3 unchanged sentences
Report of Independent Registered Public Accounting Firm (PCAOB ID:
−Removed: Consolidated Statements of Income (Loss) for each of the three years in the period ended December 31, 2021
−Removed: Consolidated Statements of Comprehensive Income (Loss) for each of the three years in the period ended December 31, 2021
+Added: Consolidated Statements of Income for each of the three years in the period ended December 31, 2022
+Added: Consolidated Statements of Comprehensive Income for each of the three years in the period ended December 31, 2022
Consolidated Balance Sheets at December 31, 2022 and 2021
8 unchanged sentences
(the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on the COSO criteria.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: and Appriss Insights.
−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, 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.
+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, 2022 and 2021, the related consolidated statements of income, comprehensive income, cash flows, and shareholders’ equity and accumulated other comprehensive loss for each of the three years in the period ended December 31, 2022, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February 23, 2023 expressed an unqualified opinion thereon.
Basis for Opinion
21 unchanged sentences
We have audited the accompanying consolidated balance sheets of Equifax Inc.
−Removed: (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) (collectively referred to as the “consolidated financial statements”).
+Added: (the Company) as of December 31, 2022 and 2021, the related consolidated statements of income, comprehensive income, cash flows, and shareholders’ equity and accumulated other comprehensive loss for each of the three years in the period ended December 31, 2022, 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”).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with U.S.
13 unchanged sentences
Critical Audit Matter
−Removed: The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:
−Removed: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:
+Added: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
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.
3 unchanged sentences
The Company’s goodwill is initially assigned to its reporting units as of the acquisition date.
−Removed: The Company determined that a quantitative impairment test was required for the Asia Pacific reporting unit, therefore the Company determined the relative fair value of this reporting unit as of September 30, 2021, the annual goodwill impairment testing date.
−Removed: In relation to the limited excess fair value of the net assets of the Asia Pacific reporting unit versus the carrying value of the net assets of the reporting unit, auditing management’s annual goodwill impairment test for the Asia Pacific reporting unit required judgment due to the estimation required in determining the fair value of the reporting unit.
−Removed: In particular, the fair value estimate was sensitive to significant assumptions such as the revenue growth rate, projected operating margin, terminal value, and weighted average cost of capital, which are affected by expectations about future market or economic conditions and the economic performance of the Asia Pacific reporting unit.
−Removed: How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process to quantitatively test the Company’s Asia Pacific reporting unit’s goodwill balance for impairment including among others, controls related to management’s review of the significant assumptions described above and the resulting relative fair value for the Asia Pacific reporting unit.
+Added: The Company determined that a quantitative impairment test was required for the Asia Pacific reporting unit.
+Added: Therefore, the Company determined the fair value of this reporting unit as of September 30, 2022, the annual goodwill impairment testing date.
+Added: In relation to the limited excess fair value of the Asia Pacific reporting unit over the carrying value of the net assets of the reporting unit, auditing management’s annual goodwill impairment test for the Asia Pacific reporting unit required judgement due to the estimation required in determining the fair value of the reporting unit.
+Added: In particular, the fair value estimate was sensitive to significant assumptions such as the revenue growth rate for certain businesses, projected EBITDA margins, long-term growth rate, and weighted average cost of capital, which are affected by expectations about future market or economic conditions and the economic performance of the Asia Pacific reporting unit.
+Added: How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process to quantitatively test the Company’s Asia Pacific reporting unit’s goodwill balance for impairment including among others, controls related to management’s review of the significant assumptions described above and resulting fair value for the Asia Pacific reporting unit.
To test the estimated fair value of the Asia Pacific reporting unit used in the annual goodwill impairment test, we performed audit procedures that included, among others, assessing the methodologies used to determine the fair value of the Asia Pacific reporting unit, testing the significant assumptions discussed above and testing the underlying data used by the Company in its analysis.
−Removed: We compared the significant assumptions used by management to historical results, current industry and economic trends, changes to the Company’s business model, customer base or product mix and other relevant factors.
+Added: We compared the significant assumptions used by management to historical results and current industry and economic trends.
We also evaluated any identified contrary evidence, assessed the historical accuracy of management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value of the reporting unit that would result from changes in the assumptions.
−Removed: In addition, we utilized more experienced members of the audit team and involved our internal valuation specialists to assist in the evaluation and testing of the significant valuation assumptions discussed above, utilized within the quantitative model.
+Added: In addition, we utilized more experienced members of the audit team and involved our internal valuation specialists to assist in the evaluation and testing of the significant valuation assumptions discussed above.
/s/ Ernst & Young LLP
2 unchanged sentences
February 23, 2023
−Removed: CONSOLIDATED STATEMENTS OF INCOME (LOSS)
+Added: CONSOLIDATED STATEMENTS OF INCOME
Twelve Months Ended
6 unchanged sentences
Total operating expenses 4,066.2 3,785.9 3,450.9
−Removed: Operating income (loss) 1,138.0 676.6 ( 335.4 )
+Added: Operating income 1,056.0 1,138.0 676.6
Interest expense ( 183.0 ) ( 145.6 ) ( 141.6 )
−Removed: Other (expense) income, net ( 43.2 ) 150.2 33.3
−Removed: Consolidated income (loss) before income taxes 949.2 685.2 ( 413.8 )
−Removed: (Provision for) benefit from income taxes ( 200.7 ) ( 159.0 ) 35.7
−Removed: Consolidated net income (loss) 748.5 526.2 ( 378.1 )
+Added: Other income (expense), net 56.7 ( 43.2 ) 150.2
+Added: Consolidated income before income taxes 929.7 949.2 685.2
+Added: Provision for income taxes ( 229.5 ) ( 200.7 ) ( 159.0 )
+Added: Consolidated net income 700.2 748.5 526.2
Net income attributable to noncontrolling interests including redeemable noncontrolling interests ( 4.0 ) ( 4.3 ) ( 6.1 )
−Removed: Net income (loss) attributable to Equifax $ 744.2 $ 520.1 $ ( 384.1 )
+Added: Net income attributable to Equifax $ 696.2 $ 744.2 $ 520.1
Basic earnings per common share:
−Removed: Net income (loss) attributable to Equifax $ 6.11 $ 4.28 $ ( 3.18 )
+Added: Net income attributable to Equifax $ 5.69 $ 6.11 $ 4.28
Weighted-average shares used in computing basic earnings per share 122.4 121.9 121.5
Diluted earnings per common share:
−Removed: Net income (loss) attributable to Equifax $ 6.02 $ 4.24 $ ( 3.15 )
+Added: Net income attributable to Equifax $ 5.65 $ 6.02 $ 4.24
Weighted-average shares used in computing diluted earnings per share 123.3 123.6 122.8
1 unchanged sentence
See Notes to Consolidated Financial Statements.
