Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 31, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'TRANSUNION HOLDING COMPANY, INC. | ' |
Entity Central Index Key | '0001552033 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 110,873,844 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $103.10 | $111.20 |
Trade accounts receivable, net of allowance of $1.0 and $0.7 | 196.3 | 165 |
Other current assets | 66.1 | 73.5 |
Total current assets | 365.5 | 349.7 |
Property, plant and equipment, net of accumulated depreciation and amortization of $109.1 and $70.2 | 170 | 150.4 |
Goodwill | 1,994.30 | 1,909.70 |
Other intangibles, net of accumulated amortization of $356.8 and $227.5 | 1,929.80 | 1,934 |
Other assets | 119.8 | 148.5 |
Total assets | 4,579.40 | 4,492.30 |
Current liabilities: | ' | ' |
Trade accounts payable | 92.7 | 100.3 |
Short-term debt and current portion of long-term debt | 27.7 | 13.8 |
Other current liabilities | 128.1 | 133.5 |
Total current liabilities | 248.5 | 247.6 |
Long-term debt | 2,869.50 | 2,853.10 |
Deferred Tax Liabilities, Net, Noncurrent | 651 | 636.9 |
Other liabilities | 23.7 | 22.6 |
Total liabilities | 3,792.70 | 3,760.20 |
Redeemable noncontrolling interests | 16.1 | 17.6 |
Stockholders' equity: | ' | ' |
Common stock, $0.01 par value; 200.0 million shares authorized at September 30, 2014 and December 31, 2013, 111.0 million and 110.7 million shares issued at September 30, 2014 and December 31, 2013, respectively, and 110.5 million shares and 110.2 million shares outstanding as of September 30, 2014 and December 31, 2013, respectively | 1.1 | 1.1 |
Additional paid-in capital | 1,128.50 | 1,121.80 |
Treasury stock at cost; 0.5 million shares at September 30, 2014 and December 31, 2013, respectively | -4.3 | -4.1 |
Accumulated deficit | -417.1 | -417.7 |
Accumulated other comprehensive loss | -104 | -73.2 |
Total stockholders' equity attributable to parent | 604.2 | 627.9 |
Noncontrolling interests | 166.4 | 86.6 |
Total stockholders’ equity | 770.6 | 714.5 |
Total liabilities and stockholders’ equity | $4,579.40 | $4,492.30 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Trade accounts receivable, allowance | $1 | $0.70 |
Property, plant and equipment, accumulated depreciation and amortization | 109.1 | 70.2 |
Finite-Lived Intangible Assets, Accumulated Amortization | $356.80 | $227.50 |
Common Stock, Par or Stated Value Per Share | $0.01 | $0.01 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 111,000,000 | 110,700,000 |
Common Stock, Shares, Outstanding | 110,500,000 | 110,200,000 |
Treasury Stock, Shares | 500,000 | 500,000 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenue | $338.20 | $299.50 | $969.10 | $890.80 |
Operating expenses | ' | ' | ' | ' |
Cost of services (exclusive of depreciation and amortization below) | 124.7 | 115.9 | 378 | 354.9 |
Selling, general and administrative | 105.4 | 86.3 | 309.1 | 264.5 |
Depreciation and amortization | 67.3 | 48 | 174.1 | 138.5 |
Total operating expenses | 297.4 | 250.2 | 861.2 | 757.9 |
Operating income | 40.8 | 49.3 | 107.9 | 132.9 |
Non-operating income and expense | ' | ' | ' | ' |
Interest expense | -44.7 | -49 | -145.4 | -148.1 |
Interest income | 1.1 | 0.8 | 2.3 | 1.3 |
Income (Loss) from Equity Method Investments | 3.3 | 3 | 10 | 10.3 |
Other income and (expense), net | -0.4 | -1.6 | 45.9 | -7.8 |
Total non-operating income and expense | -40.7 | -46.8 | -87.2 | -144.3 |
Income (loss) before income taxes | 0.1 | 2.5 | 20.7 | -11.4 |
(Provision) benefit for income taxes | -0.2 | -3.9 | -14.4 | -1.1 |
Net income (loss) | -0.1 | -1.4 | 6.3 | -12.5 |
Less: net income attributable to the noncontrolling interests | -2.5 | -2 | -5.7 | -5 |
Net income (loss) attributable to parent | ($2.60) | ($3.40) | $0.60 | ($17.50) |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net income (loss) | ($0.10) | ($1.40) | $6.30 | ($12.50) |
Other comprehensive income (loss) | ' | ' | ' | ' |
Foreign currency translation adjustment | -29.5 | -2.4 | -36.8 | -46.1 |
Net unrealized gain (loss) on hedges (net of tax at 37%) | 0 | -0.5 | -0.4 | 2.6 |
Amortization of accumulated loss on hedges (net of tax at 37%) | 0 | 0 | 0.1 | 0 |
Total other comprehensive loss, net of tax | -29.5 | -2.9 | -37.1 | -43.5 |
Comprehensive income (loss) | -29.6 | -4.3 | -30.8 | -56 |
Less: comprehensive income attributable to noncontrolling interests | 1.9 | -1.8 | 0.6 | -1.5 |
Comprehensive income (loss) attributable to parent | ($27.70) | ($6.10) | ($30.20) | ($57.50) |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income Consolidated Statements of Comprehensive Income (Parenthetical) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Effective tax benefit rate | 401.30% | 156.00% | 69.60% | ' |
Accumulated Other Comp Income (Loss) | ' | ' | ' | ' |
Effective tax benefit rate | 37.00% | 37.00% | 37.00% | 37.00% |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ' | ' | ' | ' |
Effective tax benefit rate | 37.00% | ' | 37.00% | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income (loss) | $6.30 | ($12.50) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 174.1 | 138.5 |
Net gain on 2014 Refinancing Transaction | -33.1 | 0 |
Gain on fair value adjustment of equity method investment | -21.7 | 0 |
Cost-method Investments, Realized Gain (Loss) | 4.1 | 0 |
Loss on fair value of interest rate swaps | -0.3 | 0 |
Amortization of deferred financing fees | 5.4 | 6.7 |
Stock-based compensation | 6.3 | 4.8 |
Provision for losses on trade accounts receivable | 1.4 | 0.7 |
Equity in net income of affiliates, net of dividends | -1 | -0.9 |
Deferred taxes | -2.8 | -12.1 |
Amortization of senior notes purchase accounting fair value adjustment and note discount | -6 | -12.7 |
Loss (gain) on sale of other assets | 0 | -1.2 |
Other | 0.6 | -0.4 |
Changes in assets and liabilities: | ' | ' |
Trade accounts receivable | -30.4 | -14.7 |
Other current and long-term assets | 10.6 | 3.2 |
Trade accounts payable | 2.9 | -1.4 |
Other current and long-term liabilities | -6.3 | 13.1 |
Cash provided by operating activities | 110.1 | 111.1 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -117.7 | -54.1 |
Proceeds from sale of trading securities | 1.1 | 2.2 |
Purchases of trading securities | -2 | -1.7 |
Proceeds from Sale of Other Investments | 6.2 | 0 |
Payments to Acquire Other Investments | -7.4 | 0 |
Acquisitions and purchases of noncontrolling interests, net of cash acquired | -54.8 | -134.2 |
Proceeds from sale of other assets | 1 | 4.2 |
Acquisition-related deposits | 8.8 | -8.9 |
Cash used in investing activities | -164.8 | -192.5 |
Cash flows from financing activities: | ' | ' |
Proceeds from senior secured term loan | 1,895.30 | 923.4 |
Extinguishment of senior secured term loan | -1,120.50 | -923.4 |
Extinguishment of 11.375% senior unsecured notes | -645 | 0 |
Proceeds from revolving line of credit | 28.5 | 65 |
Repayment of revolving line of credit | -28.5 | 0 |
Repayments of debt | -16.7 | -8.7 |
Proceeds from issuance of common stock and exercise of stock options | 1.8 | 1.5 |
Debt financing fees (2014 fees include prepayment premium on early termination of 11.375% notes) | -61.5 | -4.1 |
Treasury stock purchases | -0.2 | -3 |
Distributions to noncontrolling interests | -4.4 | -2.8 |
Other | 0.2 | 2 |
Cash provided by (used in) financing activities | 49 | 49.9 |
Effect of exchange rate changes on cash and cash equivalents | -2.4 | -5.3 |
Net change in cash and cash equivalents | -8.1 | -36.8 |
Cash and cash equivalents, beginning of period | 111.2 | 154.3 |
Cash and cash equivalents, end of period | $103.10 | $117.50 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock | Paid-In Capital | Treasury Stock | Retained Earnings (Accumulated Deficit) | Accumulated Other Comp Income (Loss) | Non-controlling Interests | Total | Redeemable Non-controlling Interests (Temporary Equity) |
In Millions | |||||||||
Balance at Dec. 31, 2013 | $714.50 | $1.10 | $1,121.80 | ($4.10) | ($417.70) | ($73.20) | $86.60 | $714.50 | $17.60 |
Balance (in shares) at Dec. 31, 2013 | ' | 110.2 | ' | ' | ' | ' | ' | ' | ' |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 6.3 | ' | ' | ' | ' | ' | ' | 6.4 | ' |
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | ' | ' | ' | ' | ' | ' | ' | ' | -0.1 |
Net Income (Loss) Attributable to Parent | 0.6 | 0 | 0 | 0 | 0.6 | 0 | ' | ' | ' |
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | ' | ' | ' | ' | ' | ' | 5.8 | ' | ' |
Other comprehensive income (loss) | -37.1 | 0 | 0 | 0 | 0 | -30.8 | -5.2 | -36 | -1.1 |
Establishment of noncontrolling interests | ' | 0 | 0 | 0 | 0 | 0 | 85.1 | 85.1 | 0 |
Distributions to noncontrolling interests | ' | 0 | 0 | 0 | 0 | 0 | -4.1 | -4.1 | -0.3 |
Purchase of noncontrolling interests | ' | 0 | -1.4 | 0 | 0 | 0 | -1.9 | -3.3 | 0 |
Stockholder contribution from noncontrolling interests | ' | 0 | 0 | 0 | 0 | 0 | 0.1 | 0.1 | 0 |
Stock-based compensation | ' | 0 | 6.3 | 0 | 0 | 0 | 0 | 6.3 | 0 |
Stock Issued During Period, Shares, New Issues | ' | 0.1 | ' | ' | ' | ' | ' | ' | ' |
Issuance of stock | ' | 0 | 0.9 | 0 | 0 | 0 | 0 | 0.9 | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | ' | 0.2 | ' | ' | ' | ' | ' | ' | ' |
Exercise of stock options | ' | 0 | 0.9 | 0 | 0 | 0 | 0 | 0.9 | 0 |
Stock Repurchased During Period, Shares | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Treasury Stock, Value, Acquired, Cost Method | ' | 0 | 0 | -0.2 | 0 | 0 | 0 | -0.2 | 0 |
Balance at Sep. 30, 2014 | $770.60 | $1.10 | $1,128.50 | ($4.30) | ($417.10) | ($104) | $166.40 | $770.60 | $16.10 |
Balance (in shares) at Sep. 30, 2014 | ' | 110.5 | ' | ' | ' | ' | ' | ' | ' |
Significant_Accounting_and_Rep
Significant Accounting and Reporting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Significant Accounting and Reporting Policies | ' |
Significant Accounting and Reporting Policies | |
