 2020 and 2019, our contributions related to these plans were $ 15.7 million, $ 13.4 million, and $ 13.9 million, respectively.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Deferred Compensation Plans.
3 unchanged sentences
The purpose of this trust is to ensure, subject to the claims of the Company’s creditors in the event of the Company’s insolvency, the distribution of benefits accrued by participants of the deferred compensation plans, and to ensure full funding, upon a change in control, of the present value of accrued benefits payable to participants or beneficiaries under the plans.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Annual Incentive Plan.
10 unchanged sentences
(In millions)
−Removed: Balance, December 31, 2019 (revised) $ ( 352.4 ) $ ( 0.9 ) $ ( 1.1 ) $ ( 354.4 )
+Added: Balance, December 31, 2020 $ ( 168.4 ) $ ( 2.0 ) $ ( 1.0 ) $ ( 171.4 )
Other comprehensive income before reclassifications ( 124.1 ) — — ( 124.1 )
3 unchanged sentences
RESTRUCTURING CHARGES
−Removed: In the fourth quarter of 2020, first quarter of 2019 and fourth quarter of 2018, we recorded $ 31.9 million ($ 24.3 million, net of tax), $ 11.5 million ($ 8.8 million, net of tax) and $ 46.1 million ($ 35.0 million, net of tax) of restructuring charges, respectively, all of which were recorded in selling, general and administrative expenses on our Consolidated Statements of Income (Loss).
+Added: In the fourth quarter of 2021, fourth quarter of 2020 and first quarter of 2019, we recorded $ 8.6 million ($ 6.5 million, net of tax), $ 31.9 million ($ 24.3 million, net of tax) and $ 11.5 million ($ 8.8 million, net of tax) of restructuring charges, respectively, all of which were recorded in selling, general and administrative expenses on our Consolidated Statements of Income (Loss).
These charges were recorded to general corporate expense and resulted from our continuing efforts to realign our internal resources to support the Company’s strategic objectives.
The 2021, 2020 and 2019 restructuring charges primarily relate to a reduction in headcount.
−Removed: As of December 31, 2020, payments made related to the 2020 restructuring charge were $ 4.1 million, and we consider the payments for the 2019 and 2018 charges to be substantially completed.
+Added: As of December 31, 2021, no payments have been made related to the 2021 restructuring charge.
+Added: As of December 31, 2021, payments for the 2020 and 2019 restructuring charges were substantially completed.
We determine if an arrangement is a lease at inception.
Operating lease right-of-use (“ROU”) assets and liabilities are included in other assets, net and other current and long-term liabilities, respectively, in our Consolidated Balance Sheets.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Operating lease ROU assets and lease liabilities are recognized based on the present value of the future fixed lease payments over the lease term at the commencement date.
5 unchanged sentences
Variable lease payments are not included within the operating lease ROU assets or lease liabilities and are expensed in the period in which they are incurred.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option.
1 unchanged sentence
Lease expense for operating leases was $ 37.8 million, $ 39.3 million and $ 40.8 million for the twelve months ended December 31, 2021, 2020 and 2019, respectively.
−Removed: Our leases have remaining lease terms of one year to thirteen years, some of which may include options to extend the lease term up to five years and some of which may include options to terminate leases within one year.
+Added: Our leases have remaining lease terms of one year to twelve years, some of which may include options to extend the lease term up to five years and some of which may include options to terminate leases within one year.
We have elected to not record operating lease ROU assets and liabilities for short-term leases that have a term of twelve months or less.
14 unchanged sentences
Thereafter 16.4
−Removed: We do not have any sublease agreements and, as a result, expected sublease income is not reflected as a reduction in the total minimum rental obligations under operating leases in the table above.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: We do not have any significant sublease agreements and, as a result, expected sublease income is not reflected as a reduction in the total minimum rental obligations under operating leases in the table above.
SEGMENT INFORMATION
+Added: In the fourth quarter of 2021, we integrated our Global Consumer Solutions business into our USIS, Workforce Solutions and International operating segments.