−Removed: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
+Added: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Twelve Months Ended December 31,
2 unchanged sentences
(In millions)
−Removed: Net income (loss) $ 744.2 $ 4.3 $ 748.5 $ 520.1 $ 6.1 $ 526.2 $ ( 384.1 ) $ 6.0 $ ( 378.1 )
−Removed: Other comprehensive income (loss):
+Added: Net income $ 696.2 $ 4.0 $ 700.2 $ 744.2 $ 4.3 $ 748.5 $ 520.1 $ 6.1 $ 526.2
+Added: Other comprehensive (loss) income:
Foreign currency translation adjustment ( 176.8 ) ( 0.8 ) ( 177.6 ) ( 124.1 ) ( 0.6 ) ( 124.7 ) 184.0 1.2 185.2
1 unchanged sentence
Change in cumulative gain from cash flow hedging transactions, net — — — — — — 0.1 — 0.1
−Removed: Other comprehensive income (loss) ( 124.0 ) ( 0.6 ) ( 124.6 ) 183.0 1.2 184.2 ( 20.0 ) ( 0.5 ) ( 20.5 )
−Removed: Comprehensive income (loss) $ 620.2 $ 3.7 $ 623.9 $ 703.1 $ 7.3 $ 710.4 $ ( 404.1 ) $ 5.5 $ ( 398.6 )
+Added: Other comprehensive (loss) income ( 178.3 ) ( 0.8 ) ( 179.1 ) ( 124.0 ) ( 0.6 ) ( 124.6 ) 183.0 1.2 184.2
+Added: Comprehensive income $ 517.9 $ 3.2 $ 521.1 $ 620.2 $ 3.7 $ 623.9 $ 703.1 $ 7.3 $ 710.4
See Notes to Consolidated Financial Statements.
58 unchanged sentences
Operating activities:
−Removed: Consolidated net income (loss) $ 748.5 $ 526.2 $ ( 378.1 )
−Removed: Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
+Added: Consolidated net income $ 700.2 $ 748.5 $ 526.2
+Added: Adjustments to reconcile consolidated net income to net cash provided by operating activities:
Depreciation and amortization 568.6 489.6 399.3
1 unchanged sentence
Deferred income taxes 88.1 9.3 66.5
−Removed: Loss (gain) on fair market value adjustment of equity investments 63.6 ( 149.5 ) —
+Added: (Gain) Loss on fair market value adjustment and gain on sale of equity investment ( 36.8 ) 63.6 ( 149.5 )
(Gain) on sale of asset — ( 4.6 ) —
13 unchanged sentences
Financing activities:
−Removed: Net short-term borrowings (repayments) 323.4 ( 0.7 ) ( 1.8 )
+Added: Net short-term borrowings 242.2 323.4 ( 0.7 )
Payments on long-term debt ( 500.0 ) ( 1,100.2 ) ( 125.0 )
10 unchanged sentences
Effect of foreign currency exchange rates on cash and cash equivalents ( 10.8 ) ( 14.2 ) 19.0
−Removed: (Decrease) increase in cash and cash equivalents ( 1,459.9 ) 1,283.3 177.7
+Added: Increase (decrease) in cash and cash equivalents 60.5 ( 1,459.9 ) 1,283.3
Cash and cash equivalents, beginning of period 224.7 1,684.6 401.3
13 unchanged sentences
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
−Removed: Net (loss) income — — — ( 384.1 ) — — — 6.0 ( 378.1 )
−Removed: Other comprehensive loss — — — — ( 20.0 ) — — ( 0.5 ) ( 20.5 )
+Added: Net income — — — 520.1 — — — 6.1 526.2
+Added: Other comprehensive income — — — — 183.0 — — 1.2 184.2
Shares issued under stock and benefit plans, net of minimum tax withholdings 0.6 — 15.0 — — 10.4 — — 25.4
3 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 )
+Added: Purchase of noncontrolling interests — — ( 5.1 ) — — — — ( 3.9 ) ( 9.0 )
Other — — — 0.1 — — — 0.3 0.4
3 unchanged sentences
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: Purchase of 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
3 unchanged sentences
Shares issued under stock and benefit plans, net of minimum tax withholdings 0.4 — ( 5.5 ) — — ( 11.5 ) — — ( 17.0 )
−Removed: Treasury stock purchased under share repurchase program ($ 197.52 per share)*
−Removed: ( 0.4 ) — — — — ( 69.9 ) — — ( 69.9 )
Cash dividends ($ 1.56 per share)
2 unchanged sentences
Stock-based compensation expense — — 62.6 — — — — — 62.6
−Removed: Redeemable noncontrolling interest adjustment — — — 13.2 — — — ( 13.2 ) —
Dividends paid to noncontrolling interests — — — — — — — ( 3.1 ) ( 3.1 )
Purchases of noncontrolling and redeemable noncontrolling interests — — ( 0.3 ) — — — — ( 0.1 ) ( 0.4 )
−Removed: Other — — ( 0.2 ) — — — — 0.3 0.1
Balance, December 31, 2022 122.5 $ 236.6 $ 1,594.2 $ 5,256.0 $ ( 473.7 ) $ ( 2,650.7 ) $ ( 5.9 ) $ 16.8 $ 3,973.3
21 unchanged sentences
As of December 31, 2022, we operated in the following countries:
−Removed: 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 and Singapore and have an investment in a consumer and commercial credit information company in Brazil.
+Added: Argentina, Australia, Canada, Chile, Costa Rica, Ecuador, El Salvador, Dominican Republic, 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.
+Added: We also 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 previously had a joint venture in Russia that offered consumer credit services;
+Added: however, during the third quarter of 2022, we completed the sale of this equity method investment.
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.
12 unchanged sentences
• Workforce Solutions
−Removed: Information Solutions, or USIS
+Added: Information Solutions (USIS)
• International
1 unchanged sentence
Our most significant foreign operations are located in Australia, the U.K.
−Removed: In the fourth quarter of 2021, we integrated our Global Consumer Solutions business into our USIS, Workforce Solutions and International operating segments.
−Removed: consumer credit monitoring solutions businesses have been moved into the Online Information Solutions business of USIS with the U.S.
−Removed: consumer identity theft protection business moved to the Employer Services business of Workforce Solutions.
−Removed: All international consumer credit monitoring solutions businesses in Canada and Europe have been moved into the respective country operations within the International operating segment.
−Removed: These changes in operating segments align with how we manage our business as of the fourth quarter of 2021.
−Removed: 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: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: 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: 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.
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.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Revenue Recognition and Deferred Revenue.
12 unchanged sentences
Revenue is recorded net of sales taxes.
−Removed: If at the outset of an arrangement, we determine that collectibility is not reasonably assured, revenue is deferred until the earlier of when collectibility becomes probable or the receipt of payment from the customer.
+Added: If at the outset of an arrangement, we determine that collectability is not reasonably assured, revenue is deferred until the earlier of when collectability becomes probable or the receipt of payment from the customer.
If there is uncertainty as to the customer’s acceptance of the performance obligation, revenue is not recognized until the earlier of receipt of customer acceptance or expiration of the acceptance period.
11 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: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
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.
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.
−Removed: 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.
+Added: Within our Workforce Solutions operating segment, the fees for certain of our tax credits and incentives revenue are based on a percentage of the
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: credit delivered to our clients.
Revenue for these arrangements is recognized based on the achievement of milestones, upon calculation of the credit, approval from a regulatory agency or when the credit is utilized by our client, depending on the provisions of the client contract.
26 unchanged sentences
(3) hardware and software expense associated with transaction processing systems;
−Removed: (4) telecommunication and computer network expense;
+Added: (4) telecommunication, cloud computing and computer network expense;
and (5) occupancy costs associated with facilities where these functions are performed by Equifax employees.
2 unchanged sentences
Advertising costs, which are expensed as incurred , totaled $ 70.1 million, $ 70.2 million and $ 59.0 million during 2022, 2021 and 2020, respectively.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Stock-Based Compensation.