Basis of Presentation | |
Any reference in this report to "TransUnion," "TransUnion Holding," the “Company,” “we,” “us,” and “our” refers to TransUnion Holding Company, Inc. and its direct and indirect subsidiaries. | |
The accompanying unaudited consolidated financial statements of TransUnion have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated. The operating results of TransUnion for the periods presented are not necessarily indicative of the results that may be expected for the full year ending December 31, 2014. These unaudited consolidated financial statements should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2013, filed with the Securities and Exchange Commission (“SEC”) on February 27, 2014. | |
Principles of Consolidation | |
The consolidated financial statements of TransUnion include the accounts of all of its majority-owned or controlled subsidiaries. Investments in unconsolidated entities in which the Company has at least a 20% ownership interest, or where it is able to exercise significant influence, are accounted for using the equity method. Nonmarketable investments in unconsolidated entities in which the Company has less than a 20% ownership interest, or where it is not able to exercise significant influence, are accounted for using the cost method and are periodically reviewed for impairment. | |
Change in Accounting Estimate | |
During the third quarter of 2014, we revised the remaining useful lives of certain internal use software, equipment, leasehold improvement and corporate headquarters facility assets to align with the expected completion dates of our strategic initiatives to upgrade out technology platform and corporate headquarters facility. As a result, depreciation and amortization expense increased by $9.7 million in the three- and nine-month periods. | |
Reclassification | |
We have reclassified certain items presented on our prior period consolidated financial statements to conform to the current year’s presentation. | |
Subsequent Events | |
Events and transactions occurring through the date of issuance of the financial statements have been evaluated by management and, when appropriate, recognized or disclosed in the financial statements or notes to the consolidated financial statements. | |
Recently Adopted Accounting Pronouncements | |
On July 18, 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exist. ASU 2013-11 provides guidance on the presentation of unrecognized tax benefits to better reflect the manner in which an entity would settle at the reporting date any income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses or tax credit carryforwards exist. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. This guidance was adopted by the Company effective January 1, 2014, and did not result in a material change in the Company’s consolidated financial statements. See Note 10, "Income Taxes," for further details regarding the impact of this adoption. | |
Recent Accounting Pronouncement Not Yet Adopted | |
On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This comprehensive guidance will replace all existing revenue recognition guidance and is effective for annual reporting periods beginning after December 15, 2016, and interim periods therein. We are currently assessing the impact this guidance will have on our consolidated financial statements once it is adopted. | |
On June 19, 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This update clarifies the accounting for share-based awards with performance targets. We are currently assessing the impact this guidance will have on our consolidated financial statements. |
Business_Combination
Business Combination | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Business Combination [Abstract] | ' | ||||||
Business Combination Disclosure [Text Block] | ' | ||||||
Business Combinations | |||||||
TLO | |||||||
On December 16, 2013, we acquired a 100% ownership interest in certain net assets of TLO, LLC ("TLO") for $153.4 million in cash. TLO provides data solutions for identity authentication, fraud prevention, and debt recovery. The Company established a newly incorporated entity, TransUnion Risk and Alternative Data Solutions, Inc. ("Alternative Data"), to purchase the net assets of TLO. The results of operations of this business have been included as part of the USIS segment in the accompanying consolidated statements of income since the date of acquisition. | |||||||
Purchase Price Allocation | |||||||
The fair value of the assets acquired and liabilities assumed consisted of the following: | |||||||
(in millions) | Fair Value | ||||||
Other current assets | $ | 0.3 | |||||
Property and equipment | 6.8 | ||||||
Identifiable intangible assets | 83.1 | ||||||
Goodwill(1) | 69.2 | ||||||
Total assets acquired | $ | 159.4 | |||||
Total liabilities assumed | (6.0 | ) | |||||
Net assets of acquired company | $ | 153.4 | |||||
(1) | All of the goodwill is deductible for tax purposes. | ||||||
The excess of the purchase price over the fair value of the net assets acquired was recorded as goodwill. The purchase price of TLO exceeded the fair value of the net assets acquired due primarily to growth opportunities, synergies associated with its internal use software and our existing customer base and brand name, and other technological and operational synergies. Goodwill has been allocated to the USIS segment. | |||||||
Identifiable Intangible Assets | |||||||
The fair values of the intangible assets acquired consisted of the following: | |||||||
(in millions) | Fair Value | Estimated Useful Life | |||||
Technology and software | $ | 45.8 | 7 years | ||||
Trade names and trademarks | 13.2 | 20 years | |||||
Customer relationships | 24.1 | 15 years | |||||
Total identifiable intangible assets | $ | 83.1 | |||||
The weighted-average useful life of identifiable intangible assets is approximately 11.4 years. | |||||||
Acquisition Costs | |||||||
During 2013, the Company incurred $3.7 million of acquisition-related costs for TLO, including banking fees, legal fees, due diligence and other external costs, which were expensed and recorded in other income and expense in the fourth quarter of 2013. Additional TLO acquisition-related costs of $0.2 million were incurred and expensed during 2014. | |||||||
CIBIL | |||||||
During the first quarter of 2014, we increased our equity interest in Credit Information Bureau (India) Limited (“CIBIL”), which was an unconsolidated equity method investment, from 27.5% to 47.5%. On May 21, 2014, we acquired an additional 7.5% ownership interest, which raised our total ownership interest in CIBIL to 55.0%. The additional purchase resulted in us acquiring control and we began consolidating CIBIL on the acquisition date. CIBIL is not material to our results of operations or financial position. See note 6, "Investments in Affiliated Companies," for additional information. |
Fair_Value
Fair Value | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value | ' | ||||||||||||||||
Fair Value | |||||||||||||||||
The following table summarizes financial instruments measured at fair value, on a recurring basis, as of September 30, 2014: | |||||||||||||||||
(in millions) | Total | Level 1 | Level 2 | Level 3 | |||||||||||||
Assets | |||||||||||||||||
Trading securities | $ | 10.9 | $ | 6.5 | $ | 4.4 | $ | — | |||||||||
Available for sale securities | 2.9 | — | 2.9 | — | |||||||||||||
Total | $ | 13.8 | $ | 6.5 | $ | 7.3 | $ | — | |||||||||
Liabilities | |||||||||||||||||
Contingent obligation | $ | (3.7 | ) | $ | — | $ | — | $ | (3.7 | ) | |||||||
Interest rate swaps | (1.3 | ) | — | (1.3 | ) | — | |||||||||||
Total | $ | (5.0 | ) | $ | — | $ | (1.3 | ) | $ | (3.7 | ) | ||||||
Level 1 instruments consist of exchange-traded mutual funds. Exchange-traded mutual funds are trading securities valued at their current market prices. These securities relate to a nonqualified deferred compensation plan held in trust for the benefit of plan participants. | |||||||||||||||||
Level 2 instruments consist of pooled separate accounts, foreign exchange-traded corporate bonds and interest rate swaps. Pooled separate accounts are designated as trading securities valued at net asset values. These securities relate to the nonqualified deferred compensation plan held in trust for the benefit of plan participants. Foreign exchange-traded corporate bonds are available for sale securities valued at their current quoted prices. These securities mature between 2027 and 2033. Interest rate swaps fair values are determined using standard valuation models with market-based observable inputs including forward and spot exchange rates and interest rate curves. See Note 9, “Debt” for additional information regarding interest rate swaps. | |||||||||||||||||
Unrealized gains and losses on trading securities are included in net income, while unrealized gains and losses on available for sale securities are included in other comprehensive income. There were no significant realized or unrealized gains or losses on our securities for any of the periods presented. | |||||||||||||||||
Level 3 instruments consist of contingent obligations owed to the sellers of e-Scan Data Systems, Inc. (“eScan”), an entity we acquired in 2013. The fair value was determined based on an income approach, using our current expectation of the future earnings of eScan, and is assessed each reporting period. The obligation has a maximum payout of $17.0 million, contingent upon eScan meeting certain performance requirements in 2015 and 2016, and is currently valued at $3.7 million. The increase in the fair value during the third quarter of 2014 of $1.5 million was the result of changes in our expectation of the future performance of eScan and was recorded as an expense in selling, general and administrative expenses in the consolidated statements of income. Any future remeasurements of the fair value prior to payout will result in a gain or loss reflected in our consolidated statements of income. |
