Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jun. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Document type | 10-K | ||
Amendment flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document fiscal period focus | FY | ||
Entity registrant name | TransUnion | ||
Entity central index key | 1,552,033 | ||
Current fiscal year end date | --12-31 | ||
Entity filer category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 183,300,000 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 2,400,000,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 182.2 | $ 133.2 |
Trade accounts receivable, net of allowance of $6.2 and $4.2 | 277.9 | 228.3 |
Other current assets | 89.9 | 65.3 |
Total current assets | 550 | 426.8 |
Property, plant and equipment, net of accumulated depreciation and amortization of $235.6 and $174.3 | 197.5 | 183 |
Goodwill | 2,173.9 | 1,983.4 |
Other intangibles, net of accumulated amortization of $815.8 and $615.3 | 1,762.3 | 1,770.1 |
Other assets | 97.5 | 79.5 |
Total assets | 4,781.2 | 4,442.8 |
Trade accounts payable | ||
Trade accounts payable | 114.2 | 105.4 |
Short-term debt and current portion of long-term debt | 50.4 | 43.9 |
Other current liabilities | 208.7 | 146.7 |
Total current liabilities | 373.3 | 296 |
Long-term debt | 2,325.2 | 2,160.7 |
Deferred taxes | 579 | 588.4 |
Other liabilities | 30.7 | 27.8 |
Total liabilities | 3,308.2 | 3,072.9 |
Redeemable noncontrolling interests | 0 | 2.9 |
Stockholders’ equity: | ||
Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2016 and December 31, 2015; 183.9 million and 183.0 million shares issued as of December 31, 2016 and December 31, 2015, respectively; and 183.2 million and 182.3 million shares outstanding as of December 31, 2016 and December 31, 2015, respectively | 1.8 | 1.8 |
Additional paid-in capital | 1,844.9 | 1,850.3 |
Treasury stock at cost; 0.7 million shares at December 31, 2016 and December 31, 2015 | (5.3) | (4.6) |
Accumulated deficit | (303.8) | (424.3) |
Accumulated other comprehensive loss | (174.8) | (191.8) |
Total TransUnion stockholders’ equity | 1,362.8 | 1,231.4 |
Noncontrolling interest | 110.2 | 135.6 |
Total stockholders’ equity | 1,473 | 1,367 |
Total liabilities and stockholders’ equity | $ 4,781.2 | $ 4,442.8 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance | $ 6.2 | $ 4.2 |
Property, plant and equipment, accumulated depreciation and amortization | 235.6 | 174.3 |
Other intangibles accumulated amortization of | $ 815.8 | $ 615.3 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 183.9 | 183 |
Common stock, shares outstanding | 183.2 | 182.3 |
Treasury stock at cost, shares | 0.7 | 0.7 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Revenue | $ 1,704.9 | $ 1,506.8 | $ 1,304.7 |
Operating expenses | |||
Cost of services (exclusive of depreciation and amortization below) | 579.1 | 531.6 | 500.2 |
Selling, general and administrative | 560.1 | 499.7 | 434.9 |
Depreciation and amortization | 265.2 | 278.4 | 241.2 |
Total operating expenses | 1,404.4 | 1,309.7 | 1,176.3 |
Operating income | 300.5 | 197.1 | 128.4 |
Non-operating income and (expense) | |||
Interest expense | (85.5) | (134.2) | (190) |
Interest income | 4.6 | 3.8 | 3.3 |
Earnings from equity method investments | 8.6 | 8.8 | 12.5 |
Other income and (expense), net | (22.8) | (48.9) | 44 |
Total non-operating income and (expense) | (95.1) | (170.5) | (130.2) |
Income (loss) before income taxes | 205.4 | 26.6 | (1.8) |
Provision for income taxes | (74) | (11.3) | (2.6) |
Net income (loss) | 131.4 | 15.3 | (4.4) |
Less: net income attributable to noncontrolling interests | (10.8) | (9.4) | (8.1) |
Net income (loss) attributable to TransUnion | $ 120.6 | $ 5.9 | $ (12.5) |
Earnings Per Share, Basic | $ 0.66 | $ 0.04 | $ (0.09) |
Earnings Per Share, Diluted | $ 0.65 | $ 0.04 | $ (0.09) |
Weighted average shares outstanding | 182.6 | 165.3 | 147.3 |
Weighted average dilutive shares outstanding | 184.6 | 166.8 | 147.3 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
Net income (loss) | $ 52.6 | $ 44.5 | $ 19.7 | $ 14.6 | $ 21.1 | $ (1) | $ (0.4) | $ (4.4) | $ 131.4 | $ 15.3 | $ (4.4) |
Foreign currency translation: | |||||||||||
Foreign currency translation adjustment | 26.7 | (86.3) | (58.9) | ||||||||
Foreign currency translation, net | 29.4 | (81.4) | (53.7) | ||||||||
Benefit for income taxes | 2.7 | 4.9 | 5.2 | ||||||||
Hedge instruments: | |||||||||||
Net unrealized (loss) gain | (12) | 0.3 | (0.6) | ||||||||
Amortization of accumulated loss | 0.4 | 0.4 | 0.3 | ||||||||
Benefit (provision) for income taxes | 4.4 | (0.2) | 0.1 | ||||||||
Hedge instruments, net | 7.2 | (0.5) | 0.2 | ||||||||
Available-for-sale securities: | |||||||||||
Net unrealized gain | 0.4 | 0 | 0.2 | ||||||||
Provision for income taxes | (0.2) | 0 | (0.1) | ||||||||
Available-for-sale securities, net | 0.2 | 0 | 0.1 | ||||||||
Total other comprehensive income (loss), net of tax | 22.4 | (80.9) | (53.8) | ||||||||
Comprehensive income (loss) | 153.8 | (65.6) | (58.2) | ||||||||
Less: comprehensive (income) loss attributable to noncontrolling interests | (16.2) | (2.8) | 1.5 | ||||||||
Comprehensive income (loss) attributable to TransUnion | $ 137.6 | $ (68.4) | $ (56.7) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 131.4 | $ 15.3 | $ (4.4) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 265.2 | 278.4 | 241.2 |
Net loss (gain) on refinancing transactions | 0 | 37.6 | (33.1) |
Gain on fair value adjustment of cost and equity method investment | 0 | 0 | (22.2) |
Impairment of cost method investment | 2 | 0 | 4.1 |
Amortization and loss on fair value of hedge instruments | 0.9 | 1.2 | 0.6 |
Equity in net income of affiliates, net of dividends | (0.6) | (0.1) | (3.3) |
Deferred taxes | (22.2) | (17.3) | (20.8) |
Amortization of discount and deferred financing fees | 3.2 | 6.1 | 1.5 |
Stock-based compensation | 24.4 | 9 | 8 |
Provision for losses on trade accounts receivable | 4.3 | 3.2 | 3.2 |
Other | (5.1) | 1.4 | 1.3 |
Changes in assets and liabilities: | |||
Trade accounts receivable | (42.5) | (39.2) | (36.3) |
Other current and long-term assets | (5.9) | 13.8 | 2 |
Trade accounts payable | 2.9 | 1.3 | 6.1 |
Other current and long-term liabilities | 31.9 | (1.6) | 6.4 |
Cash provided by operating activities | 389.9 | 309.1 | 154.3 |
Cash flows from investing activities: | |||
Capital expenditures | (124) | (132.2) | (155.2) |
Proceeds from sale of trading securities | 0.9 | 1 | 1.5 |
Purchases of trading securities | (1.5) | (1.5) | (2.1) |
Proceeds from sale of other investments | 58.2 | 12.4 | 9.7 |
Purchases of other investments | (64.6) | (15.5) | (15.1) |
Acquisitions and purchases of noncontrolling interests, net of cash acquired | (356.6) | (70.4) | (119.9) |
Acquisition-related deposits, net | (6.2) | 9.1 | 4.1 |
Other | (2) | 0 | 1 |
Cash used in investing activities | (495.8) | (197.1) | (276) |
Cash flows from financing activities: | |||
Proceeds from senior secured term loan B | 150 | 1,881 | 1,895.3 |
Extinguishment of senior secured term loan B | 0 | (1,881) | (1,120.5) |
Proceeds from senior secured term loan A | 55 | 350 | 0 |
Extinguishment of 9.625% and 8.125% Senior Notes | 0 | (1,000) | 0 |
Extinguishment of 11.375% senior unsecured notes | 0 | 0 | (645) |
Proceeds from senior secured revolving line of credit | 145 | 35 | 78.5 |
Payment on senior secured revolving line of credit | (145) | (85) | (28.5) |
Repayments of debt | (49.3) | (38.2) | (25.6) |
Termination of interest rate swaps | 0 | (2.7) | 0 |
Proceeds from initial public offering | 0 | 764.5 | 0 |
Underwriter fees and other costs on initial public offering | 0 | (49.8) | 0 |
Debt financing fees (2015 and 2014 fees include prepayment premiums on early terminations) | (3.7) | (18.2) | (61.5) |
Proceeds from issuance of common stock and exercise of stock options | 6 | 2.8 | 9.6 |
Treasury stock purchases | (0.7) | (0.3) | (0.2) |
Distributions to noncontrolling interests | (9.3) | (10.8) | (10.4) |
Excess tax benefit | 6.3 | 1.4 | 0 |
Payment of contingent obligation | (0.5) | 0 | 0 |
Other | 0 | 0 | 0.2 |
Cash provided by (used in) financing activities | 153.8 | (51.3) | 91.9 |
Effect of exchange rate changes on cash and cash equivalents | 1.1 | (5.4) | (3.5) |
Net change in cash and cash equivalents | 49 | 55.3 | (33.3) |
Cash and cash equivalents, beginning of period | 133.2 | 77.9 | 111.2 |
Cash and cash equivalents, end of period | 182.2 | 133.2 | 77.9 |
Noncash investing activities: | |||
Property and equipment acquired through capital lease obligations | 0 | 1.2 | 0 |
Finance arrangements | 16.3 | 7.8 | 12.9 |
Cash paid during the period for: | |||
Interest | 87.9 | 147.6 | 191 |
Income taxes, net of refunds | $ 93.6 | $ 25.9 | $ 25.2 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Common Stock | Paid-In Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Non-controlling Interests | Parent and Non-controlling Interests | Redeemable Non- controlling Interests |
Balance, shares at Dec. 31, 2013 | 147,000,000 | ||||||||
Balance at Dec. 31, 2013 | $ 1.5 | $ 1,121.4 | $ (4.1) | $ (417.7) | $ (73.2) | $ 86.6 | $ 714.5 | $ 17.6 | |
Consolidated Statement of Stockholders' Equity | |||||||||
Net income (loss) | $ (12.5) | 0 | 0 | 0 | (12.5) | 0 | |||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 8.4 | ||||||||
Net income (loss) | (4.4) | (4.1) | |||||||
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | (0.3) | ||||||||
Other comprehensive income (loss) | (53.8) | 0 | 0 | 0 | 0 | (44.3) | (7.5) | (51.8) | (2) |
Noncontrolling Interest, Increase from Business Combination | 0 | 0 | 0 | 0 | 0 | 85.1 | 85.1 | 8.4 | |
Distributions to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | (10.1) | (10.1) | (0.3) | |
Purchase of noncontrolling interests | 0 | (1.4) | 0 | 0 | 0 | (2) | (3.4) | 0 | |
Stockholder contribution from noncontrolling interests | $ 0 | 0 | 0 | 0 | 0 | 0.1 | 0.1 | 0 | |
Stock-based compensation | 0 | ||||||||
Stock-based compensation | $ 0 | 8 | 0 | 0 | 0 | 0 | 8 | 0 | |
Issuance of stock/Other | 700,000 | ||||||||
Issuance of stock/Other | $ 0 | 8.5 | 0 | 0 | 0 | 0 | 8.5 | 0 | |
Exercise of stock options | 200,000 | ||||||||
Exercise of stock options | $ 0 | 1.1 | 0 | 0 | 0 | 0 | 1.1 | 0 | |
Treasury stock purchased | 0 | ||||||||
Treasury stock purchased | $ 0 | 0 | (0.2) | 0 | 0 | 0 | (0.2) | 0 | |
Balance, shares at Dec. 31, 2014 | 147,900,000 | ||||||||
Balance at Dec. 31, 2014 | $ 1.5 | 1,137.6 | (4.3) | (430.2) | (117.5) | 160.6 | 747.7 | 23.4 | |
Consolidated Statement of Stockholders' Equity | |||||||||
Net income (loss) | 5.9 | 0 | 0 | 0 | 5.9 | 0 | |||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 9.8 | ||||||||
Net income (loss) | 15.3 | 15.7 | |||||||
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | (0.4) | ||||||||
Other comprehensive income (loss) | $ (80.9) | 0 | 0 | 0 | 0 | (74.3) | (6.2) | (80.5) | (0.4) |
Distributions to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | (10.4) | (10.4) | (0.4) | |
Reclassification of redeemable noncontrolling interest | 0 | 0 | 0 | 0 | 0 | 0.2 | 0.2 | (0.2) | |
Adjustment of redeemable noncontrolling interest | 0 | (1) | 0 | 0 | 0 | 0 | (1) | (4.7) | |
Purchase of noncontrolling interests | 0 | (13.9) | 0 | 0 | 0 | (18.4) | (32.3) | (14.4) | |
Excess tax benefit | $ 0 | 1.4 | 0 | 0 | 0 | 0 | 1.4 | 0 | |
Stock-based compensation | 0 | ||||||||
Stock-based compensation | $ 0 | 9 | 0 | 0 | 0 | 0 | 9 | 0 | |
Stock Issued During Period, Shares, New Issues | 34,000,000 | ||||||||
Stock Issued During Period, Value, New Issues | $ 0.3 | 714.4 | 0 | 0 | 0 | 0 | 714.7 | 0 | |
Issuance of stock/Other | 1,042,395 | 0 | |||||||
Issuance of stock/Other | $ 0 | 0.4 | 0 | 0 | 0 | 0 | 0.4 | 0 | |
Exercise of stock options | 400,000 | ||||||||
Exercise of stock options | $ 0 | 2.4 | 0 | 0 | 0 | 0 | 2.4 | 0 | |
Treasury stock purchased | 0 | ||||||||
Treasury stock purchased | $ 0 | 0 | (0.3) | 0 | 0 | 0 | (0.3) | 0 | |
Balance, shares at Dec. 31, 2015 | 182,300,000 | ||||||||
Balance at Dec. 31, 2015 | $ 1,367 | $ 1.8 | 1,850.3 | (4.6) | (424.3) | (191.8) | 135.6 | 1,367 | 2.9 |
Consolidated Statement of Stockholders' Equity | |||||||||
Net income (loss) | 120.6 | 0 | 0 | 0 | 120.6 | 0 | |||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 10.8 | ||||||||
Net income (loss) | 131.4 | 131.4 | |||||||
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | 0 | ||||||||
Other comprehensive income (loss) | $ 22.4 | 0 | 0 | 0 | 0 | 17 | 0.8 | 17.8 | 4.6 |
Noncontrolling Interest, Increase from Business Combination | 0 | 0 | 0 | 0 | 0 | 10.2 | 10.2 | 43.7 | |
Distributions to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | (9.3) | (9.3) | 0 | |
Adjustment of redeemable noncontrolling interest | 0 | (10) | 0 | 0 | 0 | 0 | (10) | 15.8 | |
Purchase of noncontrolling interests | 0 | (31.4) | 0 | 0 | 0 | (37.9) | (69.3) | (67) | |
Excess tax benefit | $ 0 | 6.3 | 0 | 0 | 0 | 0 | 6.3 | 0 | |
Stock-based compensation | 0 | ||||||||
Stock-based compensation | $ 0 | 23.7 | 0 | 0 | 0 | 0 | 23.7 | 0 | |
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 41,868 | 100,000 | |||||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | $ 0 | 1.4 | 0 | 0 | 0 | 0 | 1.4 | 0 | |
Issuance of stock/Other | 0 | ||||||||
Issuance of stock/Other | $ 0 | 0 | 0 | (0.1) | 0 | 0 | (0.1) | 0 | |
Exercise of stock options | 800,000 | ||||||||
Exercise of stock options | $ 0 | 4.6 | 0 | 0 | 0 | 0 | 4.6 | 0 | |
Treasury stock purchased | 0 | ||||||||
Treasury stock purchased | $ 0 | 0 | (0.7) | 0 | 0 | 0 | (0.7) | 0 | |
Balance, shares at Dec. 31, 2016 | 183,200,000 | ||||||||
Balance at Dec. 31, 2016 | $ 1,473 | $ 1.8 | $ 1,844.9 | $ (5.3) | $ (303.8) | $ (174.8) | $ 110.2 | $ 1,473 | $ 0 |
Significant Accounting and Repo