6 unchanged sentences
We assess whether it is more likely than not that we will generate sufficient taxable income to realize our deferred tax assets.
−Removed: We record a valuation allowance, as necessary, to reduce our deferred tax assets to the amount of future tax benefit that we estimate is more likely than not to be realized.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: valuation allowance, as necessary, to reduce our deferred tax assets to the amount of future tax benefit that we estimate is more likely than not to be realized.
We record tax benefits for positions that we believe are more likely than not of being sustained under audit examinations.
We assess the potential outcome of such examinations to determine the adequacy of our income tax accruals.
−Removed: We recognize interest and penalties accrued related to unrecognized tax benefits in the provision for income taxes on our Consolidated Statements of Income (Loss).
+Added: We recognize interest and penalties accrued related to unrecognized tax benefits in the provision for income taxes on our Consolidated Statements of Income.
We adjust our income tax provision during the period in which we determine that the actual results of the examinations may differ from our estimates or when statutory terms expire.
12 unchanged sentences
Weighted-average shares outstanding (diluted) 123.3 123.6 122.8
+Added: For the twelve months ended December 31, 2022, 0.6 million stock options were anti-dilutive and therefore excluded from this calculation.
For the twelve months ended December 31, 2021, stock options with an anti-dilutive effect were not material.
−Removed: 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.
+Added: For the twelve months ended December 31, 2020, 0.4 million stock options were anti-dilutive and therefore excluded from this calculation.
Cash Equivalents.
8 unchanged sentences
We reassess the adequacy of the allowance for doubtful accounts each reporting period.
−Removed: Increases to the allowance for doubtful accounts are recorded as bad debt expense, which are included in selling, general and administrative expenses on the accompanying Consolidated Statements of Income (Loss).
+Added: Increases to the allowance for doubtful accounts are recorded as bad debt expense, which are included in selling, general and administrative expenses on the accompanying Consolidated Statements of Income.
Below is a rollforward of our allowance for doubtful accounts for the twelve months ended December 31, 2022 and 2021:
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Twelve Months Ended December 30,
4 unchanged sentences
Allowance for doubtful accounts, end of period $ 19.1 $ 13.9
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other Current Assets.
−Removed: Other current assets also include certain current tax receivable accounts.
+Added: Other current assets also include amounts receivable related to vendor rebates and current tax receivable accounts.
As of December 31, 2022 and 2021, these assets were approximately $ 55.3 million and $ 19.8 million, respectively.
7 unchanged sentences
Leasehold improvements are depreciated over the shorter of their estimated useful lives or lease terms that are reasonably assured.
−Removed: Buildings are depreciated over a forty -year period.
+Added: Buildings are depreciated over the shorter of their estimated useful lives or a forty -year period.
Other fixed assets are depreciated over three to seven years.
−Removed: Upon sale or retirement of an asset, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is recognized and included in income from operations on the Consolidated Statements of Income (Loss) with the classification of any gain or loss dependent on the characteristics of the asset sold or retired.
+Added: Upon sale or retirement of an asset, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is recognized and included in income from operations on the Consolidated Statements of Income with the classification of any gain or loss dependent on the characteristics of the asset sold or retired.
Certain internal-use software and system development costs are capitalized.
5 unchanged sentences
Industrial Revenue Bonds.
−Removed: Pursuant to the terms of certain industrial revenue bonds, we have transferred title to certain of our fixed assets with total costs of $ 156.4 million as of December 31, 2021 and 2020 to a local governmental authority in the U.S.
+Added: Pursuant to the terms of certain industrial revenue bonds, we previously transferred title to certain of our fixed assets with total costs of $ 156.4 million as of December 31, 2021 to a local governmental authority in the U.S.
to receive a property tax abatement related to economic development.
−Removed: The title to these assets will revert back to us upon retirement or cancellation of the applicable bonds.
−Removed: These fixed assets are still recognized in the Company’s Consolidated Balance Sheets as all risks and rewards remain with the Company.
+Added: As of December 31, 2022, the title to these assets had reverted back to us upon the retirement of the applicable bonds.
+Added: These fixed assets are recognized in the Company’s Consolidated Balance Sheets as all risks and rewards remain with the Company.
Impairment of Long-Lived Assets.
9 unchanged sentences
We did not record any material impairment losses of long-lived assets in any of the periods presented.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Goodwill and Indefinite-Lived Intangible Assets.
4 unchanged sentences
Under ASC 350, we have an option to perform a “qualitative” assessment of our reporting units to determine whether further impairment testing is necessary.
−Removed: If an entity believes, as a result of its qualitative assessment, that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, the quantitative impairment test is required.
−Removed: Otherwise, no further testing is required.
For reporting units that we determine meet these criteria, we perform a qualitative assessment.
2 unchanged sentences
In addition, for each of these reporting units, we assess whether the most recent fair value determination results in an amount that exceeds the carrying amount of the reporting units.
−Removed: Based on these assessments, we determine whether the likelihood that a current fair value determination would be less than the current carrying amount of the reporting unit is not more likely than not.
+Added: Based on these assessments, we determine whether the likelihood that a current fair
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: value determination would be less than the current carrying amount of the reporting unit is not more likely than not.
If it is determined it is not more likely than not, no further testing is required.
18 unchanged sentences
Purchased intangible assets represent the estimated fair value of acquired intangible assets used in our business.
−Removed: Purchased data files represent the estimated fair value of consumer and commercial data files acquired primarily through the purchase of independent credit reporting agencies in the U.S., Australia and Canada.
+Added: Purchased data files represent the estimated fair value of consumer and commercial data files acquired through our acquisitions of various companies, including a fraud and identity solutions provider and independent credit reporting agencies in the U.S., Australia and Canada.
We expense the cost of modifying and updating credit files in the period such costs are incurred.
8 unchanged sentences
Trade names 2 to 15
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other Assets.
2 unchanged sentences
We record our equity investment in Brazil within Other Assets at fair value, using observable Level 1 inputs.
−Removed: 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.
−Removed: 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.
−Removed: All unrealized gains or losses on the investment are recorded in Other Income (Expense), Net within the Consolidated Statements of Income (Loss).
+Added: The carrying value of the investment has been adjusted to $ 74.5 million as of December 31, 2022 based on quoted market prices, resulting in an unrealized gain of $ 13.3 million for the twelve months December 31, 2022.
+Added: The carrying value of the investment was $ 56.4 million as of December 31, 2021, resulting in an unrealized loss of $ 64.0 million for the twelve months ended December 31, 2021.
+Added: During the second quarter of 2022, we sold our interest in two equity investments resulting in a gain of $ 27.5 million recorded in Other Income (Expense), Net within the Consolidated Statements of Income.
+Added: We previously had a joint venture in Russia that offered consumer credit services;
+Added: however, during the third quarter of 2022, we completed the sale of this equity method investment.
+Added: All unrealized gains or losses on these investments are recorded in Other Income (Expense), Net within the Consolidated Statements of Income.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other Current Liabilities.
11 unchanged sentences
The expected rate of return on plan assets is based on both our historical returns and forecasted future investment returns by asset class, as provided by our external investment advisor.
−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, as further described below.
Our Consolidated Balance Sheets reflect the funded status of the pension and other postretirement plans.
3 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 $ 0.8 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).