Other_Current_Assets
Other Current Assets | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | ||||||||
Other Current Assets | ' | ||||||||
Other Current Assets | |||||||||
Other current assets consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Prepaid expenses | $ | 37.1 | $ | 34.9 | |||||
Other investments | 8.9 | — | |||||||
Deferred financing fees | 8 | 6.8 | |||||||
Marketable securities | 2.9 | — | |||||||
Deferred income tax assets | 2.8 | 22.1 | |||||||
Income taxes receivable | 2.1 | 6.8 | |||||||
Other | 4.3 | 2.9 | |||||||
Total other current assets | $ | 66.1 | $ | 73.5 | |||||
The decrease in deferred income tax assets of $19.3 million was due primarily to a reclassification of a portion of our net operating loss carryforward deferred tax asset from current to noncurrent. Other investments are non-negotiable certificates of deposit that we acquired with CIBIL. As of September 30, 2014, these investments are recorded at their carrying value. |
Other_Assets
Other Assets | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | ||||||||
Other Assets | ' | ||||||||
Other Assets | |||||||||
Other assets consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Investments in affiliated companies | $ | 58.2 | $ | 92.4 | |||||
Deferred financing fees | 27.9 | 29.7 | |||||||
Other investments | 15.4 | — | |||||||
Marketable securities | 10.9 | 9.9 | |||||||
Deposits | 7.1 | 15.8 | |||||||
Other | 0.3 | 0.7 | |||||||
Total other assets | $ | 119.8 | $ | 148.5 | |||||
The decrease in investments in affiliated companies was primarily due to our acquisition of an additional equity interest in CIBIL, resulting in our consolidation of CIBIL. The decrease in deposits was due to a deposit being used in the purchase of the additional equity in CIBIL. Other investments are non-negotiable certificates of deposit that we acquired with CIBIL. As of September 30, 2014, these investments are recorded at their carrying value. See Note 2, "Business Combination," and Note 6, "Investment in Affiliated Companies," for additional information regarding the CIBIL acquisition. |
Investments_in_Affiliated_Comp
Investments in Affiliated Companies | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Investments in Affiliated Companies | ' | ||||||||
Investments in Affiliated Companies | |||||||||
Investments in affiliated companies represent our investment in non-consolidated domestic and foreign entities. These entities are in businesses similar to ours, such as credit reporting, credit scoring and credit monitoring services. These investments are included in other assets in the consolidated balance sheets. | |||||||||
We use the equity method to account for investments in affiliates where we have at least a 20% ownership interest or where we are able to exercise significant influence. For these investments, we adjust the carrying value for our proportionate share of the affiliates’ earnings, losses and distributions, as well as for purchases and sales of our ownership interest. | |||||||||
We use the cost method to account for nonmarketable investments in affiliates where we have less than a 20% ownership interest or where we are not able to exercise significant influence. For these investments, we adjust the carrying value for purchases and sales of our ownership interests. | |||||||||
For all investments, we adjust the carrying value if we determine that an other-than-temporary impairment has occurred. During the second quarter of 2014, we incurred an other-than-temporary impairment of $4.5 million on a cost method investment that was recorded in our USIS segment. This investment was liquidated in the third quarter of 2014 at which time we recognized a gain of $0.4 million. The net loss of $4.1 million is included in other income and expense in the consolidated statements of income. We had no impairments of investments in affiliated companies during the nine months ended September 30, 2013. | |||||||||
Investments in affiliated companies consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Total equity method investments | $ | 55.3 | $ | 84.5 | |||||
Total cost method investments | 2.9 | 7.9 | |||||||
Total investments in affiliated companies | $ | 58.2 | $ | 92.4 | |||||
During the first quarter of 2014, we increased our equity interest in CIBIL from 27.5% to 47.5% and entered into agreements to acquire an additional 7.5% equity stake. On May 21, 2014, we acquired the additional 7.5% equity interest, obtained control and began to consolidate CIBIL as part of our International segment. From May 21, 2014 forward, CIBIL is no longer an equity method investment. | |||||||||
We remeasured our previously held equity interest in CIBIL at fair value as of the date we obtained control in accordance with the accounting guidance for acquisitions achieved in stages (ASC 805-10-25-10). As a result, we recognized a gain of $21.7 million in other income and expense in the second quarter of 2014. | |||||||||
Earnings from equity method investments, which are included in other income and expense, and dividends received from equity method investments consisted of the following: | |||||||||
(in millions) | Nine Months | Nine Months | |||||||
Ended | Ended | ||||||||
30-Sep-14 | 30-Sep-13 | ||||||||
Earnings from equity method investments | $ | 10 | $ | 10.3 | |||||
Dividends received from equity method investments | $ | 9 | $ | 9.4 | |||||
Dividends received from cost method investments were $0.5 million for the nine months ended September 30, 2014 and 2013. These dividends have been included in other income and expense. |
Other_Current_Liabilities
Other Current Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Other Current Liabilities | ' | ||||||||
Other Current Liabilities | |||||||||
Other current liabilities consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Accrued payroll | $ | 67.1 | $ | 63.7 | |||||
Accrued interest | 14.4 | 23.1 | |||||||
Deferred revenue | 11.5 | 9.1 | |||||||
Accrued employee benefits | 10.4 | 9.6 | |||||||
Accrued litigation | 8.9 | 13.8 | |||||||
Other | 15.8 | 14.2 | |||||||
Total other current liabilities | $ | 128.1 | $ | 133.5 | |||||
Other_liabilities
Other liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other liabilities | ' | ||||||||
Other Liabilities | |||||||||
Other liabilities consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Retirement benefits | $ | 10.7 | $ | 10.4 | |||||
Unrecognized tax benefits | 3 | 4.6 | |||||||
Other | 10 | 7.6 | |||||||
Total other liabilities | $ | 23.7 | $ | 22.6 | |||||
Debt
Debt | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Debt | ' | ||||||||
Debt | |||||||||
Debt outstanding consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Senior secured term loan, payable in quarterly installments through April 9, 2021, including variable interest (4.00% at September 30, 2014) at LIBOR or alternate base rate, plus applicable margin, including original discount (premium) of $4.5 million and $(0.2) million at September 30, 2014, and December 31, 2013, respectively | $ | 1,886.00 | $ | 1,123.50 | |||||
Senior secured revolving line of credit, due on April 9, 2019, variable interest (3.75% at September 30, 2014) at LIBOR or alternate base rate, plus applicable margin | — | — | |||||||
11.375% notes - Senior notes, principal due June 15, 2018, (paid in full in May 2014)semi-annual interest payments, 11.375% fixed interest per annum, including unamortized fair value adjustment of $95.9 million as of December 31, 2013 | — | 740.9 | |||||||
9.625% notes - Senior unsecured PIK toggle notes, principal due June 15, 2018, semi-annual interest payments, 9.625% fixed interest per annum | 600 | 600 | |||||||
8.125% notes - Senior unsecured PIK toggle notes, principal due June 15, 2018, semi-annual interest payments, 8.125% fixed interest per annum, including original issuance discount of $1.4 million and $1.7 million at September 30, 2014 and December 31, 2013, respectively | 398.6 | 398.3 | |||||||
Capital lease obligations | 2.4 | 4.2 | |||||||
Other notes payable | 10.2 | — | |||||||
Total debt | $ | 2,897.20 | $ | 2,866.90 | |||||
Less short-term debt and current portion of long-term debt | (27.7 | ) | (13.8 | ) | |||||
Total long-term debt | $ | 2,869.50 | $ | 2,853.10 | |||||
Excluding potential additional principal payments due on the senior secured credit facility based on excess cash flows of the prior year, scheduled future maturities of total debt at September 30, 2014, were as follows: | |||||||||
(in millions) | 30-Sep-14 | ||||||||
2014 | $ | 8.6 | |||||||
2015 | 23.9 | ||||||||
2016 | 22.3 | ||||||||
2017 | 19.5 | ||||||||
2018 | 1,019.00 | ||||||||
Thereafter | 1,809.80 | ||||||||
Unamortized discounts on notes | (5.9 | ) | |||||||
Total | $ | 2,897.20 | |||||||
Senior Secured Credit Facility | |||||||||
On June 15, 2010, the Company entered into a senior secured credit facility ("credit facility") with various lenders. The credit facility consists of a senior secured term loan ("term loan") and a senior secured revolving line of credit ("revolving line of credit"). On April 9, 2014, we refinanced and amended the credit facility. The refinancing resulted in an increase in the outstanding term loan from $1,120.5 million to $1,900.0 million. The amendment, among other things, reduced the interest rate floor and margins, reduced the amount available under the revolving line of credit from $210.0 million to $190.0 million, extended the maturity dates, and changed certain covenant requirements. The additional borrowings were used in part to repay all amounts outstanding under the existing revolving line of credit and pay fees and expenses associated with the refinancing transaction. On May 9, 2014, the remaining borrowings were used to redeem the entire $645.0 million outstanding balance of the 11.375% notes issued by TransUnion LLC and its wholly-owned subsidiary, TransUnion Financing Corporation, including a prepayment premium and unpaid accrued interest through June 15, 2014. We refer to these transactions collectively as the "2014 Refinancing Transaction." The early redemption of the 11.375% notes resulted in a net gain of $45.8 million recorded in other income and expense in the consolidated statements of income consisting of the unamortized 2012 Change in Control Transaction fair value increase in the notes of $89.4 million less an early redemption premium and other costs totaling $43.6 million. The credit facility refinancing resulted in $12.7 million of refinancing fees and other net costs expensed and recorded in other income and expense in the consolidated statements of income. | |||||||||