+Added: consumer credit monitoring solutions businesses have been moved into the Online Information Solutions business of USIS with the U.S.
+Added: consumer identity theft protection business moved to the Employer Services business of Workforce Solutions.
+Added: All international consumer credit monitoring solutions businesses in Canada and Europe have been moved into the respective country operations within the International operating segment.
+Added: These changes in operating segments align with how we manage our business as of the fourth quarter of 2021.
+Added: Footnote disclosures below have been retrospectively restated to reflect these changes.
Reportable Segments.
−Removed: We manage our business and report our financial results through the following four reportable segments, which are the same as our operating segments:
−Removed: Information Solutions
+Added: We manage our business and report our financial results through the following three reportable segments, which are the same as our operating segments:
• Workforce Solutions
+Added: Information Solutions
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
• International
−Removed: • Global Consumer Solutions
The accounting policies of the reportable segments are the same as those described in our summary of significant accounting policies (see Note 1).
4 unchanged sentences
A summary of segment products and services is as follows:
+Added: Workforce Solutions.
+Added: This segment includes employment, income, criminal history and social security number verification services as well as complementary payroll-based transaction services, employment tax management services and identity theft protection products.
Information Solutions.
2 unchanged sentences
financial marketing services;
−Removed: and identity management.
−Removed: Workforce Solutions.
−Removed: This segment includes employment, income and social security number verification services as well as complementary payroll-based transaction services and employment tax management services.
+Added: identity management;
+Added: and credit monitoring products sold to resellers or directly to consumers.
International.
1 unchanged sentence
In Asia Pacific, Europe, Latin America and Canada, we also provide information, technology and services to support debt collections and recovery management.
−Removed: Global Consumer Solutions.
−Removed: This segment includes credit information, credit monitoring and identity theft protection products sold directly to consumers primarily via the internet in the U.S., Canada, and the U.K.
−Removed: We also sell consumer and credit information to resellers who combine our information with other information to provide direct to consumer monitoring, reports and scores.
+Added: In Europe and Canada we also provide credit monitoring products to resellers or directly to consumers.
Segment information for the twelve months ended December 31, 2021, 2020 and 2019 and as of December 31, 2021 and 2020 is as follows:
3 unchanged sentences
(In millions)
−Removed: Information Solutions $ 1,482.5 $ 1,277.4 $ 1,247.3
Workforce Solutions $ 2,035.4 $ 1,461.7 $ 971.1
+Added: Information Solutions 1,786.7 1,711.2 1,531.2
International 1,101.8 954.6 1,005.3
−Removed: Global Consumer Solutions 345.0 359.9 371.8
Total operating revenue $ 4,923.9 $ 4,127.5 $ 3,507.6
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Twelve Months Ended
2 unchanged sentences
(In millions)
−Removed: Information Solutions $ 463.9 $ 423.4 $ 441.7
Workforce Solutions $ 1,000.7 $ 703.9 $ 391.3
+Added: Information Solutions 551.8 515.3 493.9
International 141.9 75.7 109.6
−Removed: Global Consumer Solutions 37.0 48.4 68.6