+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 $ 0.2 million of foreign currency gains for the twelve months ended December 31, 2022.
+Added: We recorded foreign currency gains of $ 0.8 million and foreign currency losses of $ 0.5 million during the twelve months ended December 31, 2021 and 2020, respectively.
+Added: Foreign currency gains and losses are recorded in Other Income (Expense), Net in our Consolidated Statements of Income.
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 translation in other comprehensive loss and accumulated other comprehensive loss.
−Removed: 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.
+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 income (loss) and accumulated other comprehensive loss.
+Added: For the year ended December 31, 2022, we recorded $ 1.8 million of foreign currency transaction losses.
+Added: For the years ended December 31, 2021 and 2020, we recorded foreign currency transaction gains of $ 2.6 million and foreign currency transaction losses of $ 7.5 million, respectively, in our Consolidated Statements of Income.
Financial Instruments.
3 unchanged sentences
As of December 31, 2022 and 2021, the fair value of our long-term debt, including the current portion, based on observable inputs was $ 4.8 billion and $ 5.2 billion, respectively, compared to its carrying value of $ 5.3 billion and $ 5.0 billion, respectively.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fair Value Measurements.
1 unchanged sentence
We use a three level fair value hierarchy to prioritize the inputs used in valuation techniques between observable inputs that reflect quoted prices in active markets, inputs other than quoted prices with observable market data and unobservable data (e.g., a company’s own data).
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table presents assets and liabilities measured at fair value on a recurring basis:
19 unchanged sentences
Variable Interest Entities.
−Removed: We hold interests in certain entities, including credit data, information solutions and an identity authentication company, that are considered variable interest entities, or VIEs.
+Added: We hold interests in certain entities, including credit data and information solutions companies, that are considered variable interest entities, or VIEs.
These variable interests relate to ownership interests that require financial support for these entities.
−Removed: 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.
+Added: Our investments related to these VIEs totaled $ 0.3 million and $ 30.2 million at December 31, 2022 and 2021, respectively, representing our maximum exposure to loss, with the exception of the guarantees referenced in Note 6.
We are not the primary beneficiary and are not required to consolidate any of these VIEs.
8 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
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: 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 of earnings per share.
No ne of the current period adjustments reflect a redemption in excess of fair value.
Additionally, due to the immaterial balance of the redeemable noncontrolling interest, we have elected to maintain the noncontrolling interest in permanent equity, rather than temporary equity, within our Consolidated Balance Sheet.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Adoption of New Accounting Standards.
31 unchanged sentences
2021-08 “Business Combinations (Topic 805):
−Removed: 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: 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, contract liabilities and deferred revenue 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.
ASU 2021-08 is effective for all public business entities for annual periods beginning after December 15, 2022, although early adoption is permitted.
6 unchanged sentences
ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022.
+Added: In December 2022, the FASB issued ASU No.
+Added: 2022-06 "Reference Rate Reform (Topic 848):
+Added: Deferral of the Sunset Date of Topic 848." The update extends the sunset date from ASU No.
+Added: 2020-04 from December 31, 2022, to December 31, 2024.
+Added: After this date, entities will no longer be permitted to apply the relief in Topic 848.
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.
22 unchanged sentences
2022 Acquisitions and Investments.
−Removed: 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: In the first quarter of 2022, the Company acquired 100 % of Efficient Hire, a provider of cloud recruiting, onboarding and human resources management solutions, within the Workforce Solutions operating segment, and Data Crédito, a consumer credit reporting agency in the Dominican Republic, within the International operating segment.
+Added: These acquisitions expand the Company's data assets and product offerings and broaden our geographic footprint.
+Added: In the third quarter of 2022, the Company acquired 100 % of LawLogix, a leading provider of cloud-based I-9 software and immigration case management software, within the Workforce Solutions operating segment, and Midigator, a provider of post-transaction fraud mitigation solutions, within the U.S.
+Added: Information Solutions ("USIS") business segment.
+Added: These acquisitions expand the Company's data assets as well as product offerings.
+Added: The Company accounted for these acquisitions 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.
+Added: The primary area of the purchase price that is not yet finalized for LawLogix and Midigator is related to working capital.
+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: 2021 Acquisitions and Investments.
+Added: In February 2021, the Company acquired 100 % of Kount, a provider of fraud prevention and digital identity solutions for $ 640 million within the USIS business unit.
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.
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.
−Removed: Additionally, the Company acquired 100 % of Appriss Insights on October 1, 2021, for cash consideration of approximately $ 1.825 billion.
+Added: Additionally, the Company acquired 100 % of Appriss Insights in October 2021, for cash consideration of approximately $ 1.825 billion.
Appriss Insights is a source of risk and criminal justice intelligence information and will be reported within the Workforce Solutions business unit.
−Removed: All of these acquisitions expand the Company's data assets as well as product offerings.
−Removed: 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.
−Removed: 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: We have completed the allocation of the purchase prices for the 2021 acquisitions.
2020 Acquisitions and Investments.
1 unchanged sentence
In 2020, the Company also completed an acquisition in our USIS segment to expand the Company's product offerings.
−Removed: We have completed the allocation of the purchase prices for the 2020 acquisitions.
−Removed: 2019 Acquisitions and Investments.
−Removed: In April 2019, the Company completed the acquisition of 100 % of Knowledge Works, Inc., d/b/a PayNet, Inc.
−Removed: (“PayNet”), a commercial data and analytics company, in our USIS and International segments to expand the Company’s product offerings.
−Removed: In 2019, the Company completed various acquisitions in our Workforce Solutions segment to expand the Company’s product offerings.
−Removed: We have completed the allocation of the purchase prices for the 2019 acquisitions.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1 unchanged sentence
The following table summarizes the estimated fair value of the net assets acquired and the liabilities assumed at the acquisition dates during 2022 and 2021.
−Removed: 2021 2020 (3)
(In millions)
3 unchanged sentences
Identifiable intangible assets (1)
+Added: 187.4 1,094.1
+Added: 283.9 1,842.7
Total assets acquired 494.0 3,011.7
3 unchanged sentences
(1) Identifiable intangible assets are further disaggregated in the following table.
+Added: (2) The goodwill related to the 2022 acquisitions was recognized in the Workforce Solutions, USIS, and International operating segments.
+Added: $ 201.7 million of goodwill related to the 2022 acquisitions was tax deductible, which excludes goodwill related to Data Crédito within International and a portion of goodwill related to Midigator within USIS.
The goodwill related to the 2021 acquisitions were recognized in the Workforce Solutions, USIS and International operating segments.
−Removed: $ 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.
−Removed: The goodwill related to the 2020 acquisitions were recognized in the International and USIS operating segments.
−Removed: The goodwill related to the International and USIS acquisitions in 2020 are not deductible for tax purposes.
−Removed: (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.
+Added: $ 1.4 billion of goodwill related to 2021 acquisitions was tax deductible, which excludes goodwill related to Kount within USIS and AccountScore within International.
The primary reasons the purchase price of these acquisitions exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, were expanded growth opportunities from new or enhanced product offerings and geographies, cost savings from the elimination of duplicative activities and the acquisition of an assembled workforce that are not recognized as assets apart from goodwill.
15 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: In the fourth quarter of 2021, we integrated our Global Consumer Solutions business into our USIS, Workforce Solutions and International operating segments.
−Removed: consumer credit monitoring solutions businesses were moved to USIS with the U.S.