Interest rates on the refinanced term loan are based on the London Interbank Offered Rate ("LIBOR") unless otherwise elected, and subject to a floor of 1.00%, plus a margin of 2.75% or 3.00% depending on our senior secured net leverage ratio. Under the refinanced term loan, the Company is required to make principal payments of 0.25% of the refinanced original principal balance at the end of each quarter, with the remaining balance due April 9, 2021. The Company will also be required to make additional payments beginning in 2015 based on excess cash flows of the prior year. Depending on the senior secured net leverage ratio for the year, a principal payment of between zero and fifty percent of the excess cash flows will be due the following year. | |||||||||
Interest rates on the refinanced revolving line of credit are based on LIBOR unless otherwise elected, and subject to a floor of 1.00%, plus a margin of 2.50% or 2.75% depending on our senior secured net leverage ratio. There is a 0.375% or 0.50% annual commitment fee, depending on our senior secured net leverage ratio, payable quarterly based on the undrawn portion of the revolving line of credit. The commitment under the revolving line of credit expires on April 9, 2019. | |||||||||
With certain exceptions, the obligations are secured by a first-priority security interest in substantially all of the assets of Trans Union LLC, including its investment in subsidiaries. The credit facility contains various restrictions and nonfinancial covenants, along with a senior secured net leverage ratio test. The nonfinancial covenants include restrictions on dividends, investments, dispositions, future borrowings and other specified payments, as well as additional reporting and disclosure requirements. We are in compliance with all of the loan covenants. | |||||||||
On April 30, 2012, we entered into swap agreements that effectively fixed the interest payments on a portion of the existing term loan at 2.033%, plus the applicable margin, beginning March 28, 2013. Under the swap agreements, which we had designated as cash flow hedges, we pay a fixed rate of interest of 2.033% and receive a variable rate of interest equal to the greater of 1.50% or the three month LIBOR. The net amount paid or received was recorded as an adjustment to interest expense. As a result of the April 9, 2014, credit facility amendment, the hedges were no longer expected to be highly effective and no longer qualify for hedge accounting. The total fair value of the swap instruments as of April 9, 2014, of $1.6 million was recorded in other liabilities in the consolidated balance sheet. The corresponding net of tax loss of $1.0 million was recorded in accumulated other comprehensive income and is being amortized to interest expense on a straight-line basis through December 29, 2017, the remaining life of the swaps. Changes in the fair value of the swaps after April 9, 2014, are being recorded in other income and expense. The change in the fair value of the swaps resulted in a gain of $1.1 million and $0.3 million for the three-months ended September 30, 2014, and from April 9, 2014 through September 30, 2014, respectively. | |||||||||
11.375% Notes | |||||||||
Trans Union LLC and its wholly-owned subsidiary TransUnion Financing Corporation issued $645.0 million principal amount of 11.375% senior unsecured notes due June 15, 2018. On May 9, 2014, the 11.375% notes were fully repaid and redeemed using proceeds received on the new term loan. | |||||||||
9.625% Notes | |||||||||
On March 21, 2012, the Company issued $600.0 million principal amount of 9.625%/10.375% senior unsecured PIK toggle notes (“9.625% notes”) due June 15, 2018, in a private placement to certain investors. Pursuant to an exchange offer completed in October 2012, these notes were subsequently registered with the SEC. The Company is required to pay interest on the 9.625% notes in cash unless certain conditions described in the indenture governing the notes are satisfied, in which case the Company will be entitled to pay interest for such period by increasing the principal amount of the notes or by issuing new notes (such increase being referred to as “PIK,” or paid-in-kind interest) to the extent described in the indenture. | |||||||||
The indenture governing the 9.625% notes contains nonfinancial covenants that include restrictions on our ability to pay dividends or distributions, repurchase equity, prepay junior debt, make certain investments, incur additional debt, issue certain stock, incur liens on property, merge, consolidate or sell certain assets, enter into transactions with affiliates, and allow to exist certain restrictions on the ability of subsidiaries to pay dividends or make other payments to TransUnion Holding. We are in compliance with all covenants under the indenture. | |||||||||
8.125% Notes | |||||||||
On November 1, 2012, the Company issued $400.0 million principal amount of 8.125%/8.875% senior unsecured PIK toggle notes (“8.125% notes”) due June 15, 2018, at an offering price of 99.5% in a private placement to certain investors. Pursuant to an exchange offer completed in August 2013, these notes were subsequently registered with the SEC. The Company is required to pay interest on the 8.125% notes in cash unless certain conditions described in the indenture governing the notes are satisfied, in which case the Company will be entitled to pay interest for such period by increasing the principal amount of the notes or by issuing new notes to the extent described in the indenture. | |||||||||
The indenture governing the 8.125% notes and the nonfinancial covenants are substantially identical to those governing the 9.625% notes. We are in compliance with all covenants under the indenture. | |||||||||
Fair Value of Debt | |||||||||
The estimated fair values of our 9.625% and 8.125% notes as of September 30, 2014, were $622.5 million and $416.0 million, respectively, compared with book values of $600.0 million and $398.6 million, respectively. The fair values of these fixed-rate notes, as determined under Level 2 of the fair-value hierarchy, are measured using quoted market prices of these publicly traded securities. The book value of our variable-rate debt approximates its fair value. The estimated fair value of our debt may not represent the actual settlement value due to redemption premiums and prepayment penalties that we may incur in connection with extinguishing our debt before its stated maturity. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
A tax law known as the “look-through rule” that expired in 2012 was retroactively reinstated in 2013 and expired again this year. These tax law changes have impacted TransUnion’s effective tax rate. U.S. tax law generally requires U.S. corporate shareholders to recognize current U.S. taxable income from passive income, including dividends, earned by certain foreign subsidiaries, regardless of whether that income is remitted to the U.S. The look-through rule grants an exception to this recognition for subsidiary passive income attributable to an active business. When it is not in effect, we are required to accrue a tax liability for certain foreign earnings as if those earnings were distributed to the U.S. | |
For the three months ended September 30, 2014, the effective tax rate of 401.3% was higher than the 35% U.S. federal statutory rate due primarily to an increase in deferred tax expense due to an increase in the state income tax rate as well as a valuation allowance related to the disposition of our Adchemy investment. For the three months ended September 30, 2013, the effective tax rate of 156.0% was higher than the 35% U.S. federal statutory rate due primarily to calculating the provision under the guidance of interim tax expense accounting. | |
For the nine months ended September 30, 2014, the effective tax rate of 69.6% was higher than the 35% U.S. federal statutory rate due primarily to the expiration of the look-through rule, the remeasurement of our deferred tax liability relating to our increased investment in CIBIL, an increase in deferred tax expense due to an increase in the state income tax rate and a valuation allowance related to the disposition of our Adchemy investment, partially offset by the impact of lower foreign tax rates. For the nine months ended September 30, 2013, the effective tax rate was not meaningful as we recognized tax expense on a loss from operations. | |
The total amount of unrecognized tax benefits was $4.6 million as of both September 30, 2014, and December 31, 2013, and these same amounts would affect the effective tax rate, if recognized. As of September 30, 2014, most of the unrecognized tax benefit in the balance sheet was presented as a reduction in a deferred tax asset for a net operating loss carry-forward in connection with ASU 2013-11, which we adopted effective January 1, 2014. The accrued interest payable for taxes as of September 30, 2014, and December 31, 2013, was $0.9 million and $0.7 million, respectively. There was no significant liability for tax penalties as of September 30, 2014, or December 31, 2013. We are regularly audited by federal, state and foreign taxing authorities. Given the uncertainties inherent in the audit process, it is reasonably possible that certain audits could result in a significant increase or decrease in the total amounts of unrecognized tax benefits. |