Significant Accounting and Reporting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant accounting and reporting policies | Significant Accounting and Reporting Policies Description of Business TransUnion is a leading global risk and information solutions provider to businesses and consumers. We provide consumer reports, risk scores, analytical services and decisioning capabilities to businesses. Businesses embed our solutions into their process workflows to acquire new customers, assess consumer ability to pay for services, identify cross-selling opportunities, measure and manage debt portfolio risk, collect debt, verify consumer identities and investigate potential fraud. Consumers use our solutions to view their credit profiles and access analytical tools that help them understand and manage their personal information and take precautions against identity theft. We are differentiated by our comprehensive and unique datasets, our next-generation technology and our analytics and decisioning capabilities, which enable us to deliver insights across the entire consumer lifecycle. We believe we are the largest provider of risk and information solutions in the United States to possess both nationwide consumer credit data and comprehensive, diverse public records data, which allows us to better predict behaviors, assess risk and address a broader set of business issues for our customers. We have deep domain expertise across a number of attractive industries, sometimes referred to as verticals, including financial services, specialized risk, insurance and healthcare. We have a global presence in over 30 countries across North America, Africa, Latin America and Asia. We believe that we have the capabilities and assets, including comprehensive and unique datasets, advanced technology and analytics to provide differentiated solutions to our customers. Our solutions are based on a foundation of financial, credit, alternative credit, identity, bankruptcy, lien, judgment, insurance claims, healthcare, automotive and other relevant information from 90,000 data sources, including financial institutions, private databases and public records repositories. We refine, standardize and enhance this data using sophisticated algorithms to create proprietary databases. Our next-generation technology allows us to quickly and efficiently integrate our data with our analytics and decisioning capabilities to create and deliver innovative solutions to our customers and to quickly adapt to changing customer needs. Our deep analytics expertise, which includes our people as well as tools such as predictive modeling and scoring, customer segmentation, benchmarking and forecasting, enables businesses and consumers to gain better insights into their risk and financial data. Our decisioning capabilities, which are generally delivered on a software-as-a-service platform, allow businesses to interpret data and apply their specific qualifying criteria to make decisions and take actions. Collectively, our data, analytics and decisioning capabilities allow businesses to authenticate the identity of consumers, effectively determine the most relevant products for consumers, retain and cross-sell to existing consumers, identify and acquire new consumers and reduce loss from fraud. Similarly, our capabilities allow consumers to see how their credit profiles have changed over time, understand the impact of financial decisions on their credit scores, manage their personal information and take precautions against identity theft. Basis of Presentation The accompanying consolidated financial statements of TransUnion and subsidiaries have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Our consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of the periods presented. All significant intercompany transactions and balances have been eliminated. Unless the context indicates otherwise, any reference in this report to the “Company,” “we,” "our," “us,” and “its” refers to TransUnion and its consolidated subsidiaries, collectively. For the periods presented, TransUnion does not have any material assets, liabilities, revenues, expenses or operations of any kind other than its ownership investment in TransUnion Intermediate. Initial Public Offering On June 30, 2015, we completed our initial public offering ("IPO") of our common stock. The proceeds, net of underwriter fees and commission and costs incurred in connection with the IPO, were recorded in additional paid-in capital. The IPO costs consisted primarily of legal fees, accounting fees and printing fees. See Note 11, "Stockholders' Equity" for further discussion on the IPO. 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. Principles of Consolidation The consolidated financial statements of TransUnion include the accounts of TransUnion and all of its majority-owned or controlled subsidiaries. Investments in unconsolidated entities in which the Company is able to exercise significant influence, are accounted for using the equity method. Nonmarketable investments in unconsolidated entities in which the Company is not able to exercise significant influence are accounted for using the cost method and periodically reviewed for impairment. Use of Estimates The preparation of consolidated financial statements and related disclosures in accordance with GAAP requires management to make estimates and judgments that affect the amounts reported. We believe that the estimates used in preparation of the accompanying consolidated financial statements are reasonable, based upon information available to management at this time. These estimates and judgments affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the balance sheet date, as well as the amounts of revenue and expense during the reporting period. Estimates are inherently uncertain and actual results could differ materially from the estimated amounts. Change in Accounting Estimate Effective July 1, 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 transform our technology infrastructure and corporate headquarters facility. As a result, depreciation and amortization expense increased by $28.8 million and $17.5 million for the years ended December 31, 2015 and 2014, respectively. The net of tax impact of this change decreased net income attributable to TransUnion by $18.4 million , or $0.11 per share, and $11.2 million or $0.08 per share for the years ended December 31, 2015 and 2014, respectively. The impact for the year ended December 31, 2016 was not significant. 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. We have four operating segments; USIS, Healthcare, International and Consumer Interactive. We aggregate our USIS and Healthcare operating segments into the USIS reportable segment. We manage our business and report our financial results in three reportable segments: U.S. Information Services (“USIS”); International; and Consumer Interactive. We also report expenses for Corporate, which provides support services to each segment. Details of our segment results are discussed in Note 16, “Reportable Segments.” Revenue Recognition and Deferred Revenue Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the pricing is fixed or determinable and the collectability is reasonably assured. A significant portion of our revenue is derived from providing information services to our customers. This revenue is recognized when services are provided, assuming all criteria for revenue recognition are met. A smaller portion of our revenue relates to subscription-based contracts where a customer pays a predetermined fee for a predetermined, or unlimited, number of transactions or services during the subscription period. Revenue related to subscription-based contracts that have a preset number of transactions is recognized as the services are provided, using an effective transaction rate as the actual transactions are completed. Any remaining revenue related to unfulfilled units is not recognized until the end of the related contract subscription period. Revenue related to subscription-based contracts that have an unlimited volume is recognized straight-line over the contract term. Deferred revenue generally consists of amounts billed in excess of revenue recognized for the sale of data services, subscriptions and set up fees. Deferred revenue is included in other current liabilities. Costs of Services Costs of services include data acquisition and royalty fees, personnel costs related to our databases and software applications, consumer and call center support costs, hardware and software maintenance costs, telecommunication expenses and occupancy costs associated with the facilities where these functions are performed. Selling, General and Administrative Expenses Selling, general and administrative expenses include personnel-related costs for sales, administrative and management employees, costs for professional and consulting services, advertising and occupancy and facilities expense of these functions. Advertising costs are expensed as incurred. Advertising costs for the years ended December 31, 2016 , 2015 and 2014 were $50.8 million , $43.1 million and $31.3 million , respectively. Stock-Based Compensation Compensation expense for all stock-based compensation awards is determined using the grant date fair value and includes an estimate for expected forfeitures. Expense is recognized on a straight-line basis over the requisite service period of the award, which is generally equal to the vesting period. The details of our stock-based compensation program are discussed in Note 14, “Stock-Based Compensation.” Income Taxes Deferred income tax assets and liabilities are determined based on the estimated future tax effects of temporary differences between the financial statement and tax basis of assets and liabilities, as measured by current enacted tax rates. The effect of a tax rate change on deferred tax assets and liabilities is recognized in operations in the period that includes the enactment date of the change. We periodically assess the recoverability of our deferred tax assets, and a valuation allowance is recorded against deferred tax assets if it is more likely than not that some portion of the deferred tax assets will not be realized. See Note 13, “Income Taxes,” for additional information. Foreign Currency Translation The functional currency for each of our foreign subsidiaries is generally that subsidiary’s local currency. We translate the assets and liabilities of foreign subsidiaries at the year-end exchange rate, and translate revenues and expenses at the monthly average rates during the year. We record the resulting translation adjustment as a component of other comprehensive income in stockholders’ equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency of an entity are included in the results of operations as incurred. The exchange rate gain for the year ended December 31, 2016 , was $0.3 million . The exchange rate losses for the years ended December 31, 2015 and 2014 were $3.6 million and $1.1 million , respectively. Cash and Cash Equivalents We consider investments in highly liquid debt instruments with original maturities of three months or less to be cash equivalents. Trade Accounts Receivable Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is based on our historical write-off experience, analysis of the aging of outstanding receivables, customer payment patterns and the establishment of specific reserves for customers in adverse financial condition or for existing contractual disputes. Adjustments to the allowance are recorded as a bad debt expense in selling, general and administrative expenses. Trade accounts receivable are written off against the allowance when we determine that they are no longer collectible. We reassess the adequacy of the allowance for doubtful accounts each reporting period. Long-Lived Assets Property, Plant, Equipment and Intangibles Property, plant and equipment is depreciated primarily using the straight-line method over the estimated useful lives of the assets. Buildings and building improvements are generally depreciated over twenty years . Computer equipment and purchased software are depreciated over three to seven years . Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the lease term. Other assets are depreciated over five to seven years . Intangibles, other than indefinite-lived intangibles, are amortized using the straight-line method over their economic life, generally three to forty years . Assets to be disposed of, if any, are separately presented in the consolidated balance sheet and reported at the lower of the carrying amount or fair value, less costs to sell, and are no longer depreciated. See Note 3, “Property, Plant and Equipment,” and Note 5, “Intangible Assets,” for additional information about these assets. Internal Use Software We monitor the activities of each of our internal use software and system development projects and analyze the associated costs, making an appropriate distinction between costs to be expensed and costs to be capitalized. Costs incurred during the preliminary project stage are expensed as incurred. Many of the costs incurred during the application development stage are capitalized, including costs of software design and configuration, development of interfaces, coding, testing and installation of the software. Once the software is ready for its intended use, it is amortized on a straight-line basis over its useful life, generally three to seven years . As our business continues to evolve, and in connection with the completion of our strategic initiative to transform our technology infrastructure, we reviewed the remaining estimated useful lives for all of our internally developed software assets during the fourth quarter of 2016. This review indicated that the estimated useful lives of certain assets were longer than the estimates initially used for amortization purposes. As a result, in the fourth quarter of 2016, we changed the estimated useful lives for a portion of these assets to better align with their estimated remaining economic useful lives. Subsequent to the completion of our review, we continue to amortize our internal use software assets on a straight-line basis over their estimated useful lives, generally three to seven years . Impairment of Long-Lived Assets We review long-lived asset groups that are subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Recoverability of asset groups to be held and used is measured by a comparison of the carrying amount of an asset group to the estimated undiscounted future cash flows expected to be generated by the asset group. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized equal to the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. No significant impairment charges were recorded during 2016 , 2015 and 2014 . Marketable Securities We classify our investments in debt and equity securities in accordance with our intent and ability to hold the investments. Held-to-maturity securities are carried at amortized cost, which approximates fair value, and are classified as either short-term or long-term investments based on the contractual maturity date. Earnings from these securities are reported as a component of interest income. Available-for-sale securities are carried at fair market value, with the unrealized gains and losses, net of tax, included in accumulated other comprehensive income. Trading securities are carried at fair value, with unrealized gains and losses included in income. At December 31, 2016 and 2015 , the Company's marketable securities consisted of trading securities and available-for-sale securities. The trading securities relate to a nonqualified deferred compensation plan held in trust for the benefit of plan participants. The available-for-sale securities relate to foreign exchange-traded corporate bonds. There were no significant realized or unrealized gains or losses for these securities for any of the periods presented. We follow fair value guidance to measure the fair value of our financial assets as further described in Note 15, "Fair Value". We periodically review our marketable securities to determine if there is an other-than-temporary impairment on any security. If it is determined that an other-than-temporary decline in value exists, we write down the investment to its market value and record the related impairment loss in other income. There were no other-than-temporary impairments of marketable securities in 2016 , 2015 or 2014 . Goodwill and Other Indefinite-Lived Intangibles Goodwill and any indefinite-lived intangible assets are allocated to various reporting units, which are an operating segment or one level below an operating segment. We test goodwill and indefinite-lived intangible assets for impairment on an annual basis, in the fourth quarter, or on an interim basis if an indicator of impairment is present. For goodwill, we compare the fair value of each reporting unit to its carrying amount to determine if there is potential goodwill impairment. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the fair value of the goodwill within the reporting unit is less than the carrying value of its goodwill. For other indefinite-lived intangibles, if any, we compare the fair value of the asset to its carrying value to determine if there is an impairment. If the fair value of the asset is less than its carrying value, an impairment loss is recorded. We use discounted cash flow techniques to determine the fair value of our reporting units and other indefinite-lived intangibles. See Note 4, “Goodwill,” and Note 5, “Intangible Assets,” for additional information about these assets. Benefit Plans We maintain a 401(k) defined-contribution profit sharing plan for eligible employees. We provide a partial matching contribution and a discretionary contribution based on a fixed percentage of a participant’s eligible compensation. Contributions to this plan for the years ended December 31, 2016 , 2015 and 2014 were $19.1 million , $17.0 million and $14.1 million , respectively. We also maintain a nonqualified deferred compensation plan for certain key employees. The deferred compensation plan contains both employee deferred compensation and company contributions. These investments are held in the TransUnion Rabbi Trust, and are included in marketable securities in the consolidated balance sheets. The assets held in the Rabbi Trust are for the benefit of the participants in the deferred compensation plan, but are available to our general creditors in the case of our insolvency. The liability for amounts due to these participants is included in other current liabilities and other liabilities in the consolidated balance sheets. Recently Adopted Accounting Pronouncements On April 7, 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs . The amendments in this update require that unamortized debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the corresponding debt liability, consistent with debt discounts. We adopted this guidance on a retrospective basis in our quarter ended March 31, 2016, wherein the balance sheet of each individual period presented was adjusted to reflect the period-specific effects of applying the new guidance. The impact of the adoption resulted in our deferred financing fees on our term loans being reclassified from other current assets and other assets to long-term debt on the balance sheet and related revisions to Notes 2, 6 and 10 in all periods presented in these financial statements. On August 18, 2015, the FASB issued ASU 2015-15, Interest—Imputation of Interest (Subtopic 835-30) - Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting). The ASU indicates the SEC staff would not object to presenting deferred debt issuance costs for a line of credit arrangement as an asset in the balance sheet. We continue to present our deferred line of credit fees as an asset in the consolidated balance sheet. See Note 2 “Other Current Assets” and Note 6 “Other Assets.” Recent Accounting Pronouncements Not Yet Adopted On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). During 2016, the FASB issued several additional ASU's related to revenue recognition. This series of comprehensive guidance will replace all existing revenue recognition guidance and is effective for annual reporting periods beginning after December 15, 2017, and interim periods therein. We will adopt this standard beginning January 1, 2018, and expect to use the modified retrospective approach, with the cumulative effect recognized in the opening balance of retained earnings. We continue to evaluate the impact this guidance will have on our consolidated financial statements and disclosures. On January 5, 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU is intended to improve the recognition and measurement of financial instruments. Among other things, the ASU requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods therein. We are currently assessing the impact this guidance will have on our consolidated financial statements. On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU, among other things, will require lessee’s to record a lease liability, which is an obligation to make lease payments arising from a lease, and right-of-use asset, which is an asset that represents the right to use, or control the use of, a specified asset for the lease term, for all long-term leases. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are currently assessing the impact this guidance will have on our consolidated financial statements. On March 30, 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for share-based payment award transactions, including income tax consequences, classification of awards, and classification on the statement of cash flows. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods therein. While we are currently assessing the impact this guidance will have on our consolidated financial statements, depending on the exercise pattern of our outstanding options and the value of our stock on the exercise dates of our stock options and vest dates of our restricted stock units relative to the corresponding fair value of those awards on their grant dates, there could be a material impact on our future income tax expense. See Note 14, "Stock-Based Compensation," for further information about the number and weighted-average grant-date fair values of our outstanding stock awards. On June 16, 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In addition, these amendments require the measurement of all expected credit losses for financial assets, including trade accounts receivable, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This guidance is effective for annual reporting periods beginning after December 15, 2019, including interim period therein. We are currently assessing the impact this guidance will have on our consolidated financial statements. On August 26, 2016 the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU addresses the diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim period therein. We are currently assessing the impact this guidance will have on our consolidated statements of cash flows. |
Other Current Assets
Other Current Assets | 12 Months Ended |
Dec. 31, 2016 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Other Current Assets | Other Current Assets Other current assets consisted of the following: (in millions) December 31, December 31, Prepaid expenses $ 43.9 $ 41.9 Other investments 29.5 12.5 Income taxes receivable 5.4 0.1 Marketable securities 3.3 2.9 Deferred financing fees 0.5 0.5 Other 7.3 7.4 Total other current assets $ 89.9 $ 65.3 Other investments include non-negotiable certificates of deposit that are recorded at their carrying value. The investments increased from year-end due to investments acquired with our purchase of Central de Informacion Financiera S.A. (“CIFIN”). |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, including those acquired by capital lease, consisted of the following: (in millions) December 31, 2016 December 31, 2015 Computer equipment and furniture $ 226.9 $ 187.3 Purchased software 105.5 75.4 Building and building improvements 97.5 91.4 Land 3.2 3.2 Total cost of property, plant and equipment 433.1 357.3 Less: accumulated depreciation (235.6 ) (174.3 ) Total property, plant and equipment, net of accumulated depreciation $ 197.5 $ 183.0 Depreciation expense, including depreciation of assets recorded under capital leases, for the years ended December 31, 2016 , 2015 and 2014 , was $67.7 million , $60.3 million and $56.7 million , respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill [Abstract] | |
Goodwill | Goodwill Goodwill is tested for impairment at the reporting unit level on an annual basis, in the fourth quarter, or on an interim basis if changes in circumstances could reduce the fair value of a reporting unit below its carrying value. Our reporting units consist of USIS and Healthcare within the U.S. Information Services ("USIS") reportable segment, Consumer Interactive and the geographic regions of Africa, Canada, Latin America and Asia-Pacific within our International reportable segment. Our impairment tests are performed using a discounted cash flow analysis that requires certain assumptions and estimates regarding economic factors and future profitability. Goodwill impairment tests performed during 2016 , 2015 and 2014 resulted in no impairment. At December 31, 2016 , there was no accumulated goodwill impairment loss. Goodwill allocated to our segments as of December 31, 2016 , 2015 and 2014 , and the changes in the carrying amount of goodwill during those periods, consisted of the following: (in millions) USIS International Consumer Interactive Total Balance, December 31, 2014 $ 1,202.6 $ 580.1 $ 241.2 $ 2,023.9 Purchase accounting adjustments (5.7 ) 1.8 — (3.9 ) Acquisitions 13.2 — — 13.2 Foreign exchange rate adjustment — (49.8 ) — (49.8 ) Balance, December 31, 2015 $ 1,210.1 $ 532.1 $ 241.2 $ 1,983.4 Purchase accounting adjustments 4.0 — — 4.0 Acquisitions 31.6 131.6 — 163.2 Foreign exchange rate adjustment — 23.3 — 23.3 Balance, December 31, 2016 $ 1,245.7 $ 687.0 $ 241.2 $ 2,173.9 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2016 | |
Other Assets [Abstract] | |
Other Assets | Other Assets Other assets consisted of the following: (in millions) December 31, December 31, Investments in affiliated companies $ 62.6 $ 50.5 Marketable securities 12.4 11.2 Other Investments 9.5 13.0 Deposits 9.3 1.8 Deferred financing fees 1.2 1.7 Other 2.5 1.3 Total other assets $ 97.5 $ 79.5 Other investments include non-negotiable certificates of deposit that are recorded at their carrying value. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets are initially recorded at their acquisition cost, or fair value if acquired as part of a business combination, and amortized over their estimated useful lives. Increases to the gross amount of intangible assets during 2016 included expenditures to develop internal use software, a $111.3 million increase due to business acquisitions and increases due to the impact of foreign exchange rate adjustments. Intangible assets consisted of the following: December 31, 2016 December 31, 2015 (in millions) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Database and credit files $ 844.4 $ (242.7 ) $ 601.7 $ 791.3 $ (185.8 ) $ 605.5 Internal use software 739.0 (412.7 ) 326.3 628.5 (308.3 ) 320.2 Customer relationships 415.7 (89.3 ) 326.4 392.0 (66.4 ) 325.6 Trademarks, copyrights and patents 573.3 (69.2 ) 504.1 571.6 (53.9 ) 517.7 Noncompete and other agreements 5.7 (1.9 ) 3.8 2.0 (0.9 ) 1.1 Total intangible assets $ 2,578.1 $ (815.8 ) $ 1,762.3 $ 2,385.4 $ (615.3 ) $ 1,770.1 All amortizable intangibles are amortized on a straight-line basis over their estimated useful lives. Database and credit files are generally amortized over a twelve to fifteen year period. Internal use software is generally amortized over three to seven year period. Customer relationships are amortized over a ten to twenty year period. Trademarks are generally amortized over a forty year period. Copyrights, patents, noncompete and other agreements are amortized over varying periods based on their estimated economic life. The weighted average lives of our intangibles is approximately seventeen years. Amortization expense related to intangible assets for the years ended December 31, 2016 , 2015 and 2014 , was $197.5 million , $218.1 million and $184.5 million , respectively. Estimated future amortization expense related to intangible assets at December 31, 2016 , is as follows: (in millions) Annual Amortization Expense 2017 $ 167.4 2018 166.0 2019 148.3 2020 131.8 2021 118.6 Thereafter 1,030.2 Total future amortization expense $ 1,762.3 |
Other Current Liabilities
Other Current Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities, Current [Abstract] | |
Other Current Liabilities | Other Current Liabilities Other current liabilities consisted of the following: (in millions) December 31, December 31, Accrued payroll $ 79.3 $ 74.5 Accrued legal and regulatory 35.9 16.3 Accrued employee benefits 31.8 24.2 Contingent consideration 16.1 2.0 Deferred revenue 12.0 10.6 Income taxes payable 11.5 2.6 Accrued interest 1.3 1.0 Other 20.8 15.5 Total other current liabilities $ 208.7 $ 146.7 The increase in accrued legal and regulatory is due primarily to the settlement with the Consumer Financial Protection Bureau ("CFPB") and related costs, which we expect to pay in 2017. See note 18, “Contingencies,” for additional information about CFPB settlement. |
Investments in Affiliated Compa
Investments in Affiliated Companies | 12 Months Ended |
Dec. 31, 2016 | |