General Corporate Expense ( 556.4 ) ( 618.3 ) ( 1,330.2 )
Total operating income (loss) $ 1,138.0 $ 676.6 $ ( 335.4 )
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Total assets:
(In millions)
−Removed: Information Solutions $ 2,177.1 $ 1,922.9
Workforce Solutions $ 3,888.3 $ 1,632.5
+Added: Information Solutions 3,091.4 2,330.5
International 3,271.5 3,436.2
−Removed: Global Consumer Solutions 319.1 275.3
General Corporate 789.7 2,212.6
4 unchanged sentences
(In millions)
−Removed: Information Solutions $ 114.4 $ 81.8 $ 79.2
Workforce Solutions $ 106.5 $ 71.9 $ 55.8
+Added: Information Solutions 158.5 120.2 85.8
International 141.1 133.4 118.6
−Removed: Global Consumer Solutions 18.6 15.0 14.9
General Corporate 74.3 65.5 70.9
4 unchanged sentences
(In millions)
−Removed: Information Solutions $ 94.2 $ 67.6 $ 42.0
Workforce Solutions $ 73.5 $ 74.6 $ 50.5
+Added: Information Solutions 92.9 126.0 93.6
International 123.8 68.3 76.8
−Removed: Global Consumer Solutions 36.7 26.0 29.4
General Corporate 200.3 161.8 155.0
1 unchanged sentence
*Amounts above include accruals for capital expenditures.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Financial information by geographic area is as follows:
5 unchanged sentences
$ 3,822.2 78 % $ 3,172.9 77 % $ 2,502.3 71 %
−Removed: 285.2 7 % 303.8 9 % 316.4 9 %
Australia 336.9 7 % 282.6 7 % 289.9 8 %
+Added: 252.0 5 % 222.9 5 % 239.6 7 %
Canada 250.0 5 % 212.6 5 % 210.9 6 %
1 unchanged sentence
Total operating revenue $ 4,923.9 100 % $ 4,127.5 100 % $ 3,507.6 100 %
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In millions)
2 unchanged sentences
$ 7,035.9 71 % $ 4,097.6 57 %
−Removed: 319.3 5 % 312.8 5 %
Australia 1,901.9 19 % 2,021.2 28 %
+Added: 280.5 3 % 255.7 4 %
Canada 193.3 2 % 177.1 3 %
1 unchanged sentence
Total long-lived assets $ 9,920.0 100 % $ 7,133.5 100 %
−Removed: QUARTERLY FINANCIAL DATA (UNAUDITED)
−Removed: The following selected quarterly operating results for each quarter of fiscal 2020 and 2019 have been revised to reflect the change in accounting principle as described in Note 1.
−Removed: Quarterly financial data for 2020 and 2019 was as follows:
−Removed: Three Months Ended
−Removed: 2020 March 31, June 30, September 30, December 31,
−Removed: (In millions, except per share data)
−Removed: Operating revenue $ 957.9 $ 982.8 $ 1,068.3 $ 1,118.5
−Removed: Operating income $ 135.9 $ 166.8 $ 204.4 $ 169.5
−Removed: Consolidated net income $ 118.8 $ 100.4 $ 229.3 $ 77.7
−Removed: Net income attributable to Equifax $ 116.9 $ 100.2 $ 228.5 $ 74.5
−Removed: Basic earnings per share*
−Removed: Net income attributable to Equifax $ 0.96 $ 0.83 $ 1.88 $ 0.61
−Removed: Diluted earnings per share*
−Removed: Net income attributable to Equifax $ 0.95 $ 0.82 $ 1.86 $ 0.61
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Three Months Ended
−Removed: 2019 March 31, June 30, September 30, December 31,
−Removed: (In millions, except per share data)
−Removed: Operating revenue $ 846.1 $ 880.0 $ 875.7 $ 905.8
−Removed: Operating (loss) income $ ( 617.9 ) $ 113.8 $ 121.6 $ 47.0
−Removed: Consolidated net (loss) income $ ( 551.7 ) $ 71.0 $ 85.2 $ 17.4
−Removed: Net (loss) income attributable to Equifax $ ( 553.2 ) $ 69.5 $ 83.8 $ 15.8
−Removed: Basic earnings per share*
−Removed: Net (loss) income attributable to Equifax $ ( 4.58 ) $ 0.58 $ 0.69 $ 0.13
−Removed: Diluted earnings per share*
−Removed: Net (loss) income attributable to Equifax $ ( 4.55 ) $ 0.57 $ 0.69 $ 0.13
−Removed: * The sum of the quarterly EPS does not equal the annual EPS due to changes in the weighted-average shares between periods.
−Removed: Other amounts may not equal the annual total due to rounding between periods.