−Removed: consumer identity theft protection business moved to Workforce Solutions.
−Removed: All international consumer credit marketing solutions businesses have been moved into the Canada and Europe reporting units based on the geographical location of customers.
−Removed: These changes in reporting units align with how we plan to manage our business going forward.
−Removed: 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.
−Removed: A change in reporting units requires that goodwill be tested for impairment.
−Removed: 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 2022, we acquired Efficient Hire and LawLogix within the Workforce Solutions operating segment.
+Added: We acquired Midigator within the USIS operating segment.
+Added: We acquired Data Crédito within the International operating segment.
During 2021, we acquired Appriss Insights, HIREtech, i2Verify and Health e(fx) within the Workforce Solutions operating segment.
10 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
11 unchanged sentences
Our 2022 annual impairment test completed during the third quarter of 2022 resulted in no impairment of indefinite-lived intangible assets.
−Removed: As of December 31, 2021 and 2020, these assets were approximately $ 94.9 million.
+Added: As of December 31, 2022 and 2021, these assets were approximately $ 94.8 million and $ 94.9 million, respectively.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
23 unchanged sentences
Commercial paper (“CP”) $ 566.8 $ 321.9
−Removed: Notes, 2.30 %, due June 2021
−Removed: Notes, 3.60 %, due Aug 2021
−Removed: Notes, Floating Rate, due Aug 2021 — 300.0
Notes, 3.30 %, due Dec 2022
−Removed: Notes, 3.95 %, due May 2023
+Added: Notes, 3.95 %, due June 2023
Notes, 2.60 %, due December 2024
2 unchanged sentences
Term loan, due August 2026 700.0 700.0
+Added: Notes, 5.10 %, due December 2027
Debentures, 6.90 %, due July 2028
1 unchanged sentence
Notes, 2.35 %, due September 2031
+Added: 1,000.0 1,000.0
Notes, 7.00 %, due July 2037
10 unchanged sentences
5.1 % Senior Notes.
+Added: In September 2022, we issued $ 750.0 million aggregate principal amount of 5.1 % five-year Senior Notes due 2027 (the "2027 Notes") in an underwritten public offering.
+Added: Interest on the 2027 Notes accrues at a rate of 5.1 % per year and is payable semi-annually in arrears on June 15 and December 15 of each year.
+Added: The net proceeds of the sale of the 2027 Notes were ultimately used to repay, in October 2022, our then-outstanding $ 500.0 million 3.30 % Senior Notes due December 2022.
+Added: The remaining proceeds were used for general corporate purposes, including the repayment of borrowings under our commercial paper program.
+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 2027 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.
+Added: 2.35 % Senior Notes.
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.
2 unchanged sentences
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.
−Removed: 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: We must comply with various non-financial covenants, including certain limitations on
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets.
The 2031 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.
1 unchanged sentence
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
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: 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 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.
25 unchanged sentences
Under the Senior Credit Facilities, the Company must comply with various financial and non-financial covenants.
−Removed: 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: 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 Appriss Insights acquisition on October 1, 2021, through the third quarter of 2022, (iii) 4.0 to 1.0 for the fourth quarter of 2022 through the first quarter of 2023 and (iv) 3.75 to 1.0 for the second quarter of 2023 through the remaining term of the Revolver.
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.
2 unchanged sentences
The non-financial covenants include limitations on liens, subsidiary debt, mergers, liquidations, asset dispositions and certain government regulations.
−Removed: As of December 31, 2021, we were in compliance with our covenants under the Revolver and Term Loan.
−Removed: 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.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: December 31, 2022, we were in compliance with our covenants under the Revolver and Term Loan.
+Added: 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.
At December 31, 2022, 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.
7 unchanged sentences
At December 31, 2022, there were $ 566.8 million of outstanding CP notes.
+Added: We have disclosed the net short-term borrowing activity for the year ended December 31, 2022 in the Consolidated Statements of Cash Flows.
+Added: The amount disclosed includes Commercial Paper borrowings of $ 161.0 million and payments of $ 346.8 million with a maturity date greater than 90 days and less than 365 days for the twelve months ended December 31, 2022.
2.3 % and 3.25 % Senior Notes.
13 unchanged sentences
On December 17, 2012, we issued $ 500.0 million principal amount of 3.3 %, ten-year senior notes in an underwritten public offering.
−Removed: Interest is payable semi-annually in arrears on December 15 and June 15 of each year.
+Added: Interest was payable semi-annually in arrears on December 15 and June 15 of each year.
The net proceeds of the sale of the notes were used to partially finance an acquisition in December 2012.
5 unchanged sentences
Cash paid for interest was $ 161.7 million, $ 139.7 million and $ 130.9 million during the twelve months ended December 31, 2022, 2021 and 2020, respectively.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
COMMITMENTS AND CONTINGENCIES
−Removed: 2017 Cybersecurity Incident.
−Removed: Litigation, Claims and Government Investigations.
−Removed: 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.
−Removed: 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.
−Removed: We were also subject to investigations and inquiries by federal, state and foreign governmental agencies and officials regarding the 2017 cybersecurity incident and related matters.
−Removed: Most of these lawsuits and government investigations have concluded or been resolved, including pursuant to the settlement agreements described below, while others remain ongoing.
−Removed: 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.
−Removed: 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.
−Removed: The amount accrued represents our best estimate of the liability related to these matters.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: Consumer Settlement.
−Removed: On July 19, 2019 and July 22, 2019, we entered into multiple agreements that resolve the U.S.
−Removed: consolidated consumer class action cases, captioned In re:
−Removed: Equifax, Inc.
−Removed: Customer Data Security Breach Litigation, MDL No.
−Removed: 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 and the NYDFS (collectively, the “Consumer Settlement”).
−Removed: 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.
−Removed: 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.
−Removed: Consumer MDL Litigation (not to exceed $80.5 million), settlement administration costs and notice costs.
−Removed: The Company has agreed to contribute up to an additional $125.0 million to the Consumer Restitution Fund to cover certain unreimbursed costs and expenditures incurred by affected U.S.
−Removed: consumers in the event the $380.5 million in the Consumer Restitution Fund is exhausted.
−Removed: The Company also agreed to various business practice commitments related to consumer assistance and its information security program, including conducting third party assessments of its information security program.
−Removed: On January 13, 2020, the Northern District of Georgia, the U.S.
−Removed: District Court overseeing centralized pre-trial proceedings for the U.S.
−Removed: Consumer MDL Litigation and numerous other federal court actions relating to the 2017 cybersecurity incident (the “MDL Court”), entered an order granting final approval of the settlement in connection with the U.S.
−Removed: Consumer MDL Litigation.
−Removed: The MDL Court entered an amended order granting final approval of the settlement (the “Final Approval Order”) on March 17, 2020.
−Removed: Several objectors appealed the Final Approval Order to the U.S.
−Removed: Court of Appeals for the Eleventh Circuit (the “Eleventh Circuit”).
−Removed: 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.
−Removed: Several objectors filed petitions with the Eleventh Circuit seeking a rehearing, and on July 29, 2021, the Eleventh Circuit denied those petitions.
−Removed: On August 12, 2021, the MDL Court made the Eleventh Circuit’s mandate the judgment of the MDL Court.
−Removed: Two objectors filed petitions for a writ of certiorari with the U.S.