Investments in Affiliated Companies [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. We use the equity method to account for investments in affiliates 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 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 2016 and 2014, we incurred losses of $2.0 million and $4.1 million , respectively, on cost method investments recorded in our USIS segment. The losses were included in other income and expense in the consolidated statements of income. We had no impairments of investments in affiliated companies during 2015. Investments in affiliated companies consisted of the following: (in millions) December 31, December 31, Total equity method investments $ 39.4 $ 45.5 Total cost method investments 23.2 5.0 Total investments in affiliated companies $ 62.6 $ 50.5 These balances are included in other assets in the consolidated balance sheets. During 2016 , we acquired an ownership interest in two cost method investments in our USIS segment. During 2014, we increased our equity interest in Credit Information Bureau (India) Limited ("CIBIL") to 55.0% , obtained control and began consolidating results of operations of CIBIL as part of our International segment from the date we obtained control. As a result, CIBIL is no longer an equity method investment as of the date we obtained control. 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. 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 non-operating income and expense, and dividends received from equity method investments consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Earnings from equity method investments $ 8.6 $ 8.8 $ 12.5 Dividends received from equity method investments $ 8.0 $ 8.7 $ 9.2 Dividends received from cost method investments were $0.9 million , $0.8 million and $0.8 million in 2016 , 2015 and 2014 , respectively. Dividends received from cost method investments have been included in other income and expense. |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities, Noncurrent [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities consisted of the following: (in millions) December 31, December 31, Retirement benefits $ 10.9 $ 11.2 Interest rate caps 6.1 — Unrecognized tax benefits 4.8 0.3 Contingent consideration 1.5 5.1 Other 7.4 11.2 Total other liabilities $ 30.7 $ 27.8 See note 10, “Debt,” for additional information about the interest rate caps. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt outstanding consisted of the following: (in millions) December 31, December 31, Senior Secured Term Loan B, payable in quarterly installments through April 9, 2021, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (3.52% at December 31, 2016), including original issue discount and deferred financing fees of $7.6 million and $4.4 million, respectively, at December 31, 2016, and original issue discount and deferred financing fees of $7.3 million and $3.8 million, respectively, at December 31, 2015 $ 1,984.6 $ 1,855.6 Senior Secured Term Loan A, payable in quarterly installments through June 30, 2020, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (2.77% at December 31, 2016), including original issue discount and deferred financing fees of $0.7 million and $0.2 million, respectively, at December 31, 2016, and original issue discount and deferred financing fees of $0.7 million and $0.1 million, respectively, at December 31, 2015 375.7 340.4 Other notes payable 14.2 6.2 Capital lease obligations 1.1 2.4 Total debt $ 2,375.6 $ 2,204.6 Less short-term debt and current portion of long-term debt (50.4 ) (43.9 ) Total long-term debt $ 2,325.2 $ 2,160.7 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 December 31, 2016 , were as follows: (in millions) 2017 $ 50.7 2018 54.5 2019 54.3 2020 314.4 2021 1,914.6 Thereafter — Unamortized original issue discounts and deferred financing fees (12.9 ) Total debt $ 2,375.6 Senior Secured Credit Facility On June 15, 2010, we entered into a senior secured credit facility with various lenders. This facility has been amended several times and currently consists of the Senior Secured Term Loan A, the Senior Secured Term Loan B and the senior secured revolving line of credit. On July 15, 2015, w e used t he net proceeds from our IPO, along with $350.0 million of borrowings from the Senior Secured Term Loan A, to redeem all of our then outstanding 9.625% and 8.125% Senior Notes, including a prepayment premium, accrued interest and certain transaction costs. Collectively the refinance and redemptions resulted in $37.6 million of expenses recorded in other income and expense in the consolidated statement of income in 2015. See Note 22, “Subsequent Event” for additional information about an amendment to the senior secured credit facility subsequent to year-end. On April 9, 2014, we refinanced and amended the then existing senior secured credit facility. The refinancing resulted in an increase in the outstanding senior secured term loan from $1,120.5 million to $1,900.0 million . The additional borrowings were used in part to repay all amounts outstanding under the existing senior secured 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% Senior 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. The early redemption of the 11.375% Senior Notes resulted in a net gain of $45.8 million recorded in other income and expense in the consolidated statements of income in 2014 consisting of an unamortized fair value adjustment increase in the 11.375% Senior Notes of $89.4 million less an early redemption premium and other costs totaling $43.6 million . The senior secured 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 in 2014. Interest rates on the refinanced Senior Secured Term Loan B are based on the London Interbank Offered Rate ("LIBOR") , unless otherwise elected, and subject to a floor of 0.75% , plus a margin of 2.75% or 3.00% depending on our senior secured net leverage ratio. The Company is required to make principal payments at the end of each quarter of 0.25% of the 2014 refinanced principal balance plus additional borrowings with the remaining balance due April 9, 2021. The Company is also required to make additional payments based on excess cash flows, as defined in the agreement, 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. There were no excess cash flows for 2016 and therefore no payment is required in 2017. Interest rates on Senior Secured Term Loan A are based on LIBOR , unless otherwise elected, plus a margin of 2.00% or 2.25% depending on our total net leverage ratio. The Company is required to make principal payments of 1.25% of the original principal balance plus additional borrowings at the end of each quarter for the first two years, increasing to 1.875% each quarter for the last three years, with the remaining balance due June 30, 2020. Interest rates on the refinanced senior secured revolving line of credit are based on LIBOR , unless otherwise elected, plus a margin of 2.00% or 2.25% depending on our total net leverage ratio. There is a 0.30% or 0.375% annual commitment fee, depending on our total net leverage ratio, payable quarterly based on the undrawn portion of the senior secured revolving line of credit. The commitment under the senior secured revolving line of credit expires on June 30, 2020. On March 31, 2016, we borrowed an additional $150.0 million of our Senior Secured Term Loan B, on the same terms as the original Senior Secured Term Loan B, to pay off the balance on our senior secured revolving line of credit that we had drawn on in February 2016 to fund the acquisition of CIFIN and for general corporate purposes. On May 31, 2016, we borrowed an additional $55.0 million of our Senior Secured Term Loan A, on the same terms as the original Senior Secured Term Loan A, to fund an additional investment in CIFIN and for general corporate purposes. As of December 31, 2016 , we had no amounts outstanding under the senior secured revolving line of credit and could have borrowed up to the $210.0 million available. As of December 31, 2016 , TransUnion has the ability to borrow incremental term loans or increase the revolving credit commitments in one or more tranches, subject to certain additional conditions, so long as the Senior Secured Net Leverage ratio does not exceed 4.25 -to-1. TransUnion also has the ability to borrow up to an additional $450.0 million , or 4.25 times our senior secured net leverage, whichever is greater, under the senior secured credit facility, subject to certain additional conditions and commitments by existing or new lenders to fund any additional borrowings. With certain exceptions, the senior secured credit facility 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 senior secured 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. The senior secured net leverage test must be met as a condition to incur additional indebtedness and at the end of each fiscal quarter. As of December 31, 2016 , this covenant required us to maintain a net leverage ratio on a pro forma basis equal to, or less than, 6.5 -to-1. As of December 31, 2016 , we were in compliance with all debt covenants. On April 30, 2012, we entered into swap agreements to effectively fix the interest payments on a portion of the then existing senior secured term loan at 2.033% , plus the applicable margin, beginning March 28, 2013. As a result of the amendment to our senior secured credit facility dated April 9, 2014, the swaps no longer were expected to be highly effective and no longer qualified for hedge accounting. At that time, the total 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 initial expiration date of the swaps. On December 18, 2015, we terminated the interest rate swaps by paying off the outstanding liability balance of $2.7 million . Prior to terminating the swaps, changes in the fair value of the swaps for the year ended December 31, 2015, resulted in a loss of $0.8 million recorded in other income and expense. On December 18, 2015, we entered into interest rate cap agreements with various counter-parties that effectively cap our LIBOR exposure on a portion of our existing senior secured term loans or similar replacement debt at 0.75% beginning June 30, 2016. We have designated these cap agreements as cash flow hedges. The initial aggregate notional amount under these agreements was $1,526.4 million and decreases each quarter beginning September 30, 2016, until the agreement terminates on June 30, 2020. In July 2016, we began to pay the various counter-parties a fixed rate on the outstanding notional amounts of between 0.98% and 0.994% and receive payments to the extent LIBOR exceeds 0.75% . The interest rate caps are recorded on the balance sheet at fair value. The effective portion of changes in the fair value of the interest rate cap agreements is recorded in other comprehensive income (loss). The ineffective portion of changes in the fair value of the caps, which is due to, and will continue to result from, the cost of financing the cap premium, is recorded in other income and expense. The effective portion of the change in the fair value of the caps resulted in an unrealized loss of $7.5 million and an unrealized gain of $0.3 million , net of tax, recorded in other comprehensive income for the years ended December 31, 2016 and December 31, 2015, respectively. The ineffective portion of the change in the fair value of the caps resulted in a loss of $0.5 million and a gain of $0.1 million recorded in other income and expense for the years ended December 31, 2016 and December 31, 2015, respectively. In accordance with ASC 815, the fair value of the interest rate caps at inception is reclassified from other comprehensive income to interest expense in the same period the interest expense on the underlying hedged debt impacts earnings. Based on how the fair value of interest rate caps are determined, the earlier interest periods have lower fair values at inception than the later interest periods, resulting in less interest expense being recognized in the earlier periods compared with the later periods. Any payments we receive to the extent LIBOR exceeds 0.75% is also reclassified from other comprehensive income to interest expense in the period received. Interest expense reclassified from other comprehensive income to interest expense related to the fair value of the portion of the caps expiring in the twelve-month period of 2016 was $1.6 million . We expect to reclassify approximately $6.0 million from other comprehensive income to interest expense related to the fair value of the portion of the caps expiring and payments received to the extent LIBOR exceeds 0.75% in the next twelve months. Fair Value of Debt As of December 31, 2016 , the fair value of our variable-rate Senior Secured Term Loan A, excluding original issue discounts and deferred fees, approximates the carrying value. As of December 31, 2016 , the fair value of our Senior Secured Term Loan B, excluding original issue discounts and deferred fees, was approximately $2,020.3 million . The fair values of our variable-rate term loans are determined using Level 2 inputs, quoted market prices for these publicly traded instruments. |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Stockholders' Equity Stock Split During 2015, we effected a 1.333 to 1 stock split of our common stock. All periods presented in these financial statements reflect this split. The impact of the split resulted in a reclassification of the beginning balance of additional paid-in capital to common stock to reflect the increase in par value. Preferred Stock As of December 31, 2016 and 2015, we had 100.0 million shares of preferred stock authorized and no preferred stock issued or outstanding. Redeemable Non-controlling Interest During the first quarter of 2016, redeemable noncontrolling interest increased $59.5 million , due to our purchase of CIFIN and our exercise of our call rights on the Drivers History Information Sales, LLC (“DHI”) noncontrolling interest. During the second quarter of 2016, we redeemed all of our redeemable noncontrolling interest in CIFIN and DHI, resulting in no redeemable noncontrolling interest at December 31, 2016. |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share represents income available to common stockholders divided by the weighted average number of common shares outstanding during the reported period. Diluted earnings per share reflects the effect of the increase in shares outstanding determined by using the treasury stock method for awards issued under our incentive stock plans. As of December 31, 2016 , there were 0.1 million anti-dilutive weighted stock-based awards outstanding. In addition, there were 5.9 million contingently issuable market-based stock awards outstanding that were excluded from the diluted earnings per share calculation because the contingencies had not been met. As of December 31, 2015 , there were less than 0.1 million weighted anti-dilutive stock-based awards outstanding. In addition, there were 6.1 million contingently issuable market-based stock awards outstanding that were excluded from the diluted earnings per share calculation because the contingencies had not been met. As of December 31, 2014, there were 4.1 million outstanding service-based stock awards excluded from the diluted earnings per share calculation because they were anti-dilutive since we reported a net loss in the period. In addition, there were 6.2 million contingently issuable market-based stock awards outstanding that were excluded from the diluted earnings per share calculations because the contingencies had not been met. Basic and diluted weighted average shares outstanding and earnings per share were as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Earnings per share - basic Earnings (loss) available to common shareholders $ 120.6 $ 5.9 $ (12.5 ) Weighted average shares outstanding 182.6 165.3 147.3 Earnings (loss) per share - basic $ 0.66 $ 0.04 $ (0.09 ) Earnings per share - diluted Earnings (loss) available to common shareholders $ 120.6 $ 5.9 $ (12.5 ) Weighted average shares outstanding 182.6 165.3 147.3 Dilutive impact of stock based awards 2.0 1.5 — Weighted average dilutive shares outstanding 184.6 166.8 147.3 Earnings (loss) per share - diluted $ 0.65 $ 0.04 $ (0.09 ) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision (benefit) for income taxes consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Federal Current $ 53.9 $ 3.8 $ (0.1 ) Deferred (21.3 ) (8.2 ) (15.9 ) State Current 6.9 (0.3 ) 0.4 Deferred 10.6 (5.5 ) 0.1 Foreign Current 35.4 25.1 23.1 Deferred (11.5 ) (3.6 ) (5.0 ) Total provision for income taxes $ 74.0 $ 11.3 $ 2.6 The components of income (loss) before income taxes consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Domestic $ 128.0 $ (30.5 ) $ (54.1 ) Foreign 77.4 57.1 52.3 Income (loss) before income taxes $ 205.4 $ 26.6 $ (1.8 ) The effective income tax rate reconciliation consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Income taxes at 35% statutory rate $ 71.9 35.0 % $ 9.3 35.0 % $ (0.6 ) 35.0 % Increase (decrease) resulting from: State taxes, net of federal benefit 15.4 7.5 % (5.8 ) (21.8 )% 0.4 (23.9 )% Foreign rate differential (1.8 ) (0.9 )% (2.6 ) (9.9 )% (1.8 ) 98.7 % Current year tax impact of unremitted foreign earnings 7.7 3.7 % 11.1 41.8 % 5.6 (308.4 )% Impact of foreign dividends 0.1 — % 0.1 0.2 % — (1.6 )% DPAD & R&D tax credit (5.0 ) (2.4 )% — — % — — % International restructuring (13.6 ) (6.6 )% — — % — — % Other (0.7 ) (0.3 )% (0.8 ) (2.9 )% (1.0 ) 56.0 % Total $ 74.0 36.0 % $ 11.3 42.4 % $ 2.6 (144.2 )% For 2016, we reported income before income taxes and a 36.0% effective tax rate, which is higher than the 35.0% U.S. federal statutory rate due primarily to increases resulting from changes to our state tax assumptions and tax on our foreign earnings that are not considered permanently reinvested outside the United States, partially offset by decreases resulting from the impact of international restructuring and Internal Revenue Code Section 199 Domestic Productions Activities Deduction ("DPAD") and Research and Development ("R&D") tax credits. For 2015, we reported income before income taxes and a 42.4% effective tax rate, which is higher than the 35.0% U.S. federal statutory rate due primarily to tax on our foreign earnings that are not considered permanently reinvested outside the United States, partially offset by a favorable foreign tax rate differential and a credit to deferred state tax expense for changes in state tax rates. For 2014, we reported a loss before income taxes with income tax expense, resulting in a negative effective tax rate for the period. This rate was lower than the 35.0% U.S. federal statutory rate due primarily to tax on our foreign earnings that are not considered permanently reinvested outside the United States. As of December 31, 2016, no provision has been made for U.S. income taxes or foreign withholding taxes on $179.3 million of unremitted earnings from certain foreign subsidiaries that we assert are permanently reinvested in operations outside the United States. Remitting these earnings to the United States would result in additional tax expense of approximately $63 million , assuming we cannot use any of the related foreign tax credits. As of December 31, 2016 , we have made a provision for U.S. income taxes and foreign withholding taxes of $45.4 million on $125.3 million of unremitted earnings from certain other foreign subsidiaries, as those earnings are not permanently reinvested outside the United States. Components of net deferred income tax consisted of the following: (in millions) December 31, December 31, Deferred income tax assets: Compensation $ 20.1 $ 13.7 Employee benefits 4.9 5.8 Legal reserves and settlements 7.4 5.1 Hedge investments 4.8 0.2 Financing related costs 4.2 4.1 Loss and credit carryforwards 84.9 96.2 Other 10.0 7.8 Gross deferred income tax assets 136.3 132.9 Valuation allowance (59.2 ) (46.7 ) Total deferred income tax assets, net $ 77.1 $ 86.2 Deferred income tax liabilities: Depreciation and amortization $ (604.5 ) $ (606.2 ) Investments in affiliated companies — (14.9 ) Taxes on undistributed foreign earnings (49.7 ) (49.8 ) Other (1.9 ) (3.7 ) Total deferred income tax liability (656.1 ) (674.6 ) Net deferred income tax liability $ (579.0 ) $ (588.4 ) Deferred tax assets and liabilities result from temporary differences between tax and accounting policies. If certain deferred tax assets are not likely to be recovered in future years, a valuation allowance is recorded. During 2016, our valuation allowance increased $12.5 million primarily due to the current year foreign tax credit carryforward. As of December 31, 2016 and 2015 , a valuation allowance of $59.2 million and $46.7 million , respectively, reduced deferred tax assets generated by capital loss, U.S. net operating loss, foreign loss, foreign tax credit and certain state net operating loss carryforwards. Our capital loss carryforward will expire over three to five years , our U.S. net operating loss over eleven to seventeen years , our foreign loss carryforward over three to an indefinite numbers of years, our foreign tax credit carryforward over the next ten years , and our state net operating loss carryforward over the next five to fourteen years . The total amount of unrecognized tax benefits as of December 31, 2016 and 2015 , was $4.8 million and $1.9 million , respectively. These same amounts would affect the effective tax rate, if recognized. The total amount of unrecognized tax benefits consisted of the following: (in millions) December 31, December 31, Balance as of beginning of period $ 1.9 $ 1.9 Increase in tax positions of prior years 0.7 0.1 Increase for tax positions of current year 2.5 — Decrease in tax positions due to settlement and lapse of statute (0.3 ) (0.1 ) Balance as of end of period $ 4.8 $ 1.9 We classify interest on unrecognized tax benefits as interest expense and income tax penalties as other income or expense in the consolidated statements of income. We classify any interest or income tax penalties related to unrecognized tax benefits as other liabilities in the consolidated balance sheets. Interest expense related to taxes was insignificant for the years ended December 31, 2016, 2015 and 2014 . As of December 31, 2016 and 2015 , accrued interest payable for taxes was also insignificant. There was no significant expense recognized for tax penalties for the years ended December 31, 2016 , 2015 or 2014 , and no significant liability recorded for tax penalties as of December 31, 2016 or 2015 . 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. An estimate of the range of the increase or decrease in unrecognized tax benefits due to audit results cannot be made at this time. Tax years 2008 and forward remain open for examination in some state and foreign jurisdictions, and tax years 2012 and forward remain open for examination for U.S. federal purposes. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Stock-Based Compensation For the years ended December 31, 2016 , 2015 and 2014 , we recognized stock-based compensation expense of $31.2 million , $22.3 million and $10.6 million , respectively, with related income tax benefits of approximately $11.3 million , $8.3 million and $3.8 million , respectively. Of the stock-based compensation expense recognized in 2016 , 2015 and 2014, $6.8 million , $13.3 million and $2.6 million , respectively, was from cash-settleable awards. On June 4, 2015, in anticipation of our IPO, our board of directors authorized and we effected a 1.333 to 1 stock split of our common stock. All periods presented in these financial statements reflect this split. See Note 11, "Stockholders' Equity" for further discussion on the stock split. Under the TransUnion Holding Company, Inc. 2012 Management Equity Plan (the "2012 Plan"), stock-based awards could be issued to executive officers, employees and independent directors of the Company. A total of 10.1 million shares were authorized for grant under the 2012 Plan. Effective upon the closing of the IPO, the Company’s board of directors and its stockholders adopted the TransUnion 2015 Omnibus Incentive Plan (the “2015 Plan”) and no more shares can be issued under the 2012 Plan. A total of 5.4 million shares have been authorized for grant under the 2015 Plan. The 2015 Plan provides for the granting of stock options, restricted stock and other stock-based or performance-based awards to key employees, directors or other persons having a service relationship with the Company and its affiliates. For all equity-based plans, we estimate expected forfeitures and make adjustments during the year for actual forfeitures. We review our estimates at least annually to determine if adjustments are needed to our estimate. Effective upon the closing of the IPO, the Company’s board of directors and its stockholders adopted the TransUnion 2015 Employee Stock Purchase Plan (the “ESPP”). A total of 2.4 million shares have been authorized to be issued under the ESPP. The ESPP provides certain employees of the Company with an opportunity to purchase the Company’s common stock at a discount. As of December 31, 2016 , the Company has issued 41,868 shares of common stock under the ESPP. 2012 Plan Stock Options Stock-options granted under the 2012 Plan have a ten year term. For stock options granted to employees, 40% generally vest based on the passage of time (service condition options), and 60% generally vest based on the passage of time, subject to meeting certain shareholder return on investment conditions (market condition options). All stock options granted to independent directors vest based on the passage of time. Service condition options were valued using the Black-Scholes valuation model and vest over a five year service period, with 20% generally vesting one year after the grant date, and 5% vesting each quarter thereafter. Compensation costs for the service condition options are recognized on a straight-line basis over the requisite service period for the entire award. Market condition options were valued using a risk-neutral Monte Carlo valuation model, with assumptions similar to those used to value the service condition options, and vest over a five year service period, contingent on meeting the market conditions. There were no stock options granted during 2016. The assumptions used to value the service condition options and the weighted-average grant date fair value for market condition options granted during 2015 and 2014 were as follows: Year Ended December 31, 2015 2014 Service condition options: Dividend yield — — Expected volatility 40%-55% 55%-60% Risk-free interest rate 1.7%-2.3% 0.9%-2.3% Expected life, in years 6.4 5.9-6.4 Weighted-average grant date fair value $ 7.40 $ 6.12 Market condition options: Weighted-average grant date fair value $ 7.15 $ 5.59 The dividend yield was estimated to be zero because we do not expect to pay dividends in the future. The expected volatility was estimated based on comparable company volatility. The risk-free interest rate was derived from the constant maturity treasury curve for terms matching the expected life of the award. The expected life was calculated using the simplified method described in SAB No. 110 because at the time the options were valued we did not have sufficient historical data related to exercise behavior. Stock option activity as of December 31, 2016 and 2015 , and for the year ended December 31, 2016 , consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2015 9,814,760 $ 7.02 7.3 $ 201.7 Granted — — Exercised (783,550 ) 5.84 Forfeited (251,888 ) 9.40 Expired — — Outstanding as of December 31, 2016 8,779,322 $ 7.05 6.3 $ 209.6 Expected to vest as of December 31, 2016 6,787,907 $ 7.11 6.3 $ 161.7 Exercisable as of December 31, 2016 1,842,076 $ 6.73 6.1 $ 44.6 As of December 31, 2016 , stock-based compensation expense remaining to be recognized in future years related to options, excluding an estimate for forfeitures, was $5.1 million for service condition options and $3.9 million for market condition options, with weighted-average recognition periods of 2.1 years and 2.0 years , respectively. During 2016 , cash received from the exercise of stock options was $4.6 million and the tax benefit realized from exercise of stock options was $7.2 million . The intrinsic value of options exercised and the fair value of options vested for the periods presented are as follows: Year Ended December 31, (in millions) 2016 2015 2014 Intrinsic value of options exercised $ 19.4 $ 5.2 $ 1.1 Total fair value of options vested $ 3.9 $ 3.8 $ 3.0 Stock appreciation rights The Company granted no stock appreciation rights during the year ended December 31, 2016 . During the years ended December 31, 2015 and 2014 , the Company granted 0.1 million and 0.1 million stock appreciation rights (“SARs”), respectively, with weighted-average exercise prices of $21.00 and $10.94 , respectively. The SARs have a ten year term, with 40% vesting over a five year service period and 60% vesting over a five year service period, subject to meeting certain shareholder return on investment conditions. The SARs are cash-settleable and are accounted for as liability awards, with expense recognized based on our stock price and the percentage of requisite service rendered at the end of each reporting period. During the year ended December 31, 2016 , 0.1 million SARs vested, less than 0.1 million SARs were forfeited, and 0.1 million SARs were exercised. During years ended December 31, 2016 , 2015 , and 2014 , $1.8 million , $0.4 million , and $0.1 million , respectively, of share-based liabilities were paid for SARs that were exercised during the year. Stock-based compensation expense remaining to be recognized in future years related to SARs was $3.4 million based on the fair value of the awards at December 31, 2016 . As of December 31, 2016 , there were 0.7 million SARs outstanding. Restricted stock During 2015, the Company granted 49,187 shares of restricted stock under the 2012 Plan that cliff vested on December 31, 2016. The weighted average grant date fair value was $20.34 . As of December 31, 2016 , there was no stock-based compensation expense remaining to be recognized in future years related to restricted stock granted under the 2012 plan. 2015 Plan Restricted Stock Units During 2016, restricted stock units were granted under the 2015 Plan. Restricted stock units issued to date generally consist of: 50% service-based restricted stock units that vest based on passage of time; 25% revenue-based performance restricted stock units that vest based on the passage of time, subject to meeting certain 3 -year revenue cumulative annual growth rate ("CAGR") targets; 12.5% Adjusted EBITDA-based performance restricted stock units that vest based on the passage of time, subject to meeting certain 3 -year Adjusted EBITDA CAGR targets; and 12.5% market-based restricted stock units that vest based on the passage of time, subject to meeting certain relative total shareholder return metrics. Restricted stock units generally vest three years from the grant date, subject to meeting any performance and market conditions. Service-based and performance-based restricted stock units are valued on the award grant date at the closing market price of our stock. Market-based awards are valued using a risk-neutral Monte-Carlo model, with assumptions similar to those used to value the 2012 Plan market-condition options, based on conditions that existed on the grant date of the award. Restricted stock unit activity as of December 31, 2016 , and for the year ended December 31, 2016 , consisted of the following: Shares Weighted Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2015 — $ — — $ — Granted 1,277,271 26.36 Vested (2,538 ) 26.25 Forfeited (27,669 ) 26.25 Expired — — Outstanding as of December 31, 2016 1,247,064 $ 26.37 2.1 $ 38.6 Expected to vest as of December 31, 2016 1,588,381 $ 26.09 2.1 $ 49.1 The fair value and intrinsic value of restricted stock units that vested during the year ended December 31, 2016 , was $0.1 million . As of December 31, 2016 , stock-based compensation expense remaining to be recognized in future years related to restricted stock units, excluding an estimate for forfeitures, was $32.7 million , with weighted-average recognition periods of 2.2 years . Restricted stock During 2016 , the Company granted 24,800 shares of restricted stock under the 2015 Plan that vest one year from the grant date. The weighted average grant date fair value was $30.24 . As of December 31, 2016 , stock-based compensation expense remaining to be recognized in future years related to these shares of restricted stock was $0.3 million , with a weighted average recognition period of five months . Other In connection with an acquisition we made in 2014, the Company issued equity awards to certain employees of the acquired company in exchange for stock awards they held prior to the acquisition. The new awards were for pre- and post-acquisition services. As a result, the Company recorded a $1.3 million acquisition date opening liability, and $0.8 million and $4.3 million of stock-based compensation expense in 2016 and 2015, respectively. During 2016, the entire $6.4 million cash-settleable award was paid in full. In connection with an acquisition we made in 2015, the Company issued equity awards to certain employees for post-acquisition services. As a result, the Company recorded $0.2 million of stock-based compensation expense in 2016. These awards are cash-settleable and accounted for as liability awards, with the liability valued at the probability-weighted expected payout at the end of each period. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value The following table summarizes financial instruments measured at fair value, on a recurring basis, as of December 31, 2016: (in millions) Total Level 1 Level 2 Level 3 Assets Trading securities $ 12.4 $ 8.2 $ 4.2 $ — Available-for-sale securities 3.3 — 3.3 — Total $ 15.7 $ 8.2 $ 7.5 $ — Liabilities Interest rate caps $ (6.1 ) $ — $ (6.1 ) $ — Contingent consideration (17.6 ) — — (17.6 ) Total $ (23.7 ) $ — $ (6.1 ) $ (17.6 ) 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 caps. 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. The interest rate caps fair values are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the caps in conjunction with the cash payments related to financing the premium of the interest rate caps. The variable interest rates used in the calculation of projected receipts on the caps are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. See Note 10, “Debt” for additional information regarding interest rate caps. 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 consideration obligations related to companies we have acquired, with maximum remaining payouts totaling $34.1 million . These obligations are contingent upon meeting certain performance requirements through 2018. The fair values of these obligations were determined based on an income approach, using our current expectations of the future earnings of the acquired entities. We assess the fair value of these obligations each reporting period with any changes reflected as gains or losses in selling, general and administrative expenses in the consolidated statements of income. During 2016 , we recorded a gain of $0.1 million as a result of changes to the fair value of these obligations. |
Reportable Segments
Reportable Segments | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Reporting Segments | Reportable Segments The 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.” In the first quarter of 2016, we moved our direct-to-consumer reseller business and reallocated certain other costs related to our consumer facing business in the U.S. from our USIS segment to our Consumer Interactive segment. These changes better reflect the evolution of our consumer facing business in the U.S. and how we manage that business. As a result, we modified our segment reporting effective the first quarter of 2016. In conjunction with this change we also reclassified $105.0 million of goodwill from our USIS segment to our Consumer Interactive segment. The segment results below have been recast to reflect these changes for all periods presented. These changes do not impact our consolidated results. We evaluate the performance of segments based on revenue and operating income. The following is a more detailed description of the three reportable segments and the Corporate unit, which provides support services to each segment: U.S. Information Services U.S. Information Services (“USIS”) provides consumer reports, risk scores, analytical and decisioning services to businesses. These businesses use our services to acquire new customers, assess consumer ability to pay for services, identify cross-selling opportunities, measure and manage debt portfolio risk, collect debt, verify consumer identities and investigate potential fraud. The core capabilities and delivery platforms in our USIS segment allow us to serve a broad set of customers and business issues. We offer our services to customers in financial services, insurance, healthcare and other industries. International The International segment provides services similar to our USIS segment to businesses in select regions outside the United States. Depending on the maturity of the credit economy in each country; services may include credit reports, analytics and decisioning services and other value-added risk management services. In addition, we have insurance, business and automotive databases in select geographies. 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 by our Consumer Interactive segment that help consumers proactively manage their personal finances. Consumer Interactive Consumer Interactive offers solutions that help consumers manage their personal finances and take precautions against identity theft. Services in this segment include credit reports and scores, credit monitoring, fraud protection and resolution and financial management. Our products are provided through user friendly online and mobile interfaces and are supported by educational content and customer support. Our Consumer Interactive segment serves consumers through both direct and indirect channels. Corporate In addition, Corporate provides support services for each of the segments, holds investments, and conducts enterprise functions. Certain costs incurred in Corporate that are not directly attributable to one or more of the segments remain in Corporate. These costs are typically enterprise-level costs and are primarily administrative in nature. Selected segment financial information consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Gross revenues U.S. Information Services $ 1,045.1 $ 924.5 $ 811.5 International 313.9 269.6 257.7 Consumer Interactive 407.1 369.8 294.0 Total revenues, gross $ 1,766.0 $ 1,563.9 $ 1,363.3 Intersegment revenue eliminations: U.S. Information Services $ (57.0 ) $ (53.9 ) $ (56.3 ) International (4.0 ) (3.2 ) (2.2 ) Consumer Interactive — — — Total intersegment eliminations (61.1 ) (57.1 ) (58.5 ) Total revenues, net $ 1,704.9 $ 1,506.8 $ 1,304.7 Operating income: U.S. Information Services $ 203.5 $ 130.5 $ 102.4 International 49.8 21.2 22.8 Consumer Interactive 168.9 137.2 93.4 Corporate (121.6 ) (91.8 ) (90.1 ) Total operating income $ 300.5 $ 197.1 $ 128.4 Intersegment operating income eliminations: U.S. Information Services $ (55.5 ) $ (52.4 ) $ (54.9 ) International (3.0 ) (1.9 ) (0.6 ) Consumer Interactive 58.5 54.4 55.5 Corporate — — — Total intersegment eliminations $ — $ — $ — As a result of displaying amounts in millions, rounding differences may exist in the table above. A reconciliation of operating income to income (loss) before income taxes for the periods presented is as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Operating income from segments $ 300.5 $ 197.1 $ 128.4 Non-operating income and expense (95.1 ) (170.5 ) (130.2 ) Income (loss) before income tax $ 205.4 $ 26.6 $ (1.8 ) Earnings from equity method investments included in non-operating income and expense was as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 U.S. Information Services $ 1.9 $ 1.8 $ 1.2 International 6.7 7.0 11.3 Total $ 8.6 $ 8.8 $ 12.5 Total assets, by segment, consisted of the following: (in millions) December 31, December 31, U.S. Information Services $ 2,762.8 $ 2,762.9 International 1,460.1 1,169.0 Consumer Interactive 417.7 404.0 Corporate 140.6 106.9 Total $ 4,781.2 $ 4,442.8 Cash paid for capital expenditures, by segment, was as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 U.S. Information Services $ 82.5 $ 86.5 $ 99.6 International 30.2 29.8 30.1 Consumer Interactive 9.1 7.9 5.3 Corporate 2.2 8.0 20.2 Total $ 124.0 $ 132.2 $ 155.2 Depreciation and amortization expense by segment was as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 U.S. Information Services $ 191.0 $ 206.2 $ 174.7 International 57.2 55.1 51.0 Consumer Interactive 11.7 11.8 10.3 Corporate 5.3 5.3 5.2 Total $ 265.2 $ 278.4 $ 241.2 Percentage of revenue based on where it was earned, was as follows: Twelve Months Ended December 31, 2016 2015 2014 Domestic 82 % 82 % 80 % International 18 % 18 % 20 % Percentage of long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset, was as follows: As of December 31, 2016 2015 2014 Domestic 78 % 83 % 82 % International 22 % 17 % 18 % |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Commitments [Abstract] | |
Commitments | Commitments Future minimum payments for noncancelable operating leases, purchase obligations and other liabilities in effect as of December 31, 2016 , are payable as follows: (in millions) Operating Leases Purchase Obligations Total 2017 $ 12.6 $ 182.9 $ 195.5 2018 11.0 40.2 51.2 2019 10.3 21.9 32.2 2020 9.9 18.0 27.9 2021 8.9 8.0 16.9 Thereafter 17.3 0.3 17.6 Totals $ 70.0 $ 271.3 $ 341.3 Purchase obligations include $114.2 million of trade accounts payable that were included in our balance sheet as of December 31, 2016 . Purchase obligations include commitments for outsourcing services, royalties, data licenses, maintenance and other operating expenses. Rental expense related to operating leases was $14.0 million , $13.1 million and $13.4 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Licensing agreements We have agreements with Fair Isaac Corporation to license credit-scoring algorithms and the right to sell credit scores derived from those algorithms. Payment obligations under these agreements vary due to factors such as the volume of credit scores we sell, what type of credit scores we sell, and how our customers use the credit scores. There are no minimum payments required under these licensing agreements. However, we do have a significant level of sales volume related to these credit scores. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Litigation In addition to the matters described below, we are routinely named as defendants in, or parties to, various legal actions and proceedings relating to our current or past business operations. These actions generally assert claims for violations of federal or state credit reporting, consumer protection or privacy laws, or common law claims related to privacy, libel, slander or the unfair treatment of consumers, and may include claims for substantial or indeterminate compensatory or punitive damages, or injunctive relief, and may seek business practice changes. We believe that most of these claims are either without merit or we have valid defenses to the claims, and we vigorously defend these matters or seek non-monetary or small monetary settlements, if possible. However, due to the uncertainties inherent in litigation, we cannot predict the outcome of each claim in each instance. In the ordinary course of business, we also are subject to governmental and regulatory examinations, information-gathering requests, investigations and proceedings (both formal and informal), certain of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. In connection with formal and informal inquiries by these regulators, we routinely receive requests, subpoenas and orders seeking documents, testimony and other information in connection with various aspects of our activities. In view of the inherent unpredictability of litigation and regulatory matters, particularly where the damages sought are substantial or indeterminate or when the proceedings or investigations are in the early stages, we cannot determine with any degree of certainty the timing or ultimate resolution of litigation and regulatory matters or the eventual loss, fines, penalties or business impact, if any, that may result. We establish reserves for litigation and regulatory matters when those matters present loss contingencies that are both probable and can be reasonably estimated. The actual costs of resolving litigation and regulatory matters, however, may be substantially higher than the amounts reserved for those matters, and an adverse outcome in certain of these matters could have a material adverse effect on our consolidated financial statements in particular quarterly or annual periods. On a regular basis, we accrue reserves for litigation and regulatory matters based on our historical experience and our ability to reasonably estimate and ascertain the probability of any liability. However, for certain of the matters described below, we are not able to reasonably estimate our exposure because damages have not been specified and (i) the proceedings are in early stages, (ii) there is uncertainty as to the likelihood of a class being certified or the ultimate size of the class, (iii) there is uncertainty as to the outcome of similar matters pending against our competitors, (iv) there are significant factual issues to be resolved, and/or (v) there are legal issues of a first impression being presented. However, for these matters we do not believe based on currently available information that the outcomes will have a material adverse effect on our financial condition, though the outcomes could be material to our operating results for any particular period. To reduce our exposure to an unexpected significant monetary award resulting from an adverse judicial decision, we maintain insurance that we believe is appropriate and adequate based on our historical experience. We regularly advise our insurance carriers of the claims (threatened or pending) against us in the course of litigation and generally receive a reservation of rights letter from the carriers when such claims exceed applicable deductibles. We are not aware of any significant monetary claim that has been asserted against us in the course of pending litigation that would not have some level of coverage by insurance after the relevant