Operating_Segments
Operating Segments | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||||||||||||||
Operating Segments | ' | ||||||||||||||||||||||||||||||||
Operating Segments | |||||||||||||||||||||||||||||||||
Operating segments are businesses for which separate financial information is available and evaluated regularly by the chief operating decision maker in deciding how to allocate resources. This segment financial information is reported on the basis that is used for the internal evaluation of operating performance. The accounting policies of the segments are the same as described in Note 1, “Significant Accounting and Reporting Policies.” | |||||||||||||||||||||||||||||||||
We evaluate the performance of segments based on revenue and operating income. Intersegment sales and transfers have been eliminated and were not material. | |||||||||||||||||||||||||||||||||
The following is a more detailed description of the three operating segments and the Corporate unit, which provides support services to each operating segment: | |||||||||||||||||||||||||||||||||
U.S. Information Services | |||||||||||||||||||||||||||||||||
U.S. Information Services (“USIS”) provides consumer reports, credit scores, identity authentication and verification services, analytical services and decisioning technology to businesses in the United States through both direct and indirect channels. These services are offered to customers in the financial services, insurance, healthcare and other markets. These business customers use our products and services to acquire new customers, identify cross-selling opportunities, measure and manage debt portfolio risk, collect debt, manage fraud and determine and collect healthcare payments. This segment also provides mandated consumer services, including dispute investigations, free annual credit reports and other requirements of the United States Fair Credit Reporting Act (“FCRA”), the Fair and Accurate Credit Transactions Act of 2003 (“FACTA”), and other credit-related legislation. | |||||||||||||||||||||||||||||||||
International | |||||||||||||||||||||||||||||||||
The International segment provides services similar to our USIS segment to business customers outside the United States and automotive information and commercial data services to customers in select geographies. Depending on the maturity of the credit economy in each location, services may include credit reports, analytical and decision services, and risk management services. These services are offered to customers in a number of industries, including financial services, insurance, automotive, collections and communications, and are delivered through both direct and indirect channels. The International segment also provides consumer services similar to those offered in our Interactive segment, such as credit reports, credit scores and credit monitoring services. The two market groups in the International segment are developed markets, which includes Canada, Hong Kong and Puerto Rico, and emerging markets, which includes Africa, Latin America, India and other emerging markets in Asia Pacific. | |||||||||||||||||||||||||||||||||
Interactive | |||||||||||||||||||||||||||||||||
Interactive provides services to consumers, including credit reports, scores and credit and identity monitoring services, primarily through the internet. The majority of revenue is derived from both direct and indirect subscribers who pay a monthly fee for access to their credit report and score, and for alerts related to changes in their credit reports. | |||||||||||||||||||||||||||||||||
Corporate | |||||||||||||||||||||||||||||||||
Corporate provides shared services for the Company and conducts enterprise functions. Certain costs incurred in Corporate that are not directly attributable to one or more of the operating segments remain in Corporate. These costs are typically for enterprise-level functions and are primarily administrative in nature. | |||||||||||||||||||||||||||||||||
Selected financial information consisted of the following: | |||||||||||||||||||||||||||||||||
Three Months Ended | Three Months Ended | Nine Months Ended September 30, 2014 | Nine Months Ended September 30, 2013 | ||||||||||||||||||||||||||||||
September 30, 2014 | September 30, 2013 | ||||||||||||||||||||||||||||||||
(in millions) | Revenue | Operating | Revenue | Operating | Revenue | Operating | Revenue | Operating | |||||||||||||||||||||||||
income | income | income | income | ||||||||||||||||||||||||||||||
(loss) | (loss) | (loss) | (loss) | ||||||||||||||||||||||||||||||
USIS | $ | 211.7 | $ | 33.4 | $ | 188.3 | $ | 41.9 | $ | 612.5 | $ | 92.1 | $ | 560 | $ | 122.2 | |||||||||||||||||
International | 68.1 | 8.3 | 60.6 | 9 | 185.5 | 15.2 | 177.5 | 15.4 | |||||||||||||||||||||||||
Interactive | 58.4 | 21.3 | 50.6 | 16.7 | 171.1 | 60.8 | 153.3 | 48 | |||||||||||||||||||||||||
Corporate | — | (22.2 | ) | — | (18.3 | ) | — | (60.2 | ) | — | (52.7 | ) | |||||||||||||||||||||
Total | $ | 338.2 | $ | 40.8 | $ | 299.5 | $ | 49.3 | $ | 969.1 | $ | 107.9 | $ | 890.8 | $ | 132.9 | |||||||||||||||||
A reconciliation of operating income to income (loss) before income taxes for the periods ended as presented was as follows: | |||||||||||||||||||||||||||||||||
(in millions) | Three Months Ended September 30, 2014 | Three Months Ended September 30, 2013 | Nine Months Ended September 30, 2014 | Nine Months Ended September 30, 2013 | |||||||||||||||||||||||||||||
Operating income from segments | $ | 40.8 | $ | 49.3 | $ | 107.9 | $ | 132.9 | |||||||||||||||||||||||||
Non-operating income and expense | (40.7 | ) | (46.8 | ) | (87.2 | ) | (144.3 | ) | |||||||||||||||||||||||||
Income (loss) before income taxes | $ | 0.1 | $ | 2.5 | $ | 20.7 | $ | (11.4 | ) | ||||||||||||||||||||||||
Earnings from equity method investments included in other income and expense, net, for the periods presented were as follows: | |||||||||||||||||||||||||||||||||
(in millions) | Three Months Ended September 30, 2014 | Three Months Ended September 30, 2013 | Nine Months Ended September 30, 2014 | Nine Months Ended September 30, 2013 | |||||||||||||||||||||||||||||
USIS | $ | 0.3 | $ | 0.3 | $ | 1 | $ | 1.1 | |||||||||||||||||||||||||
International | 3 | 2.7 | 9 | 9.2 | |||||||||||||||||||||||||||||
Interactive | — | — | — | — | |||||||||||||||||||||||||||||
Total | $ | 3.3 | $ | 3 | $ | 10 | $ | 10.3 | |||||||||||||||||||||||||
Significant_Accounting_and_Rep1
Significant Accounting and Reporting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Reclassification, Policy [Policy Text Block] | ' |
Reclassification | |
We have reclassified certain items presented on our prior period consolidated financial statements to conform to the current year’s presentation. | |
Accounting Changes [Text Block] | 'Change in Accounting EstimateDuring the third quarter of 2014, we revised the remaining useful lives of certain internal use software, equipment, leasehold improvement and corporate headquarters facility assets to align with the expected completion dates of our strategic initiatives to upgrade out technology platform and corporate headquarters facility. As a result, depreciation and amortization expense increased by $9.7 million in the three- and nine-month periods. |
Basis of Presentation | ' |
Basis of Presentation | |
Any reference in this report to "TransUnion," "TransUnion Holding," the “Company,” “we,” “us,” and “our” refers to TransUnion Holding Company, Inc. and its direct and indirect subsidiaries. | |
The accompanying unaudited consolidated financial statements of TransUnion have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated. The operating results of TransUnion for the periods presented are not necessarily indicative of the results that may be expected for the full year ending December 31, 2014. These unaudited consolidated financial statements should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2013, filed with the Securities and Exchange Commission (“SEC”) on February 27, 2014. | |
Principles of Consolidation | ' |
Principles of Consolidation | |
The consolidated financial statements of TransUnion include the accounts of all of its majority-owned or controlled subsidiaries. Investments in unconsolidated entities in which the Company has at least a 20% ownership interest, or where it is able to exercise significant influence, are accounted for using the equity method. Nonmarketable investments in unconsolidated entities in which the Company has less than a 20% ownership interest, or where it is not able to exercise significant influence, are accounted for using the cost method and are periodically reviewed for impairment. | |
Subsequent Events | ' |
Subsequent Events | |
Events and transactions occurring through the date of issuance of the financial statements have been evaluated by management and, when appropriate, recognized or disclosed in the financial statements or notes to the consolidated financial statements. | |
Recently Adopted Accounting Pronouncements | ' |
Recently Adopted Accounting Pronouncements | |
On July 18, 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exist. ASU 2013-11 provides guidance on the presentation of unrecognized tax benefits to better reflect the manner in which an entity would settle at the reporting date any income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses or tax credit carryforwards exist. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. This guidance was adopted by the Company effective January 1, 2014, and did not result in a material change in the Company’s consolidated financial statements. See Note 10, "Income Taxes," for further details regarding the impact of this adoption. | |