−Removed: Supreme Court, and on January 10, 2022, the U.S.
−Removed: Supreme Court denied the last remaining petition.
−Removed: On January 11, 2022, the Consumer Settlement became effective.
−Removed: Other Matters .
−Removed: We face other lawsuits and government investigations related to the 2017 cybersecurity incident that have not yet been concluded or resolved.
−Removed: These ongoing matters may result in judgments, fines or penalties, settlements or other relief.
−Removed: We dispute the allegations in the remaining lawsuits and intend to defend against such claims.
−Removed: Set forth below are descriptions of the main categories of these matters.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Georgia State Court Consumer Class Actions .
−Removed: Four putative class actions arising from the 2017 cybersecurity incident were filed against us in Fulton County Superior Court and Fulton County State Court in Georgia based on similar allegations and theories as alleged in the U.S.
−Removed: Consumer MDL Litigation and seek monetary damages, injunctive relief and other related relief on behalf of Georgia citizens.
−Removed: These cases were transferred to a single judge in the Fulton County Business Court and three of the cases were consolidated into a single action.
−Removed: 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: 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
+Added: In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of personal information of consumers.
Five putative Canadian class actions, four of which are on behalf of a national class of approximately 19,000 Canadian consumers, are pending against us in Ontario, British Columbia and Alberta.
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 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
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: 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.
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.
−Removed: 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.
+Added: The plaintiff filed a notice of further appeal with the Ontario Court of Appeal, and on November 25, 2022, the Ontario Court of Appeal dismissed the plaintiff’s appeal and upheld the Divisional Court’s ruling in our favor.
+Added: On January 24, 2023, the plaintiff appealed this decision to the Supreme Court of Canada.
All remaining purported class actions are at preliminary stages or stayed.
−Removed: 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 and these investigations have been resolved as discussed in prior filings.
+Added: FCA Investigation
The U.K.’s Financial Conduct Authority (“FCA”) opened an enforcement investigation against our U.K.
−Removed: subsidiary, Equifax Limited, in October 2017.
+Added: subsidiary, Equifax Limited, in October 2017 in connection with the 2017 cybersecurity incident.
The investigation by the FCA has involved a number of information requirements and interviews.
−Removed: We continue to respond to the information requirements and are cooperating with the investigation.
−Removed: 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.
+Added: We have responded to the information requirements and continue to cooperate with the investigation.
+Added: At this time, we are unable to predict the outcome of this FCA investigation, including whether the investigation will result in any action or proceeding against us.
Data Processing, Outsourcing Services and Other Agreements
−Removed: We have separate agreements with Google, Amazon Web Services, IBM, Tata Consultancy Services and others to outsource portions of our network and security infrastructure, computer data processing operations, applications development, business continuity and recovery services, help desk service and desktop support functions, operation of our voice and data networks, maintenance and related functions and to provide certain other administrative and operational services.
+Added: We have separate agreements with Google, Amazon Web Services, UST Global, Kyndryl and others to outsource portions of our network and security infrastructure, computer data processing operations, applications development, business continuity and recovery services, help desk service and desktop support functions, operation of our voice and data networks, maintenance and related functions and to provide certain other administrative and operational services.
The agreements expire between 2023 and 2028 .
10 unchanged sentences
During 2022, 2021 and 2020, we paid approximately $ 152 million, $ 62 million and $ 29 million, respectively, for these services.
−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
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: 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 $ 42 million for the remaining term, with no individual year’s minimum expected to exceed approximately $ 32 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.
+Added: Under our agreement with Amazon Web Services, we have outsourced certain areas of our network and security infrastructure.
+Added: The estimated future minimum contractual obligation under the agreement is approximately $ 222 million for the remaining term, with no individual year's minimum expected to exceed approximately $ 52 million.
During 2022, 2021, and 2020, we paid approximately $ 74 million, $ 58 million and $ 43 million, respectively, for these services.
9 unchanged sentences
Begor’s agreement would occur, subject to certain exceptions, if (1) any person acquires 20 % or more of our voting stock;
−Removed: (2) upon a merger or other business combination, our shareholders receive less than two-thirds of the common stock and combined voting power of the new company;
+Added: (2) upon a merger or other business combination, our shareholders receive less than two-thirds of the common stock and combined voting power of the new
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(3) members of the current Board of Directors ceasing to constitute a majority of the Board of Directors, except for new directors that are regularly elected;
21 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: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
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.
7 unchanged sentences
We have no accrual related to indemnifications on our Consolidated Balance Sheets at December 31, 2022 and 2021.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Subsidiary Dividend and Fund Transfer Limitations
7 unchanged sentences
We accrue for unpaid legal fees for services performed to date.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The provision from (benefit for) income taxes consisted of the following:
+Added: The provision from income taxes consisted of the following:
Twelve Months Ended December 31,
9 unchanged sentences
88.1 9.3 66.5
−Removed: Provision from (benefit for) income taxes $ 200.7 $ 159.0 $ ( 35.7 )
−Removed: Domestic and foreign income (loss) before income taxes was as follows:
+Added: Provision from income taxes $ 229.5 $ 200.7 $ 159.0
+Added: Domestic and foreign income before income taxes was as follows:
Twelve Months Ended December 31,
4 unchanged sentences
$ 929.7 $ 949.2 $ 685.2
−Removed: The provision from (benefit for) income taxes reconciles with the U.S.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: The provision from income taxes reconciles with the U.S.
federal statutory rate, as follows:
5 unchanged sentences
State and local taxes, net of federal tax benefit 34.7 34.9 17.8
−Removed: Foreign ( 10.4 ) 5.5 ( 2.7 )
+Added: Foreign differential 14.8 ( 10.4 ) 5.5
Federal research & development credit ( 28.5 ) ( 16.6 ) ( 15.9 )
5 unchanged sentences
Other 5.3 2.0 ( 1.4 )
−Removed: Provision from (benefit for) income taxes $ 200.7 $ 159.0 $ ( 35.7 )
+Added: Provision from income taxes $ 229.5 $ 200.7 $ 159.0
Effective income tax rate 24.7 % 21.2 % 23.2 %
−Removed: 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.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Components of the deferred income tax assets and liabilities at December 31, 2022 and 2021, were as follows:
33 unchanged sentences
Further, we are permanently invested with respect to the original investment in foreign subsidiaries.
−Removed: 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.
2 unchanged sentences
federal and state net operating loss carryforwards of $ 34.8 million and $ 501.6 million, respectively, which will expire at various times between 2023 and 2041.
−Removed: We also had foreign net operating loss carryforwards totaling $ 274.9 million of which $ 24.2 million will expire between 2022 and 2041 and the remaining $ 250.7 million will carryforward indefinitely.
+Added: We also had foreign net operating loss carryforwards totaling $ 260.6 million of which $ 15.7 million will expire between 2023 and 2041 and the remaining $ 244.9
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: million will carryforward indefinitely.
Foreign capital loss carryforwards of $ 16.3 million may be carried forward indefinitely.
6 unchanged sentences
Cash paid for income taxes, net of amounts refunded, was $ 152.4 million, $ 192.3 million and $ 75.6 million during the twelve months ended December 31, 2022, 2021 and 2020, respectively.
−Removed: We recognize interest and penalties accrued related to unrecognized tax benefits in the provision for income taxes on our Consolidated Statements of Income (Loss).