deductible, if any, is met. As of December 31, 2016 and 2015 , we accrued $35.9 million and $16.3 million , respectively, for anticipated claims. The increase at December 31, 2016 compared with December 31, 2015 was due primarily to our settlement with the CFPB. These amounts were recorded in other accrued liabilities in the consolidated balance sheets and the associated expenses were recorded in selling, general and administrative expenses in the consolidated statements of income. Legal fees incurred in connection with ongoing litigation are considered period costs and are expensed as incurred. OFAC Alert Service As a result of a decision by the United States Third Circuit Court of Appeals in 2010 In Ramirez v. Trans Union LLC ), we modified one of our add-on services we offer to our business customers that was designed to alert our customer that the consumer, who was seeking to establish a business relationship with the customer, may potentially be on the Office of Foreign Assets Control, Specifically Designated National and Blocked Persons alert list (the “OFAC Alert”). The OFAC Alert service is meant to assist our customers with their compliance obligations in connection with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT) Act of 2001. In Ramirez v. Trans Union LLC , (No. 3:12-cv-00632-JSC, United States District Court for the Northern District of California), filed in 2012, the plaintiff has alleged that: the OFAC Alert service does not comply with the Cortez ruling; we have willfully violated the Fair Credit Reporting Act ("FCRA") and the corresponding California state-FCRA based on the Cortez ruling by continuing to offer the OFAC Alert service; and there are one or more classes of individuals who should be entitled to statutory damages (i.e., $100 to $5,000 per person) based on the allegedly willful violations. In addition to the Ramirez action, the same lawyers representing Ramire z (who also represented the plaintiff in Cortez ) filed two additional alleged class actions in 2012 ( Miller v. Trans Union, LLC , No. 12-1715-WJN, United States District Court for the Middle District of Pennsylvania; and Larson v. Trans Union, LLC , No. 12-5726-JSC, United States District Court for the Northern District of California) and one in 2014 ( Amit Patel, et al. v. TransUnion LLC, TransUnion Rental Screening Solutions, Inc. and TransUnion Background Data Solutions , No. 14-cv-0522-LB, United States District Court for the Northern District of California) claiming that our process for disclosing OFAC information to consumers, or how we match OFAC information to a consumer's name or other identifying information, violates the FCRA and, in some instances, the corresponding California state-FCRA. In addition to the OFAC allegations, the plaintiff in the Patel action seeks to collapse all TransUnion FCRA regulated entities into a single entity. In July 2014, the Court in Ramirez certified a class of approximately 8,000 individuals solely for purposes of statutory damages if TransUnion is ultimately found to have willfully violated the FCRA, and a sub-class of California residents solely for purposes of injunctive relief under the California Consumer Credit Reporting Agencies Act. While the Court noted that the plaintiff is not seeking any actual monetary damage, the class certification order was predicated on a disputed question of Ninth Circuit law (currently there is a conflict between the federal circuits) that is awaiting action by the United States Supreme Court. Our motions to stay the Ramirez , Miller and Larson proceedings were granted and the proceedings stayed pending action by the U.S. Supreme Court in Spokeo v. Robins . In June 2015, the Court in Patel certified a national class of approximately 11,000 individuals with respect to allegations that TransUnion willfully violated the FCRA by failing to maintain and follow reasonable procedures to ensure the maximum possible accuracy of their information, and a national subclass of approximately 3,000 individuals with respect to allegations that TransUnion willfully violated the FCRA by failing to provide consumers with all information in their files. In September 2015, our motion to stay the Patel proceedings was granted and the proceedings stayed pending action by the U.S. Supreme Court in Spokeo v. Robins . On May 16, 2016, the U.S. Supreme Court issued its decision in Spokeo v. Robins , holding that the injury-in-fact requirement for standing under Article III of the United States Constitution requires a plaintiff to allege an injury that is both “concrete and particularized.” The Court held that the Ninth Circuit’s analysis failed to consider concreteness in its analysis and vacated the decision and remanded to the Ninth Circuit to consider both aspects of the injury-in-fact requirement. Following the U.S. Supreme Court’s decision, the stays in the Ramirez , Miller , Larson and Patel matters were lifted. In August 2016, the Court in Larson certified a class of approximately 18,000 California residents with respect to allegations that TransUnion failed to provide consumers with all information in their files in violation of the Fair Credit Reporting Act. In October 2016, the Court in Larson denied our petition for permission to appeal the class certification decision to the Ninth Circuit, and the Courts in Ramirez and Patel denied our motions to decertify the classes based on the implications of Spokeo . On January 17, 2017, the magistrate in Miller recommended that the Court find that the plaintiff has standing to bring suit in federal court, and that the motion for class certification should be granted. We intend to continue to defend these matters vigorously as we believe we have acted in a lawful manner. Consumer Disclosure In Tyrone Henderson, et al. v. TransUnion LLC and TransUnion Rental Screening Solutions, Inc. (No. 3:14-cv-00679-JAG, United States District Court for the Eastern District of Virginia (Richmond Division)), the plaintiffs have alleged that TransUnion’s process for mailing required notices to consumers at the time it furnishes a consumer report for employment purposes that contains adverse public record information violates the FCRA. In May 2016, the Court in Henderson certified a national class of individuals with respect to these allegations. We intend to continue to defend this matter vigorously as we believe we have acted in a lawful manner. CFPB Investigation In September 2015, we received a Civil Investigative Demand (a “CID”) from the CFPB. The CID was focused on common industry practices relating to the advertising, marketing and sale of consumer reports, credit scores or credit monitoring products to consumers by our Consumer Interactive segment. On December 22, 2016, we agreed to settle with the CFPB and executed and delivered a “Stipulation and Consent to the Issuance of a Consent Order,” pursuant to which we accepted the issuance of a consent order (the “Consent Order”) by the CFPB requiring us to: • implement certain agreed practice changes in the way we advertise, market and sell products and services offered directly to consumers, including more robust disclosures regarding the nature of the credit score being provided as well as confirming consumer consent if the product or service is being sold through the use of a negative option feature (i.e., a trial period becomes a recurring paid subscription unless the consumer affirmatively cancels their registration); and • develop and submit to the CFPB for approval a comprehensive compliance plan detailing the steps for addressing each action required by the terms of the Consent Order and specific time frames and deadlines for implementation. The CFPB issued the Consent Order reflecting the agreed settlement on January 3, 2017. We incurred a one-time charge of approximately $19.4 million in the fourth quarter of 2016, consisting of the following: approximately $13.9 million for redress to eligible consumers; a civil money penalty to be paid to the CFPB in the amount of $3.0 million ; and our current estimate of $2.5 million for additional administrative, legal and compliance costs we will incur in connection with the settlement. We expect to pay this liability 2017. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions Stockholder Agreement TransUnion was formed by affiliates of Advent International Corporation (“Advent”) and Goldman, Sachs & Co. (“GS”) on February 15, 2012. In connection with our IPO, TransUnion, Advent and GS amended the Major Stockholders’ Agreement. Among other things, under the terms of the amended agreement, Advent and GS each have the right to appoint two members to TransUnion’s board of directors. As of December 31, 2016, Advent and GS collectively own approximately 50.8 % of our outstanding stock. Consulting Agreement In connection with our consulting agreement with Advent and GS, we incurred fees from each of them for the years ended December 31, 2015 and 2014 , of $0.1 million and $0.3 million , respectively. This agreement terminated upon completion of our IPO. In connection with his resignation as President and Chief Executive Officer of the Company, TransUnion and Siddharth N. (Bobby) Mehta, a director of the Company, entered into a consulting agreement, dated December 6, 2012, pursuant to which Mr. Mehta provided advice and consultation to assist Mr. Peck in the transition of duties as Chief Executive Officer and to Mr. Peck and the Board of Directors with respect to the Company's strategic operating plan and strategic opportunities or transactions considered by the Company from time to time. Pursuant to the terms of the agreement, Mr. Mehta received a consulting fee of $0.2 million on or before January 10 of each year during the term of the agreement. This agreement terminated on December 31, 2015. Data and Data Services In 2015 and 2016, we entered into a series of transactions with affiliates of GS to license data and provide data services that we offer to all of our business customers. In connection with these transactions, we received aggregate fees of approximately $1.4 million and $0.2 million in 2016 and 2015, respectively. Debt and Hedge Activities As of December 31, 2016 and 2015 , interest accrued on our debt and hedge owed to related parties was less than $0.1 million for each period. As of December 31, 2016 and 2015 , there was approximately $61.5 million and $64.8 million , respectively, of our Term Loan A owed to affiliates of GS. As of December 31, 2016 and 2015, there were no outstanding borrowings of our senior secured revolving line of credit owed to affiliates of GS. During 2015, we terminated our interest rate swap agreements, paying affiliates of GS $1.7 million , and entered into new interest rate cap agreements with various counter-parties including an affiliate of GS. As of December 31, 2016 and 2015 , the GS proportion of the fair value of the cap was a liability of $1.5 million and an asset $0.1 million , respectively. For the years ended December 31, 2016 , 2015 and 2014 affiliates of GS were paid $3.9 million , $2.0 million and $1.5 million , respectively, of interest expense and fees related to debt and hedge instruments. Financing Transactions In connection with our 2015 refinancing transaction, affiliates of GS were paid $0.1 million of fees. In connection with the refinancing of our senior secured credit facility on April 9, 2014, affiliates of GS were paid $4.4 million in arrangement fees. Investment in Affiliated Companies During the normal course of business we enter into transactions with companies that we hold an equity interest in. These transactions include selling and purchasing software data and professional services. Use of IPO Proceeds In connection with our IPO, we paid underwriting discounts and commissions of approximately $8.8 million to Goldman, Sachs & Co., affiliates of which owned approximately 39.7% of our outstanding common stock at the time of our IPO. Messrs. Klemann and Rajpal, each of whom was a member of our Board of Directors at the time of our IPO, are both Managing Directors at Goldman, Sachs & Co. Directed Share Program At our request, the underwriters reserved up to 1,477,273 shares of common stock, or approximately 5% of our IPO shares, for sale at the IPO to our directors, officers, employees and certain other persons associated with us. Of these shares, 1,042,395 were sold to our directors, officers and employees and certain other persons associated with us. Issuances of Common Stock During 2015 , the Company sold an aggregate of 32,277 shares of common stock at a weighted-average purchase price of $13.06 per share to an executive officer and director of the Company. During 2014 , the Company sold an aggregate of 369,905 shares of common stock at a weighted-average purchase price of $10.63 per share to executive officers of the Company. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The quarterly financial data for 2016 and 2015 consisted of the following: Three Months Ended (in millions) December 31, September 30, 2016 June 30, 2016 March 31, 2016 Revenue $ 435.9 $ 437.6 $ 425.7 $ 405.7 Operating income 89.3 95.8 63.5 51.9 Net income 52.6 44.5 19.7 14.6 Net income attributable to TransUnion 49.5 41.2 17.3 12.6 Earnings per share: Basic $ 0.27 $ 0.23 $ 0.09 $ 0.07 Diluted $ 0.27 $ 0.22 $ 0.09 $ 0.07 Three Months Ended (in millions) December 31, September 30, 2015 June 30, 2015 March 31, 2015 Revenue $ 386.1 $ 389.1 $ 378.5 $ 353.1 Operating income 48.9 60.3 51.4 36.5 Net income (loss) 21.1 (1.0 ) (0.4 ) (4.4 ) Net income (loss) attributable to TransUnion 19.2 (4.0 ) (2.6 ) (6.6 ) Earnings (loss) per share: Basic $ 0.11 $ (0.02 ) $ (0.02 ) $ (0.04 ) Diluted $ 0.10 $ (0.02 ) $ (0.02 ) $ (0.04 ) As a result of displaying amounts in millions, rounding differences compared to the annual totals may exist in the table above. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The following table sets forth the changes in each component of accumulated other comprehensive income (loss), net of tax: (in millions) Foreign Currency Translation Adjustment Net Unrealized Gain/(Loss) On Hedges Net Unrealized Gain/(Loss) On Available-for-sale Securities Accumulated Other Comprehensive Income / (Loss) Balance, December 31, 2013 $ (72.6 ) $ (0.6 ) $ — $ (73.2 ) Change (44.2 ) (0.2 ) 0.1 (44.3 ) Balance, December 31, 2014 $ (116.8 ) $ (0.8 ) $ 0.1 $ (117.5 ) Change (74.8 ) 0.5 — (74.3 ) Balance, December 31, 2015 $ (191.6 ) $ (0.3 ) $ 0.1 $ (191.8 ) Change 24.0 (7.2 ) 0.2 17.0 Balance, December 31, 2016 $ (167.6 ) $ (7.5 ) $ 0.3 $ (174.8 ) |
Subsequent Events (Notes)
Subsequent Events (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Event [Line Items] | |
Subsequent Events [Text Block] | Subsequent Events On January 31, 2017, we amended certain provisions to our Senior Secured Term Loan B. Key provisions to the amendment included a two year extension of the maturity date from April 2021 to April 2023, a 0.25% reduction in the applicable margin and a reduction in the LIBOR floor to zero from 0.75% . |