Recent Accounting Pronouncement Not Yet Adopted | |
On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This comprehensive guidance will replace all existing revenue recognition guidance and is effective for annual reporting periods beginning after December 15, 2016, and interim periods therein. We are currently assessing the impact this guidance will have on our consolidated financial statements once it is adopted. | |
On June 19, 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This update clarifies the accounting for share-based awards with performance targets. We are currently assessing the impact this guidance will have on our consolidated financial statements. |
Business_Combination_Business_
Business Combination Business Combination (Tables) (TLO [Member]) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
TLO [Member] | ' | ||||||
Business Acquisition [Line Items] | ' | ||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | ||||||
The fair value of the assets acquired and liabilities assumed consisted of the following: | |||||||
(in millions) | Fair Value | ||||||
Other current assets | $ | 0.3 | |||||
Property and equipment | 6.8 | ||||||
Identifiable intangible assets | 83.1 | ||||||
Goodwill(1) | 69.2 | ||||||
Total assets acquired | $ | 159.4 | |||||
Total liabilities assumed | (6.0 | ) | |||||
Net assets of acquired company | $ | 153.4 | |||||
(1) | All of the goodwill is deductible for tax purposes. | ||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | ||||||
The fair values of the intangible assets acquired consisted of the following: | |||||||
(in millions) | Fair Value | Estimated Useful Life | |||||
Technology and software | $ | 45.8 | 7 years | ||||
Trade names and trademarks | 13.2 | 20 years | |||||
Customer relationships | 24.1 | 15 years | |||||
Total identifiable intangible assets | $ | 83.1 | |||||
Fair_Value_Tables
Fair Value (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Financial Instruments Measured At Fair Value, on Recurring Basis | ' | ||||||||||||||||
The following table summarizes financial instruments measured at fair value, on a recurring basis, as of September 30, 2014: | |||||||||||||||||
(in millions) | Total | Level 1 | Level 2 | Level 3 | |||||||||||||
Assets | |||||||||||||||||
Trading securities | $ | 10.9 | $ | 6.5 | $ | 4.4 | $ | — | |||||||||
Available for sale securities | 2.9 | — | 2.9 | — | |||||||||||||
Total | $ | 13.8 | $ | 6.5 | $ | 7.3 | $ | — | |||||||||
Liabilities | |||||||||||||||||
Contingent obligation | $ | (3.7 | ) | $ | — | $ | — | $ | (3.7 | ) | |||||||
Interest rate swaps | (1.3 | ) | — | (1.3 | ) | — | |||||||||||
Total | $ | (5.0 | ) | $ | — | $ | (1.3 | ) | $ | (3.7 | ) | ||||||
Other_Current_Assets_Tables
Other Current Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | ||||||||
Other Current Assets | ' | ||||||||
Other current assets consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Prepaid expenses | $ | 37.1 | $ | 34.9 | |||||
Other investments | 8.9 | — | |||||||
Deferred financing fees | 8 | 6.8 | |||||||
Marketable securities | 2.9 | — | |||||||
Deferred income tax assets | 2.8 | 22.1 | |||||||
Income taxes receivable | 2.1 | 6.8 | |||||||
Other | 4.3 | 2.9 | |||||||
Total other current assets | $ | 66.1 | $ | 73.5 | |||||
Other_Assets_Tables
Other Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | ||||||||
Other assets | ' | ||||||||
Other assets consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Investments in affiliated companies | $ | 58.2 | $ | 92.4 | |||||
Deferred financing fees | 27.9 | 29.7 | |||||||
Other investments | 15.4 | — | |||||||
Marketable securities | 10.9 | 9.9 | |||||||
Deposits | 7.1 | 15.8 | |||||||
Other | 0.3 | 0.7 | |||||||
Total other assets | $ | 119.8 | $ | 148.5 | |||||
Investments_in_Affiliated_Comp1
Investments in Affiliated Companies (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Investments in Affiliated Companies | ' | ||||||||
Investments in affiliated companies consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Total equity method investments | $ | 55.3 | $ | 84.5 | |||||
Total cost method investments | 2.9 | 7.9 | |||||||
Total investments in affiliated companies | $ | 58.2 | $ | 92.4 | |||||
Earnings and Dividends from Equity Method of Investment | ' | ||||||||
Earnings from equity method investments, which are included in other income and expense, and dividends received from equity method investments consisted of the following: | |||||||||
(in millions) | Nine Months | Nine Months | |||||||
Ended | Ended | ||||||||
30-Sep-14 | 30-Sep-13 | ||||||||
Earnings from equity method investments | $ | 10 | $ | 10.3 | |||||
Dividends received from equity method investments | $ | 9 | $ | 9.4 | |||||
Other_Current_Liabilities_Tabl
Other Current Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Other Current Liabilities | ' | ||||||||
Other current liabilities consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Accrued payroll | $ | 67.1 | $ | 63.7 | |||||
Accrued interest | 14.4 | 23.1 | |||||||
Deferred revenue | 11.5 | 9.1 | |||||||
Accrued employee benefits | 10.4 | 9.6 | |||||||
Accrued litigation | 8.9 | 13.8 | |||||||
Other | 15.8 | 14.2 | |||||||
Total other current liabilities | $ | 128.1 | $ | 133.5 | |||||
Other_liabilities_Tables
Other liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
Other liabilities consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Retirement benefits | $ | 10.7 | $ | 10.4 | |||||
Unrecognized tax benefits | 3 | 4.6 | |||||||
Other | 10 | 7.6 | |||||||
Total other liabilities | $ | 23.7 | $ | 22.6 | |||||
Debt_Tables
Debt (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Debt Outstanding | ' | ||||||||
Debt outstanding consisted of the following: | |||||||||
(in millions) | 30-Sep-14 | 31-Dec-13 | |||||||
Senior secured term loan, payable in quarterly installments through April 9, 2021, including variable interest (4.00% at September 30, 2014) at LIBOR or alternate base rate, plus applicable margin, including original discount (premium) of $4.5 million and $(0.2) million at September 30, 2014, and December 31, 2013, respectively | $ | 1,886.00 | $ | 1,123.50 | |||||
Senior secured revolving line of credit, due on April 9, 2019, variable interest (3.75% at September 30, 2014) at LIBOR or alternate base rate, plus applicable margin | — | — | |||||||
11.375% notes - Senior notes, principal due June 15, 2018, (paid in full in May 2014)semi-annual interest payments, 11.375% fixed interest per annum, including unamortized fair value adjustment of $95.9 million as of December 31, 2013 | — | 740.9 | |||||||
9.625% notes - Senior unsecured PIK toggle notes, principal due June 15, 2018, semi-annual interest payments, 9.625% fixed interest per annum | 600 | 600 | |||||||
8.125% notes - Senior unsecured PIK toggle notes, principal due June 15, 2018, semi-annual interest payments, 8.125% fixed interest per annum, including original issuance discount of $1.4 million and $1.7 million at September 30, 2014 and December 31, 2013, respectively | 398.6 | 398.3 | |||||||
Capital lease obligations | 2.4 | 4.2 | |||||||
Other notes payable | 10.2 | — | |||||||
Total debt | $ | 2,897.20 | $ | 2,866.90 | |||||
Less short-term debt and current portion of long-term debt | (27.7 | ) | (13.8 | ) | |||||
Total long-term debt | $ | 2,869.50 | $ | 2,853.10 | |||||
Schedule of Maturities of Long-term Debt [Table Text Block] | ' | ||||||||
Excluding potential additional principal payments due on the senior secured credit facility based on excess cash flows of the prior year, scheduled future maturities of total debt at September 30, 2014, were as follows: | |||||||||
(in millions) | 30-Sep-14 | ||||||||
2014 | $ | 8.6 | |||||||
2015 | 23.9 | ||||||||
2016 | 22.3 | ||||||||
2017 | 19.5 | ||||||||
2018 | 1,019.00 | ||||||||
Thereafter | 1,809.80 | ||||||||
Unamortized discounts on notes | (5.9 | ) | |||||||
Total | $ | 2,897.20 | |||||||
Operating_Segments_Tables
Operating Segments (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||||||||||||||
Selected Financial Information | ' | ||||||||||||||||||||||||||||||||
Selected financial information consisted of the following: | |||||||||||||||||||||||||||||||||
Three Months Ended | Three Months Ended | Nine Months Ended September 30, 2014 | Nine Months Ended September 30, 2013 | ||||||||||||||||||||||||||||||
September 30, 2014 | September 30, 2013 | ||||||||||||||||||||||||||||||||
(in millions) | Revenue | Operating | Revenue | Operating | Revenue | Operating | Revenue | Operating | |||||||||||||||||||||||||
income | income | income | income | ||||||||||||||||||||||||||||||
(loss) | (loss) | (loss) | (loss) | ||||||||||||||||||||||||||||||
USIS | $ | 211.7 | $ | 33.4 | $ | 188.3 | $ | 41.9 | $ | 612.5 | $ | 92.1 | $ | 560 | $ | 122.2 | |||||||||||||||||
International | 68.1 | 8.3 | 60.6 | 9 | 185.5 | 15.2 | 177.5 | 15.4 | |||||||||||||||||||||||||
Interactive | 58.4 | 21.3 | 50.6 | 16.7 | 171.1 | 60.8 | 153.3 | 48 | |||||||||||||||||||||||||
Corporate | — | (22.2 | ) | — | (18.3 | ) | — | (60.2 | ) | — | (52.7 | ) | |||||||||||||||||||||
Total | $ | 338.2 | $ | 40.8 | $ | 299.5 | $ | 49.3 | $ | 969.1 | $ | 107.9 | $ | 890.8 | $ | 132.9 | |||||||||||||||||
Reconciliation of Operating Income (Loss) to Income (Loss) from Continuing Operations Before Income Tax | ' | ||||||||||||||||||||||||||||||||
A reconciliation of operating income to income (loss) before income taxes for the periods ended as presented was as follows: | |||||||||||||||||||||||||||||||||