+Added: We recognize interest and penalties accrued related to unrecognized tax benefits in the provision for income taxes on our Consolidated Statements of Income.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
10 unchanged sentences
As of December 31, 2022 and 2021, the total amount of unrecognized benefits that, if recognized, would have affected the effective tax rate was $ 41.1 million and $ 33.0 million, respectively, which included interest and penalties of $ 5.9 million and $ 4.7 million, respectively.
−Removed: During 2021 and 2020, interest and penalties of $ 1.0 million were accrued in each period.
+Added: During 2022 and 2021, gross interest and penalties of $ 2.2 million and $ 1.0 million, respectively, were accrued.
As of December 31, 2022 and 2021, the gross amount of unrecognized tax benefits was $ 56.2 million and $ 48.5 million, respectively.
5 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 $ 3.9 million.
+Added: Inflation Reduction Act
+Added: On August 16, 2022, President Biden signed the Inflation Reduction Act into law, which included enactment of a 15% corporate minimum tax effective in 2023.
+Added: We currently do not expect the corporate minimum tax to have a material impact on our financial results.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Coronavirus Aid, Relief, and Economic Security Act
−Removed: 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.
−Removed: 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
4 unchanged sentences
We expect to issue common shares held as either treasury stock or new issue shares upon the exercise of stock options or once shares vest pursuant to restricted stock units or performance share awards.
−Removed: Total stock-based compensation expense in our Consolidated Statements of Income (Loss) during the twelve months ended December 31, 2021, 2020 and 2019, was as follows:
+Added: Total stock-based compensation expense in our Consolidated Statements of Income during the twelve months ended December 31, 2022, 2021 and 2020, was as follows:
Twelve Months Ended December 31,
56 unchanged sentences
However, stock awards granted prior to February 16, 2017 did not accrue or pay dividends during the vesting period, so the fair value on the date of grant for the pre-2017 awards was reduced by the present value of the expected dividends over the requisite service period (discounted using the appropriate risk-free interest rate).
−Removed: 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
+Added: Stock awards granted beginning in 2017 include the right to dividends or dividend equivalents, which are accrued and payable only if and when the underlying stock vests and is payable.
+Added: Pursuant to our 2008 Omnibus Incentive Plan, certain executives have been granted performance shares pursuant to 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.
+Added: In 2017, certain executives were granted performance shares pursuant to which the number of shares earned was
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: the Company’s three-year cumulative adjusted earnings per share.
+Added: dependent upon the Company’s three-year cumulative adjusted earnings per share.
+Added: Beginning in 2022, certain executives have been granted performance shares pursuant to which the number of shares earned is dependent upon the Company's adjusted EBITDA growth over the three-year performance period.
The number of shares which could potentially be issued under these performance share awards ranges from zero to 200 % of the target award.
1 unchanged sentence
Compensation expense for shares earned based on the Company’s three-year total shareholder return is recognized on a straight-line basis over the measurement period and is based upon the fair market value of the shares estimated to be earned at the date of grant using a Monte-Carlo simulation.
−Removed: 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.
+Added: Compensation expense for shares earned based on the Company’s three-year cumulative adjusted earnings per share was 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.
+Added: Compensation expense for shares earned based on the Company’s adjusted EBITDA is recognized on a straight-line basis over the measurement period and is based upon the fair market value of the shares estimated to be earned at the date of grant using a Monte-Carlo simulation.
The following table summarizes changes in these other stock awards during the twelve months ended December 31, 2022, 2021 and 2020 and the related weighted-average grant date fair value:
25 unchanged sentences
Pension Benefits.
−Removed: Pension benefits are provided through U.S.
−Removed: and Canadian defined benefit pension plans and three supplemental executive defined benefit pension plans.
+Added: Pension benefits are provided through U.S., and previously, Canadian defined benefit pension plans and three supplemental executive defined benefit pension plans.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
and Canadian Retirement Plans.
2 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
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: retirement status.
−Removed: 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”);
+Added: This plan also covers retirees as well as certain terminated but vested individuals not yet in retirement status.
+Added: We also sponsored a retirement plan with both defined benefit and defined contribution components that covered 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.
2 unchanged sentences
Additionally, the CRIP, a registered defined benefit pension plan, was changed for employees who did not meet retirement-eligibility status under the CRIP as of December 31, 2012 (“Non-Grandfathered” participants).
−Removed: Under the plan amendment, the service credit for Non-Grandfathered participants froze, but these participants will continue to receive credit for salary increases and vesting service.
+Added: Under the plan amendment, the service credit for Non-Grandfathered participants froze, but these participants continued to receive credit for salary increases and vesting service.
Additionally, Non-Grandfathered employees and certain other employees not eligible to participate in the CRIP (i.e., new hires on or after October 1, 2011) are eligible to participate in an enhanced defined contribution plan.
1 unchanged sentence
The CRIP was frozen effective December 31, 2020 at which date we ceased accruing benefits for all active members.
−Removed: The obligation is expected to be settled in 2022 with lump sum distributions and an annuity purchase.
+Added: During the third quarter of 2022, we settled the liabilities under the CRIP with lump sum payments and an annuity purchase.
During the twelve months ended December 31, 2022, we made no voluntary contributions to the USRIP and made contributions of $ 15.5 million to the CRIP.
−Removed: During the twelve months ended December 31, 2020, we made no voluntary contributions to the USRIP or the CRIP.
+Added: 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.
At December 31, 2022, the USRIP met or exceeded ERISA’s minimum funding requirements.
23 unchanged sentences
Amendments — — — ( 2.2 )
−Removed: Actuarial loss (gain) ( 12.5 ) 63.2 ( 1.5 ) 2.7
+Added: Actuarial (gain) ( 151.7 ) ( 12.5 ) ( 3.3 ) ( 1.5 )
Foreign currency exchange rate changes ( 1.1 ) 0.1 ( 0.1 ) —
+Added: Settlements ( 57.4 ) — — —
Benefits paid ( 42.2 ) ( 42.6 ) ( 1.6 ) ( 1.9 )
16 unchanged sentences
The projected benefit obligation and accumulated benefit obligation for these plans in the aggregate were $ 87.9 million and $ 87.4 million, respectively, and these plans did not have any plan assets at December 31, 2022.
−Removed: 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.
At December 31, 2021, the USRIP had projected benefit obligations and accumulated benefit obligations in excess of the plan's respective assets.
13 unchanged sentences
At December 31, 2022 and 2021 amounts included in accumulated other comprehensive loss related to pension benefit plans consisted of prior service cost of $ 3.4 million and $ 1.9 million, net of accumulated taxes of $ 1.2 million and $ 0.4 million, respectively.
−Removed: 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.
+Added: For the twelve months ended December 31, 2022 and 2021, we recognized a $ 1.4 million gain and $ 20.2 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, 2022 and 2021, amounts recognized through net periodic benefit cost related to prior service cost, curtailments and settlements were not material.
7 unchanged sentences
Amortization of prior service cost ( 1.7 ) ( 1.8 ) ( 1.7 ) ( 0.5 ) ( 0.1 ) ( 0.2 )
−Removed: Recognized actuarial loss (gain) - mark to market 21.0 30.4 0.2 ( 0.8 ) 1.8 ( 5.0 )
+Added: Recognized actuarial (gain) loss - mark to market ( 2.7 ) 21.0 30.4 0.5 ( 0.8 ) 1.8
+Added: Settlements ( 1.0 ) — — — — —
Total net periodic benefit cost (income) $ ( 8.6 ) $ 10.9 $ 16.2 $ — $ ( 0.9 ) $ 1.4
11 unchanged sentences
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.