−Removed: The comparability of our quarterly financial results during 2020 and 2019 was impacted by certain events, as follows:
−Removed: • For the year ended December 31, 2019, the Company recorded $ 800.9 million of losses, net of insurance recoveries, associated with certain legal proceedings and government investigations related to the 2017 cybersecurity incident, exclusive of our legal professional services expenses.
−Removed: Below reflects the quarterly impact of the change in accounting principle on the quarterly financial data presented:
−Removed: Three Months Ended December 31, 2020
−Removed: (In millions, except per share data)
−Removed: Consolidated net income, as computed under previous method $ 97.7
−Removed: Impact of pension accounting change ( 20.0 )
−Removed: Consolidated net income, as reported under new method $ 77.7
−Removed: Net income attributable to Equifax, as computed under previous method $ 94.5
−Removed: Impact of pension accounting change ( 20.0 )
−Removed: Net income attributable to Equifax, as reported under new method $ 74.5
−Removed: Basic earnings per share*
−Removed: Net income attributable to Equifax, as computed under previous method $ 0.77
−Removed: Impact of pension accounting change ( 0.16 )
−Removed: Net income attributable to Equifax, as reported under new method $ 0.61
−Removed: Diluted earnings per share*
−Removed: Net income attributable to Equifax, as computed under previous method $ 0.77
−Removed: Impact of pension accounting change ( 0.16 )
−Removed: Net income attributable to Equifax, as reported under new method $ 0.61
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Three Months Ended
−Removed: 2020 March 31, June 30, September 30,
−Removed: (In millions, except per share data)
−Removed: Consolidated net income, previously reported $ 114.5 $ 96.1 $ 225.0
−Removed: Impact of pension accounting change 4.3 4.3 4.3
−Removed: Consolidated net income, revised $ 118.8 $ 100.4 $ 229.3
−Removed: Net income attributable to Equifax, previously reported $ 112.6 $ 95.9 $ 224.2
−Removed: Impact of pension accounting change 4.3 4.3 4.3
−Removed: Net income attributable to Equifax, revised $ 116.9 $ 100.2 $ 228.5
−Removed: Basic earnings per share*
−Removed: Net income attributable to Equifax, previously reported $ 0.93 $ 0.79 $ 1.84
−Removed: Impact of pension accounting change 0.03 0.04 0.04
−Removed: Net income attributable to Equifax, revised $ 0.96 $ 0.83 $ 1.88
−Removed: Diluted earnings per share*
−Removed: Net income attributable to Equifax, previously reported $ 0.92 $ 0.78 $ 1.82
−Removed: Impact of pension accounting change 0.03 0.04 0.04
−Removed: Net income attributable to Equifax, revised $ 0.95 $ 0.82 $ 1.86
−Removed: Three Months Ended
−Removed: 2019 March 31, June 30, September 30, December 31,
−Removed: (In millions, except per share data)
−Removed: Consolidated net (loss) income, previously reported $ ( 554.4 ) $ 68.3 $ 82.5 $ 10.8
−Removed: Impact of pension accounting change 2.7 2.7 2.7 6.6
−Removed: Consolidated net (loss) income, revised $ ( 551.7 ) $ 71.0 $ 85.2 $ 17.4
−Removed: Net (loss) income attributable to Equifax, previously reported $ ( 555.9 ) $ 66.8 $ 81.1 $ 9.2
−Removed: Impact of pension accounting change 2.7 2.7 2.7 6.6
−Removed: Net (loss) income attributable to Equifax, revised $ ( 553.2 ) $ 69.5 $ 83.8 $ 15.8
−Removed: Basic earnings per share*
−Removed: Net (loss) income attributable to Equifax, previously reported $ ( 4.60 ) $ 0.55 $ 0.67 $ 0.08
−Removed: Impact of pension accounting change 0.02 0.03 0.02 0.05
−Removed: Net (loss) income attributable to Equifax, revised $ ( 4.58 ) $ 0.58 $ 0.69 $ 0.13
−Removed: Diluted earnings per share*
−Removed: Net (loss) income attributable to Equifax, previously reported $ ( 4.57 ) $ 0.55 $ 0.66 $ 0.07
−Removed: Impact of pension accounting change 0.02 0.02 0.03 0.06
−Removed: Net (loss) income attributable to Equifax, revised $ ( 4.55 ) $ 0.57 $ 0.69 $ 0.13
−Removed: * The sum of the quarterly EPS does not equal the annual EPS due to changes in the weighted-average shares between periods.