(in millions) | Three Months Ended September 30, 2014 | Three Months Ended September 30, 2013 | Nine Months Ended September 30, 2014 | Nine Months Ended September 30, 2013 | |||||||||||||||||||||||||||||
Operating income from segments | $ | 40.8 | $ | 49.3 | $ | 107.9 | $ | 132.9 | |||||||||||||||||||||||||
Non-operating income and expense | (40.7 | ) | (46.8 | ) | (87.2 | ) | (144.3 | ) | |||||||||||||||||||||||||
Income (loss) before income taxes | $ | 0.1 | $ | 2.5 | $ | 20.7 | $ | (11.4 | ) | ||||||||||||||||||||||||
Earning from Equity Method Investments Included in Other Income and Expense, Net | ' | ||||||||||||||||||||||||||||||||
Earnings from equity method investments included in other income and expense, net, for the periods presented were as follows: | |||||||||||||||||||||||||||||||||
(in millions) | Three Months Ended September 30, 2014 | Three Months Ended September 30, 2013 | Nine Months Ended September 30, 2014 | Nine Months Ended September 30, 2013 | |||||||||||||||||||||||||||||
USIS | $ | 0.3 | $ | 0.3 | $ | 1 | $ | 1.1 | |||||||||||||||||||||||||
International | 3 | 2.7 | 9 | 9.2 | |||||||||||||||||||||||||||||
Interactive | — | — | — | — | |||||||||||||||||||||||||||||
Total | $ | 3.3 | $ | 3 | $ | 10 | $ | 10.3 | |||||||||||||||||||||||||
Summary_of_Significant_Account
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2014 | |
Summary Of Significant Accounting Policies [Line Items] | ' |
Change in Accounting Estimate, Financial Effect | '9.7 |
Maximum Ownership Percent Consider Under Cost Method Investments | 20.00% |
Minimum [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Equity Method Investment, Ownership Percentage | 20.00% |
Allocation_of_Purchase_Price_V
Allocation of Purchase Price Value of Assets Acquired and liabilities Assumed (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 16, 2013 |
In Millions, unless otherwise specified | TLO [Member] | ||
Business Acquisition [Line Items] | ' | ' | ' |
Other Current Assets | ' | ' | $0.30 |
Property and equipment | ' | ' | 6.8 |
Identifiable intangible assets | ' | ' | 83.1 |
Goodwill | 1,994.30 | 1,909.70 | 69.2 |
Total assets acquired | ' | ' | 159.4 |
Liabilities Assumed | ' | ' | -6 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | ' | ' | $153.40 |
Business_Combination_FiniteLiv
Business Combination Finite-Lived Intangible Assets (Details) (TLO [Member], USD $) | 9 Months Ended | 0 Months Ended | |||||||||
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 16, 2013 | Dec. 16, 2013 | Dec. 16, 2013 | Dec. 16, 2013 | ||||||
Technology-Based Intangible Assets [Member] | Trademarks and Trade Names [Member] | Customer Relationships [Member] | |||||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ||||||
Finite-Lived Intangible Assets, Net | ' | $83.10 | $45.80 | $13.20 | $24.10 | ||||||
Finite-Lived Intangible Asset, Useful Life | ' | ' | '7 years | '20 years | '15 years | ||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | ' | ' | ' | ' | ||||||
The fair values of the intangible assets acquired consisted of the following: | |||||||||||
(in millions) | Fair Value | Estimated Useful Life | |||||||||
Technology and software | $ | 45.8 | 7 years | ||||||||
Trade names and trademarks | 13.2 | 20 years | |||||||||
Customer relationships | 24.1 | 15 years | |||||||||
Total identifiable intangible assets | $ | 83.1 | |||||||||
Business_Combination_Additiona
Business Combination - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Jun. 30, 2014 | 21-May-14 | Dec. 16, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 |
CIBIL [Member] | CIBIL [Member] | TLO [Member] | TLO [Member] | TLO [Member] | Equity Method Significant Subsidiary - CIBIL [Member] | Equity Method Significant Subsidiary - CIBIL [Member] | |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | ' | ' | ' | ' | ' | 47.50% | 27.50% |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | ' | ' | '11 years 5 months | ' | ' | ' | ' |
Business Acquisition, Percentage of Voting Interests Acquired | ' | 7.50% | 100.00% | ' | ' | ' | ' |
Aggregate purchase price | ' | ' | $153.40 | ' | ' | ' | ' |
Business Combination, Acquisition Related Costs | ' | ' | ' | 0.2 | 3.7 | ' | ' |
Noncontrolling Interest, Ownership Percentage by Parent | ' | 55.00% | ' | ' | ' | ' | ' |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | $21.70 | ' | ' | ' | ' | ' | ' |
Business_Combination_Allocatio
Business Combination Allocation of Purchase Price Value of Assets Acquired (parenthetical) (Details) (TLO [Member], USD $) | Dec. 16, 2013 |
In Millions, unless otherwise specified | |
TLO [Member] | ' |
Business Acquisition [Line Items] | ' |
Tax Deductible Goodwill | $69.20 |
Financial_Instruments_Measured
Financial Instruments Measured At Fair Value, on Recurring Basis (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||||
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Apr. 09, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Fair Value, Recurring | Level 1 | Level 2 | Fair Value, Inputs, Level 3 [Member] | eScan | Swap | Minimum [Member] | Maximum [Member] | |||
Fair Value, Recurring | Fair Value, Recurring | Fair Value, Recurring | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Available-for-sale Securities, Debt Maturities, Date | ' | ' | ' | ' | ' | ' | ' | ' | 17-Dec-27 | 17-Jan-33 |
Maximum payout for contingent obligation | ' | ' | ' | ' | ' | ' | $17 | ' | ' | ' |
Accumulated other comprehensive loss | -104 | -73.2 | ' | ' | ' | ' | ' | 1 | ' | ' |
Financial instruments measured at fair value, on a recurring basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Trading securities | ' | ' | 10.9 | 6.5 | 4.4 | 0 | ' | ' | ' | ' |
Available-for-sale Securities, Noncurrent | ' | ' | 2.9 | 0 | 2.9 | 0 | ' | ' | ' | ' |
Assets, Fair Value Disclosure | ' | ' | 13.8 | 6.5 | 7.3 | 0 | ' | ' | ' | ' |
Derivative Liability, Fair Value, Gross Liability | ' | ' | -1.3 | 0 | -1.3 | 0 | ' | -1.6 | ' | ' |
Business Combination, Contingent Consideration, Liability | ' | ' | -3.7 | 0 | 0 | -3.7 | ' | ' | ' | ' |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | ' | ' | -5 | 0 | -1.3 | -3.7 | ' | ' | ' | ' |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $1.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other_Current_Assets_Detail
Other Current Assets (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Other Assets, Current [Line Items] | ' | ' |
Increase Decrease In Current Deferred Tax Assets | ($19.30) | ' |
Prepaid expenses | 37.1 | 34.9 |
Deferred financing fees | 8 | 6.8 |
Marketable Securities, Current | 2.9 | 0 |
Income taxes receivable | 2.1 | 6.8 |
Deferred income tax assets | 2.8 | 22.1 |
Other Short-term Investments | 8.9 | 0 |
Other | 4.3 | 2.9 |
Total other current assets | $66.10 | $73.50 |
Other_Assets_Detail
Other Assets (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | 21-May-14 |
In Millions, unless otherwise specified | Equity Method Significant Subsidiary - CIBIL [Member] | Equity Method Significant Subsidiary - CIBIL [Member] | CIBIL [Member] | ||
Other Assets [Line Items] | ' | ' | ' | ' | ' |
Business Acquisition, Percentage of Voting Interests Acquired | ' | ' | ' | ' | 7.50% |
Equity Method Investment, Ownership Percentage | ' | ' | 47.50% | 27.50% | ' |
Other assets | ' | ' | ' | ' | ' |
Total investments in affiliated companies | $58.20 | $92.40 | ' | ' | ' |
Deferred financing fees | 27.9 | 29.7 | ' | ' | ' |
Other Long-term Investments | 15.4 | 0 | ' | ' | ' |
Marketable Securities, Noncurrent | 10.9 | 9.9 | ' | ' | ' |
Deposits | 7.1 | 15.8 | ' | ' | ' |
Other | 0.3 | 0.7 | ' | ' | ' |
Total other assets | $119.80 | $148.50 | ' | ' | ' |
Noncontrolling Interest, Ownership Percentage by Parent | ' | ' | ' | ' | 55.00% |
Investments_in_Affiliated_Comp2
Investments in Affiliated Companies (Detail) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Total equity method investments | Total equity method investments | Total cost method investments | Total cost method investments | Total cost method investments | Total cost method investments | ||||
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends or Distributions Cost Method Investment | $0.50 | $0.50 | ' | ' | ' | ' | ' | ' | ' |
Total equity method investments | ' | ' | ' | 55.3 | 84.5 | ' | ' | ' | ' |
Total cost method investments | ' | ' | ' | ' | ' | 2.9 | ' | 2.9 | 7.9 |
Total investments in affiliated companies | 58.2 | ' | 92.4 | ' | ' | ' | ' | ' | ' |
Other than Temporary Impairment Losses, Investments | ' | 0 | ' | ' | ' | ' | 4.5 | ' | ' |
Cost-method Investments, Realized Gain (Loss) | ($4.10) | $0 | ' | ' | ' | $0.40 | ' | $4.10 | ' |
Earnings_and_Dividends_from_Eq
Earnings and Dividends from Equity Method of Investment (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' | ' |
Income (Loss) from Equity Method Investments | $3.30 | $3 | $10 | $10.30 |
Dividends received from equity method investments | ' | ' | $9 | $9.40 |
Investments_in_Affiliated_Comp3
Investments in Affiliated Companies - Additional Information (Detail) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | 21-May-14 |
Minimum [Member] | Total cost method investments | Total cost method investments | Total cost method investments | Equity Method Significant Subsidiary - CIBIL [Member] | Equity Method Significant Subsidiary - CIBIL [Member] | CIBIL [Member] | CIBIL [Member] | |||
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | ' | ' | 20.00% | ' | ' | ' | 47.50% | 27.50% | ' | ' |
Maximum Ownership Percent Consider Under Cost Method Investments | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other than Temporary Impairment Losses, Investments | ' | $0 | ' | ' | $4.50 | ' | ' | ' | ' | ' |
Cost-method Investments, Realized Gain (Loss) | -4.1 | 0 | ' | 0.4 | ' | 4.1 | ' | ' | ' | ' |
Dividends or Distributions Cost Method Investment | 0.5 | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Percentage of Voting Interests Acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.50% |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | ' | ' | ' | ' | ' | ' | ' | ' | $21.70 | ' |