+Added: During 2022, we continued to use the MP-2021 mortality projection scale as a new version was not issued during the year.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1 unchanged sentence
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.
−Removed: During 2019, we adopted the Pri-2012 mortality tables and MP-2019 mortality improvement projection scale in determining the liability for the U.S.
−Removed: 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.
Discount Rates.
4 unchanged sentences
We believe the bond matching approach reflects the process we would employ to settle our pension and postretirement benefit obligations.
−Removed: For our Canadian plans we use a third-party yield curve to develop our discount rates.
−Removed: The yield curve provides discount rates related to a dedicated high-quality bond portfolio whose cash flows extend beyond the current period, from which we choose a rate matched to the expected benefit payments required for each plan.
Expected and Actual Return on Plan Assets.
15 unchanged sentences
Next five fiscal years to December 31, 2032 $ 191.7 $ — $ 5.5
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fair Value of Plan Assets.
12 unchanged sentences
Real Assets (5)
−Removed: 22.8 22.8 — —
Total $ 399.0 $ 36.8 $ 344.3 $ 17.9
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fair Value Measurements at Reporting Date Using:
7 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
34 unchanged sentences
Fixed Income (2)
−Removed: 12.1 — 12.1 —
Private Equity (3)
37 unchanged sentences
Return-Seeking Assets include any asset class not intended to hedge the Plan’s liabilities.
−Removed: At December 31, 2021, these assets included domestic and international equities, private equity (including secondary private equity), real assets and hedge funds.
+Added: At December 31, 2022, these assets included domestic and international equities, private equity (including secondary private equity) and real assets.
Additionally, the Plan allows certain of their managers, subject to specific risk constraints, to utilize derivative instruments in order to enhance asset return, reduce volatility or both.
16 unchanged sentences
Cash 0 % - 15 %
−Removed: CRIP Investment and Asset Allocation Strategies.
−Removed: The primary goal of the asset allocation strategy of the Plan is to produce a total investment return which will satisfy future annual cash benefit payments to participants and minimize future contributions from the Company.
−Removed: 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 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.
−Removed: The Investment Committee maintains an investment policy for the CRIP, which imposes certain limitations and restrictions regarding allowable types of investments.
−Removed: The current investment policy imposes those restrictions on investments or transactions such as (1) Equifax common stock or securities, except as might be incidental to any pooled funds which the plan may have, (2) commodities or loans, (3) short sales and the use of margin accounts, (4) put and call options, (5) private placements and (6) transactions which are “related-party” in nature as specified by the Canadian Pension Benefits Standards Act and its regulations.
−Removed: The following specifies the asset allocation ranges and actual allocation as of December 31, 2021 and 2020:
−Removed: CRIP 2021 2020 2021 2020
−Removed: Public Equities 0 % - 10 %
−Removed: Fixed Income 0 % - 100 %
−Removed: 63.6 % 75.8 %
−Removed: Cash 0 % - 100 %
Equifax Retirement Savings Plans.
9 unchanged sentences
Deferred Compensation Plans.
−Removed: We maintain deferred compensation plans that allow for certain management employees and the Board of Directors to defer the receipt of compensation (such as salary, incentive compensation or shares payable under vested restricted stock units) until a later date based on the terms of the plans.
+Added: We maintain deferred compensation plans that allow for certain management employees and the Board of Directors to defer the receipt of compensation (such as salary, incentive compensation or shares payable under vested restricted stock units and performance shares) until a later date based on the terms of the plans.
The Company also makes contributions to the accounts of certain executives who are not eligible to participate in either of the Supplemental Retirement Plans.
1 unchanged sentence
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.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Annual Incentive Plan.
6 unchanged sentences
The assets in these plan trusts which are recorded on our Consolidated Balance Sheets are subject to creditor’s claims in case of insolvency of Equifax Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
ACCUMULATED OTHER COMPREHENSIVE LOSS
3 unchanged sentences
Balance, December 31, 2021 $ ( 292.5 ) $ ( 1.9 ) $ ( 1.0 ) $ ( 295.4 )
−Removed: Other comprehensive income before reclassifications ( 124.1 ) — — ( 124.1 )
+Added: Other comprehensive loss before reclassifications ( 176.8 ) — — ( 176.8 )
Amounts reclassified from accumulated other comprehensive loss — ( 1.5 ) — ( 1.5 )
2 unchanged sentences
RESTRUCTURING CHARGES
−Removed: 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).
+Added: In the fourth quarters of 2022, 2021 and 2020, we recorded $ 24.0 million ($ 18.0 million, net of tax), $ 8.6 million ($ 6.5 million, net of tax) and $ 31.9 million ($ 24.3 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.
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.
11 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.
−Removed: 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.
4 unchanged sentences
Our lease expense includes our short-term lease cost which is not material to our Consolidated Financial Statements.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other information related to our operating leases was as follows:
6 unchanged sentences
Operating leases $ 16.9
−Removed: Weighted Average Remaining Lease Term 5.1 years
+Added: Weighted Average Remaining Lease Term 5
Weighted Average Discount Rate 3.3 %
5 unchanged sentences
SEGMENT INFORMATION
−Removed: In the fourth quarter of 2021, we integrated our Global Consumer Solutions business into our USIS, Workforce Solutions and International operating segments.
−Removed: consumer credit monitoring solutions businesses have been moved into the Online Information Solutions business of USIS with the U.S.
−Removed: consumer identity theft protection business moved to the Employer Services business of Workforce Solutions.
−Removed: All international consumer credit monitoring solutions businesses in Canada and Europe have been moved into the respective country operations within the International operating segment.
−Removed: These changes in operating segments align with how we manage our business as of the fourth quarter of 2021.
−Removed: Footnote disclosures below have been retrospectively restated to reflect these changes.
Reportable Segments.
2 unchanged sentences
Information Solutions
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
• International
6 unchanged sentences
Workforce Solutions.
−Removed: 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.
+Added: This segment provides services enabling customers to verify income, employment, educational history, criminal justice data, healthcare professional licensure and sanctions) of people in the U.S.
+Added: (Verification Services), as well as providing our employer customers with services that assist them in complying with and automating certain payroll-related and human resource management processes throughout the entire cycle of the employment relationship, including unemployment cost management, employee screening, employee onboarding, tax credits and incentives, I-9 management and compliance, immigration case management, tax form management services and Affordable Care Act management services.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Information Solutions.
18 unchanged sentences
Twelve Months Ended
−Removed: Operating income (loss):
+Added: Operating income:
2022 2021 2020
4 unchanged sentences
General Corporate Expense ( 499.1 ) ( 556.4 ) ( 618.3 )
−Removed: Total operating income (loss) $ 1,138.0 $ 676.6 $ ( 335.4 )
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: Total operating income $ 1,056.0 $ 1,138.0 $ 676.6
Total assets:
14 unchanged sentences
Total depreciation and amortization expense $ 560.1 $ 480.4 $ 391.0
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Twelve Months Ended
20 unchanged sentences
Total operating revenue $ 5,122.2 100 % $ 4,923.9 100 % $ 4,127.5 100 %
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In millions)
9 unchanged sentences
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.