−Removed: Other amounts may not equal the annual total due to rounding between periods.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: IMPACT OF CHANGE IN ACCOUNTING PRINCIPLE ON CURRENT AND PRIOR PERIOD FINANCIAL STATEMENTS
−Removed: As discussed in Note 1, we voluntarily changed our method of accounting for recognizing actuarial gains and losses and expected return on plan assets for our defined benefit pension and other postretirement benefit plans.
−Removed: The following tables reflect the effects of the change in accounting principles on the 2020 and previously reported Consolidated Financial Statements:
−Removed: Consolidated Statements of Income
−Removed: Twelve Months Ended December 31, 2020
−Removed: As Computed Under Previous Method Effect of Accounting Change As Reported Under New Method
−Removed: (In millions, except per share amounts)
−Removed: Other income (expense), net $ 159.4 $ ( 9.2 ) $ 150.2
−Removed: Consolidated income before income taxes 694.4 ( 9.2 ) 685.2
−Removed: Provision for income taxes ( 161.3 ) 2.3 ( 159.0 )
−Removed: Consolidated net income 533.1 ( 6.9 ) 526.2
−Removed: Net income attributable to Equifax $ 527.0 $ ( 6.9 ) $ 520.1
−Removed: Basic earnings per common share $ 4.34 $ ( 0.06 ) $ 4.28
−Removed: Diluted earnings per common share $ 4.30 $ ( 0.06 ) $ 4.24
−Removed: Twelve Months Ended December 31, 2019 Twelve Months Ended December 31, 2018
−Removed: As Reported Revisions Revised As Reported Revisions Revised
−Removed: (In millions, except per share amounts)
−Removed: Other income (expense), net $ 14.1 $ 19.2 $ 33.3 $ 11.8 $ 14.1 $ 25.9
−Removed: Consolidated income before income taxes ( 433.0 ) 19.2 ( 413.8 ) 356.3 14.1 370.4
−Removed: Provision for income taxes 40.2 ( 4.5 ) 35.7 ( 50.0 ) ( 3.4 ) ( 53.4 )
−Removed: Consolidated net income ( 392.8 ) 14.7 ( 378.1 ) 306.3 10.7 317.0
−Removed: Net income attributable to Equifax $ ( 398.8 ) $ 14.7 $ ( 384.1 ) $ 299.8 $ 10.7 $ 310.5
−Removed: Basic earnings per common share $ ( 3.30 ) $ 0.12 $ ( 3.18 ) $ 2.49 $ 0.09 $ 2.58
−Removed: Diluted earnings per common share $ ( 3.27 ) $ 0.12 $ ( 3.15 ) $ 2.47 $ 0.09 $ 2.56
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Consolidated Statements of Comprehensive Income Attributable to Equifax
−Removed: Twelve Months Ended December 31, 2020
−Removed: As Computed Under Previous Method Effect of Accounting Change As Reported Under New Method
−Removed: (In millions, except per share amounts)
−Removed: Net Income $ 527.0 $ ( 6.9 ) $ 520.1
−Removed: Other comprehensive income:
−Removed: Foreign currency translation adjustment 184.0 — 184.0
−Removed: Change in unrecognized prior service cost and actuarial (losses) gains related to our pension and other postretirement benefit plans, net ( 8.0 ) 6.9 ( 1.1 )
−Removed: Change in cumulative gain from cash flow hedging, net 0.1 — 0.1
−Removed: Comprehensive income $ 703.1 $ — $ 703.1
−Removed: Twelve Months Ended December 31, 2019 Twelve Months Ended December 31, 2018
−Removed: As Reported Revisions Revised As Reported Revisions Revised
−Removed: (In millions, except per share amounts)