Other_Current_Liabilities_Deta
Other Current Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Other Liabilities Current [Line Items] | ' | ' |
Accrued payroll | $67.10 | $63.70 |
Accrued interest | 14.4 | 23.1 |
Estimated Litigation Liability, Current | 8.9 | 13.8 |
Deferred revenue | 11.5 | 9.1 |
Accrued employee benefits | 10.4 | 9.6 |
Other Current Liabilities | 15.8 | 14.2 |
Total other current liabilities | $128.10 | $133.50 |
Other_Liabilities_Detail
Other Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Other liabilities | ' | ' |
Retirement benefits | $10.70 | $10.40 |
Unrecognized Tax Benefits not Netted with deferred taxes | 3 | ' |
Unrecognized tax benefits | 4.6 | 4.6 |
Other | 10 | 7.6 |
Total other liabilities | $23.70 | $22.60 |
Debt_outstanding_Detail
Debt outstanding (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | $2,897.20 | $2,866.90 |
Less short-term debt and current portion of long-term debt | -27.7 | -13.8 |
Total long-term debt | 2,869.50 | 2,853.10 |
Senior secured term loan | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | 1,886 | 1,123.50 |
Senior Secured Revolving Line Of Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | 0 | 0 |
11.375% Senior notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | 0 | 740.9 |
9.625% Senior notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | 600 | 600 |
8.125% Senior notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | 398.6 | 398.3 |
Capital lease obligations | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | 2.4 | 4.2 |
Notes Payable, Other Payables [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt and capital lease obligations | $10.20 | $0 |
Debt_outstanding_Parenthetical
Debt outstanding (Parenthetical) (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ' | ' |
Debt Instrument, Unamortized Discount (Premium), Net | ($5.90) | ' |
Senior secured term loan | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt Instrument, Maturity Date | 9-Apr-21 | ' |
Variable interest rate | 4.00% | ' |
Debt Instrument, Unamortized Discount (Premium), Net | 4.5 | -0.2 |
Senior Secured Revolving Line Of Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt Instrument, Maturity Date | 9-Apr-19 | ' |
Short-term Debt, Weighted Average Interest Rate | 3.75% | ' |
11.375% Senior notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt Instrument, Maturity Date | 15-Jun-18 | ' |
Unamortized Fair Value Adjustment on Senior Notes | 0 | 95.9 |
Fixed interest rate | 11.38% | ' |
9.625% Senior notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt Instrument, Maturity Date | 15-Jun-18 | ' |
Fixed interest rate | 9.63% | ' |
8.125% Senior notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt Instrument, Maturity Date | 15-Jun-18 | ' |
Fixed interest rate | 8.13% | ' |
Unamortized discount | $1.40 | $1.70 |
Debt_Schedule_of_Debt_Maturiti
Debt Schedule of Debt Maturities (Details) (USD $) | Sep. 30, 2014 |
In Millions, unless otherwise specified | |
Schedule of Debt Maturities [Abstract] | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $8.60 |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 23.9 |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 22.3 |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 19.5 |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 1,019 |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 1,809.80 |
Debt Instrument, Unamortized Discount (Premium), Net | -5.9 |
Long-term Debt | $2,897.20 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Nov. 01, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | 9-May-14 | Sep. 30, 2014 | Apr. 09, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Apr. 09, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Apr. 09, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
9.625% Senior notes | 8.125% Senior notes | 8.125% Senior notes | 11.375% Senior notes | 11.375% Senior notes | Senior Loans [Member] | Senior Loans [Member] | Senior Loans [Member] | Senior Secured Revolving Line Of Credit [Member] | Senior Secured Revolving Line Of Credit [Member] | Senior Secured Revolving Line Of Credit [Member] | Swap | Swap | Swap | Swap | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | ||||
Senior Loans [Member] | Senior Secured Revolving Line Of Credit [Member] | Senior Loans [Member] | Senior Secured Revolving Line Of Credit [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed rate of interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.03% | 2.03% | 2.03% | ' | ' | ' | ' | ' |
Percentage variable rate of interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | 1.50% | 1.50% | ' | ' | ' | ' | ' |
Derivative Liability, Fair Value, Gross Liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.60 | ' | ' | ' | ' |
Accumulated other comprehensive loss | -104 | ' | -73.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' |
Gain on Derivative Instruments, Pretax | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.1 | 0.3 | ' | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | 600 | ' | 400 | 645 | 645 | ' | 1,900 | 1,120.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 190 | 210 | ' | ' | ' | ' | ' | ' | ' | ' |
Gains (Losses) on Extinguishment of Debt | 33.1 | 0 | ' | ' | ' | ' | 45.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on debt extinguishment - write-off of fair value adjustment | ' | ' | ' | ' | ' | ' | 89.4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on debt extinguishment - other costs | ' | ' | ' | ' | ' | ' | 43.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance costs expensed | 12.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed interest rate | ' | ' | ' | 9.63% | ' | 8.13% | 11.38% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Maturity Date | ' | ' | ' | 15-Jun-18 | ' | 15-Jun-18 | 15-Jun-18 | ' | 9-Apr-21 | ' | ' | 9-Apr-19 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Offering Price | ' | ' | ' | ' | 99.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
PIK rate percentage on notes | ' | ' | ' | 10.38% | ' | 8.88% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt | 2,897.20 | ' | ' | 600 | ' | 398.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long term debt fair value | ' | ' | ' | $622.50 | ' | $416 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Floor Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.75% | 2.50% | 3.00% | 2.75% |
Line of Credit Facility, Commitment Fee Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.38% | ' | 0.50% |
Principle Payment Quarterly Percent | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of Excess Cash Flows to Determine Principal Payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | 50.00% | ' |
Debt Instrument, Description of Variable Rate Basis | ' | ' | ' | ' | ' | ' | ' | ' | 'London Interbank Offered Rate ("LIBOR") | ' | ' | 'LIBOR | ' | ' | ' | ' | 'three month LIBOR | ' | ' | ' | ' | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 |
Income Tax [Line Items] | ' | ' | ' | ' |
Effective tax benefit rate | 401.30% | 156.00% | 69.60% | ' |
U.S. federal statutory rate | 35.00% | 35.00% | 35.00% | ' |
Unrecognized tax benefits | $4.60 | ' | $4.60 | $4.60 |
Accrued interest payable for taxes | 0.9 | ' | 0.9 | 0.7 |
Liability for income tax penalties | $0 | ' | $0 | $0 |
Selected_Financial_Information
Selected Financial Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | $338.20 | $299.50 | $969.10 | $890.80 |
Operating income (loss) | 40.8 | 49.3 | 107.9 | 132.9 |
U.S. Information Services | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 211.7 | 188.3 | 612.5 | 560 |
Operating income (loss) | 33.4 | 41.9 | 92.1 | 122.2 |
International | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 68.1 | 60.6 | 185.5 | 177.5 |
Operating income (loss) | 8.3 | 9 | 15.2 | 15.4 |
Interactive [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 58.4 | 50.6 | 171.1 | 153.3 |
Operating income (loss) | 21.3 | 16.7 | 60.8 | 48 |
Corporate | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 0 | 0 | 0 | 0 |
Operating income (loss) | ($22.20) | ($18.30) | ($60.20) | ($52.70) |
Reconciliation_of_Operating_In
Reconciliation of Operating Income (Loss) to Income from Continuing Operations Before Income Tax (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' |
Operating income (loss) from segments | $40.80 | $49.30 | $107.90 | $132.90 |
Non-operating income and expense | -40.7 | -46.8 | -87.2 | -144.3 |
Income (loss) before income taxes | $0.10 | $2.50 | $20.70 | ($11.40) |
Earning_from_Equity_Method_Inv
Earning from Equity Method Investments Included in Other Income and Expense Net (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting, Other Significant Reconciling Item [Line Items] | ' | ' | ' | ' |
Other income and expense, net from equity method investments | $3.30 | $3 | $10 | $10.30 |
U.S. Information Services | ' | ' | ' | ' |
Segment Reporting, Other Significant Reconciling Item [Line Items] | ' | ' | ' | ' |
Other income and expense, net from equity method investments | 0.3 | 0.3 | 1 | 1.1 |
International | ' | ' | ' | ' |
Segment Reporting, Other Significant Reconciling Item [Line Items] | ' | ' | ' | ' |
Other income and expense, net from equity method investments | 3 | 2.7 | 9 | 9.2 |
Interactive [Member] | ' | ' | ' | ' |
Segment Reporting, Other Significant Reconciling Item [Line Items] | ' | ' | ' | ' |
Other income and expense, net from equity method investments | $0 | $0 | $0 | $0 |
Operating_Segments_Additional_
Operating Segments - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2014 | |
marketGroups | |
segment | |
Segment Reporting Information [Line Items] | ' |
Number of operating segments | 3 |
Number of market groups in the international segment | 2 |