−Removed: Net Income $ ( 398.8 ) $ 14.7 $ ( 384.1 ) $ 299.8 $ 10.7 $ 310.5
−Removed: Other comprehensive income:
−Removed: Foreign currency translation adjustment ( 24.4 ) — ( 24.4 ) ( 224.7 ) — ( 224.7 )
−Removed: Change in unrecognized prior service cost and actuarial gains (losses) related to our pension and other postretirement benefit plans, net 19.0 ( 14.7 ) 4.3 10.4 291.8 302.2
−Removed: Change in cumulative gain from cash flow hedging, net 0.1 — 0.1 — — —
−Removed: Comprehensive income $ ( 404.1 ) $ — $ ( 404.1 ) $ 85.5 $ 302.5 $ 388.0
−Removed: Consolidated Statements of Financial Position
−Removed: December 31, 2020
−Removed: As Computed Under Previous Method Effect of Accounting Change As Reported Under New Method
−Removed: (In millions, except per share amounts)
−Removed: Retained Earnings $ 4,469.5 $ ( 284.1 ) $ 4,185.4
−Removed: Accumulated other comprehensive loss $ ( 455.5 ) $ 284.1 $ ( 171.4 )
−Removed: December 31, 2019
−Removed: As Reported Revisions Revised
−Removed: (In millions, except per share amounts)
−Removed: Retained Earnings $ 4,131.8 $ ( 277.2 ) $ 3,854.6
−Removed: Accumulated other comprehensive loss $ ( 631.6 ) $ 277.2 $ ( 354.4 )
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Consolidated Statements of Cash Flows
−Removed: December 31, 2020
−Removed: As Computed Under Previous Method Effect of Accounting Change As Reported Under New Method
−Removed: (In millions, except per share amounts)
−Removed: Operating activities:
−Removed: Consolidated net income $ 533.1 $ ( 6.9 ) $ 526.2
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
−Removed: Deferred Income Taxes $ 68.6 $ ( 2.1 ) $ 66.5
−Removed: Changes in assets and liabilities, excluding effects of acquisitions:
−Removed: Current and long-term liabilities, excluding debt $ 97.9 $ 9.0 $ 106.9
−Removed: Cash provided by operating activities $ 946.2 $ — $ 946.2
−Removed: Twelve Months Ended December 31, 2019 Twelve Months Ended December 31, 2018
−Removed: As Reported Revisions Revised As Reported Revisions Revised
−Removed: (In millions, except per share amounts)
−Removed: Operating activities:
−Removed: Consolidated net (loss) income $ ( 392.8 ) $ 14.7 $ ( 378.1 ) $ 306.3 $ 10.7 $ 317.0
−Removed: Adjustments to reconcile net (loss) income to net cash provided by operating activities:
−Removed: Deferred Income Taxes $ ( 87.2 ) $ 4.5 $ ( 82.7 ) $ ( 2.3 ) $ 3.6 $ 1.3
−Removed: Changes in assets and liabilities, excluding effects of acquisitions:
−Removed: Current and long-term liabilities, excluding debt $ 546.9 $ ( 19.2 ) $ 527.7 $ 62.6 $ ( 14.3 ) $ 48.3
−Removed: Cash provided by operating activities $ 313.8 $ — $ 313.8 $ 672.2 $ — $ 672.2
−Removed: Consolidated Statements of Shareholders' Equity and Accumulated Other Comprehensive Loss
−Removed: As Computed Under Previous Method Effect of Accounting Change As Reported Under New Method
−Removed: (In millions, except per share amounts)
−Removed: Beginning of period retained earnings $ 4,131.8 $ ( 277.2 ) $ 3,854.6
−Removed: Net income $ 527.0 $ ( 6.9 ) $ 520.1
−Removed: End of period retained earnings $ 4,469.5 $ ( 284.1 ) $ 4,185.4
−Removed: Beginning of period accumulated other comprehensive loss $ ( 631.6 ) $ 277.2 $ ( 354.4 )
−Removed: Other comprehensive income $ 176.1 $ 6.9 $ 183.0
−Removed: End of period accumulated other comprehensive loss $ ( 455.5 ) $ 284.1 $ ( 171.4 )
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: As Reported Revisions Revised As Reported Revisions Revised
−Removed: (In millions, except per share amounts)
−Removed: Beginning of period retained earnings $ 4,717.8 $ ( 291.9 ) $ 4,425.9 $ 4,600.6 $ — $ 4,600.6
−Removed: Net (loss) income $ ( 398.8 ) $ 14.7 $ ( 384.1 ) $ 299.8 $ 10.7 $ 310.5
−Removed: Cumulative adjustment from change in accounting principle $ — $ — $ — $ 4.2 $ ( 302.6 ) $ ( 298.4 )
−Removed: End of period retained earnings $ 4,131.8 $ ( 277.2 ) $ 3,854.6 $ 4,717.8 $ ( 291.9 ) $ 4,425.9
−Removed: Beginning of period accumulated other comprehensive loss $ ( 626.3 ) $ 291.9 $ ( 334.4 ) $ ( 412.0 ) $ — $ ( 412.0 )
−Removed: Other comprehensive loss $ ( 5.3 ) $ ( 14.7 ) $ ( 20.0 ) $ ( 207.3 ) $ ( 10.7 ) $ ( 218.0 )
−Removed: Cumulative adjustment from change in accounting principle $ — $ — $ — $ — $ 302.6 $ 302.6
−Removed: End of period accumulated other comprehensive loss $ ( 631.6 ) $ 277.2 $ ( 354.4 ) $ ( 626.3 ) $ 291.9 $ ( 334.4 )
−Removed: Accumulated Other Comprehensive Loss
−Removed: As Computed Under Previous Method Effect of Accounting Change As Reported Under New Method
−Removed: (In millions, except per share amounts)
−Removed: Foreign currency translation $ ( 168.5 ) $ — $ ( 168.5 )
−Removed: Unrecognized actuarial losses and prior service cost related to our pension and other postretirement benefit plans, net of accumulated tax
−Removed: ( 286.0 ) 284.1 ( 1.9 )
−Removed: Cash flow hedging transactions, net of tax
−Removed: ( 1.0 ) — ( 1.0 )
−Removed: Accumulated other comprehensive loss $ ( 455.5 ) $ 284.1 $ ( 171.4 )
−Removed: As Reported Revisions Revised As Reported Revisions Revised
−Removed: (In millions, except per share amounts)
−Removed: Foreign currency translation $ ( 352.4 ) $ — $ ( 352.4 ) $ ( 328.0 ) $ — $ ( 328.0 )
−Removed: Unrecognized actuarial losses and prior service cost related to our pension and other postretirement benefit plans, net of accumulated tax
−Removed: ( 278.1 ) 277.2 $ ( 0.9 ) ( 297.1 ) 291.9 $ ( 5.2 )
−Removed: Cash flow hedging transactions, net of tax
−Removed: ( 1.1 ) — $ ( 1.1 ) ( 1.2 ) — $ ( 1.2 )
−Removed: Accumulated other comprehensive loss $ ( 631.6 ) $ 277.2 $ ( 354.4 ) $ ( 626.3 ) $ 291.9 $ ( 334.4 )
−Removed: SUBSEQUENT EVENT
−Removed: The Company acquired 100 % of the ordinary shares of Kount, which closed on February 10, 2021, for cash consideration of approximately $ 640 million.
−Removed: Kount will be reported within the USIS business unit.
−Removed: The Company will account for this acquisition in accordance with ASC 805, Business Combinations , which requires the assets acquired and the liabilities assumed to be measured at fair value at the date of the acquisition.
−Removed: The accounting for the acquisition is incomplete as of the date of our filing.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.