Condensed Financial Information
Condensed Financial Information of TransUnion | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of TransUnion | Schedule I—Condensed Financial Information of TransUnion TRANSUNION Parent Company Only Balance Sheet (in millions, except per share data) December 31, December 31, Assets Current assets: Due from TransUnion Intermediate $ 129.3 $ 114.4 Other current assets 0.6 — Total current assets 129.9 114.4 Investment in TransUnion Intermediate 1,255.3 1,131.2 Total assets $ 1,385.2 $ 1,245.6 Liabilities and stockholders’ equity Current liabilities: Trade accounts payable $ 0.1 $ — Other current liabilities 0.1 0.1 Total current liabilities 0.2 0.1 Other liabilities 22.2 14.1 Total liabilities 22.4 14.2 Stockholders’ equity: Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2016 and December 31, 2015; 183.9 million and 183.0 million shares issued as of December 31, 2016 and December 31, 2015, respectively; and 183.2 million and 182.3 million shares outstanding as of December 31, 2016 and December 31, 2015, respectively 1.8 1.8 Additional paid-in capital 1,844.9 1,850.3 Treasury stock at cost; 0.7 million shares at December 31, 2016 and December 31, 2015 (5.3 ) (4.6 ) Accumulated deficit (303.8 ) (424.3 ) Accumulated other comprehensive loss (174.8 ) (191.8 ) Total stockholders’ equity 1,362.8 1,231.4 Total liabilities and stockholders’ equity $ 1,385.2 $ 1,245.6 See accompanying notes to condensed financial statements. Schedule I —Condensed Financial Information of TransUnion TRANSUNION Parent Company Only Statement of Income (in millions) Twelve Months Ended December 31, 2016 2015 2014 Revenue $ — $ — $ — Operating expenses Selling, general and administrative 1.8 1.6 1.4 Total operating expenses 1.8 1.6 1.4 Operating loss (1.8 ) (1.6 ) (1.4 ) Non-operating income and expense Interest expense — (52.8 ) (97.0 ) Equity Income from TransUnion Intermediate 124.3 61.6 49.1 Other income and (expense), net (2.7 ) (33.7 ) (0.2 ) Total non-operating income and expense 121.6 (24.9 ) (48.1 ) Income (loss) before income taxes 119.8 (26.5 ) (49.5 ) Benefit for income taxes 0.8 32.4 37.0 Net income (loss) $ 120.6 $ 5.9 $ (12.5 ) See accompanying notes to condensed financial statements. Schedule I —Condensed Financial Information of TransUnion TRANSUNION Parent Company Only Statements of Comprehensive Income (in millions) Twelve Months Ended December 31, 2016 2015 2014 Net income (loss) $ 120.6 $ 5.9 $ (12.5 ) Other comprehensive income (loss): Foreign currency translation: Foreign currency translation adjustment 21.3 (79.7 ) (47.9 ) Benefit for income taxes 2.7 4.9 3.8 Foreign currency translation, net 24.0 (74.8 ) (44.1 ) Hedge instruments: Net unrealized (loss) gain (12.0 ) 0.3 (0.6 ) Amortization of accumulated loss 0.4 0.4 0.3 Benefit (provision) for income taxes 4.4 (0.2 ) 0.1 Hedge instruments, net (7.2 ) 0.5 (0.2 ) Available-for-sale securities: Net unrealized gain 0.4 — 0.2 Provision for income taxes (0.2 ) — (0.1 ) Available-for-sale securities, net 0.2 — 0.1 Total other comprehensive income (loss), net of tax 17.0 (74.3 ) (44.2 ) Comprehensive income (loss) attributable to TransUnion $ 137.6 $ (68.4 ) $ (56.7 ) See accompanying notes to condensed financial statements. Schedule I —Condensed Financial Information of TransUnion TRANSUNION Parent Company Only Statement of Cash Flows (in millions) Twelve Months Ended December 31, 2016 2015 2014 Cash (used in) provided by operating activities $ (11.6 ) $ 289.5 $ (9.4 ) Cash used in investing activities — — — Cash flows from financing activities: Extinguishment of 9.625% and 8.125% Senior Notes — (1,000.0 ) — Proceeds from initial public offering — 764.5 — Underwriter fees and other costs on initial public offering — (49.8 ) — Debt financing fees — (8.1 ) — Proceeds from issuance of common stock and exercise of stock options 6.0 2.8 9.6 Treasury stock purchases (0.7 ) (0.3 ) (0.2 ) Excess tax benefit 6.3 1.4 — Cash provided by (used in) financing activities 11.6 (289.5 ) 9.4 Net change in cash and cash equivalents — — — Cash and cash equivalents, beginning of period — — — Cash and cash equivalents, end of period $ — $ — $ — See accompanying notes to condensed financial statements. Schedule I —Condensed Financial Information of TransUnion TRANSUNION Parent Company Only Notes to Financial Statements Basis of Presentation In the TransUnion parent company only financial statements, the Company’s investment in subsidiaries is stated at cost plus equity in the undistributed earnings of subsidiaries since the date of acquisition. The Company’s share of net income of its subsidiaries is included in consolidated income using the equity method. The parent company only financial information should be read in conjunction with TransUnion's consolidated financial statements. Income tax TransUnion entered into an intercompany tax allocation agreement with TransUnion Intermediate Holdings, Inc. in 2013, effective for all taxable periods from May 1, 2012, forward, in which they are members of the same consolidated federal or state tax groups. The agreement allocates the consolidated tax liability from those filings among the various members of the group. Dividends from Subsidiaries Cash dividends paid to TransUnion from its consolidated subsidiaries were $45.1 million and $90.3 million for the years ended December 31, 2015 and 2014, respectively. There were no cash dividends paid to TransUnion from its consolidated subsidiaries for the year ended December 31, 2016. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Schedule II—Valuation and Qualifying Accounts TRANSUNION (in millions) Balance at Beginning of Year Charged to Costs and Expenses Charged to Other Accounts Deductions (1) Balance at End of Year Allowance for doubtful accounts: Year ended December 31, 2016 $ 4.2 $ 4.3 $ — $ (2.3 ) $ 6.2 2015 $ 2.4 $ 3.2 $ — $ (1.4 ) $ 4.2 2014 $ 0.7 $ 3.2 $ — $ (1.5 ) $ 2.4 Allowance for deferred tax assets: Year ended December 31, 2016 $ 46.7 $ 13.6 $ — $ (1.1 ) $ 59.2 2015 $ 42.1 $ 5.3 $ — $ (0.7 ) $ 46.7 2014 $ 25.9 $ 19.5 $ — $ (3.3 ) $ 42.1 (1) For the allowance for doubtful accounts, includes write-offs of uncollectable accounts. |
Significant Accounting and Re32
Significant Accounting and Reporting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business TransUnion is a leading global risk and information solutions provider to businesses and consumers. We provide consumer reports, risk scores, analytical services and decisioning capabilities to businesses. Businesses embed our solutions into their process workflows to acquire new customers, assess consumer ability to pay for services, identify cross-selling opportunities, measure and manage debt portfolio risk, collect debt, verify consumer identities and investigate potential fraud. Consumers use our solutions to view their credit profiles and access analytical tools that help them understand and manage their personal information and take precautions against identity theft. We are differentiated by our comprehensive and unique datasets, our next-generation technology and our analytics and decisioning capabilities, which enable us to deliver insights across the entire consumer lifecycle. We believe we are the largest provider of risk and information solutions in the United States to possess both nationwide consumer credit data and comprehensive, diverse public records data, which allows us to better predict behaviors, assess risk and address a broader set of business issues for our customers. We have deep domain expertise across a number of attractive industries, sometimes referred to as verticals, including financial services, specialized risk, insurance and healthcare. We have a global presence in over 30 countries across North America, Africa, Latin America and Asia. We believe that we have the capabilities and assets, including comprehensive and unique datasets, advanced technology and analytics to provide differentiated solutions to our customers. Our solutions are based on a foundation of financial, credit, alternative credit, identity, bankruptcy, lien, judgment, insurance claims, healthcare, automotive and other relevant information from 90,000 data sources, including financial institutions, private databases and public records repositories. We refine, standardize and enhance this data using sophisticated algorithms to create proprietary databases. Our next-generation technology allows us to quickly and efficiently integrate our data with our analytics and decisioning capabilities to create and deliver innovative solutions to our customers and to quickly adapt to changing customer needs. Our deep analytics expertise, which includes our people as well as tools such as predictive modeling and scoring, customer segmentation, benchmarking and forecasting, enables businesses and consumers to gain better insights into their risk and financial data. Our decisioning capabilities, which are generally delivered on a software-as-a-service platform, allow businesses to interpret data and apply their specific qualifying criteria to make decisions and take actions. Collectively, our data, analytics and decisioning capabilities allow businesses to authenticate the identity of consumers, effectively determine the most relevant products for consumers, retain and cross-sell to existing consumers, identify and acquire new consumers and reduce loss from fraud. Similarly, our capabilities allow consumers to see how their credit profiles have changed over time, understand the impact of financial decisions on their credit scores, manage their personal information and take precautions against identity theft. |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements of TransUnion and subsidiaries have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Our consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of the periods presented. All significant intercompany transactions and balances have been eliminated. Unless the context indicates otherwise, any reference in this report to the “Company,” “we,” "our," “us,” and “its” refers to TransUnion and its consolidated subsidiaries, collectively. For the periods presented, TransUnion does not have any material assets, liabilities, revenues, expenses or operations of any kind other than its ownership investment in TransUnion Intermediate. |
Initial Public Offering [Policy Text Block] | Initial Public Offering On June 30, 2015, we completed our initial public offering ("IPO") of our common stock. The proceeds, net of underwriter fees and commission and costs incurred in connection with the IPO, were recorded in additional paid-in capital. The IPO costs consisted primarily of legal fees, accounting fees and printing fees. See Note 11, "Stockholders' Equity" for further discussion on the IPO. |
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. |
Principles of consolidation | Principles of Consolidation The consolidated financial statements of TransUnion include the accounts of TransUnion and all of its majority-owned or controlled subsidiaries. Investments in unconsolidated entities in which the Company is able to exercise significant influence, are accounted for using the equity method. Nonmarketable investments in unconsolidated entities in which the Company is not able to exercise significant influence are accounted for using the cost method and periodically reviewed for impairment. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements and related disclosures in accordance with GAAP requires management to make estimates and judgments that affect the amounts reported. We believe that the estimates used in preparation of the accompanying consolidated financial statements are reasonable, based upon information available to management at this time. These estimates and judgments affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the balance sheet date, as well as the amounts of revenue and expense during the reporting period. Estimates are inherently uncertain and actual results could differ materially from the estimated amounts. |
Change in Accounting Estimate | Change in Accounting Estimate Effective July 1, 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 transform our technology infrastructure and corporate headquarters facility. As a result, depreciation and amortization expense increased by $28.8 million and $17.5 million for the years ended December 31, 2015 and 2014, respectively. The net of tax impact of this change decreased net income attributable to TransUnion by $18.4 million , or $0.11 per share, and $11.2 million or $0.08 per share for the years ended December 31, 2015 and 2014, respectively. The impact for the year ended December 31, 2016 was not significant. |
Segments | 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. We have four operating segments; USIS, Healthcare, International and Consumer Interactive. We aggregate our USIS and Healthcare operating segments into the USIS reportable segment. We manage our business and report our financial results in three reportable segments: U.S. Information Services (“USIS”); International; and Consumer Interactive. We also report expenses for Corporate, which provides support services to each segment. Details of our segment results are discussed in Note 16, “Reportable Segments.” |
Revenue Recognition and Deferred Revenue | Revenue Recognition and Deferred Revenue Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the pricing is fixed or determinable and the collectability is reasonably assured. A significant portion of our revenue is derived from providing information services to our customers. This revenue is recognized when services are provided, assuming all criteria for revenue recognition are met. A smaller portion of our revenue relates to subscription-based contracts where a customer pays a predetermined fee for a predetermined, or unlimited, number of transactions or services during the subscription period. Revenue related to subscription-based contracts that have a preset number of transactions is recognized as the services are provided, using an effective transaction rate as the actual transactions are completed. Any remaining revenue related to unfulfilled units is not recognized until the end of the related contract subscription period. Revenue related to subscription-based contracts that have an unlimited volume is recognized straight-line over the contract term. Deferred revenue generally consists of amounts billed in excess of revenue recognized for the sale of data services, subscriptions and set up fees. Deferred revenue is included in other current liabilities. |
Costs of Services | Costs of Services Costs of services include data acquisition and royalty fees, personnel costs related to our databases and software applications, consumer and call center support costs, hardware and software maintenance costs, telecommunication expenses and occupancy costs associated with the facilities where these functions are performed. |
Selling, General and Administrative Expenses | Selling, General and Administrative Expenses Selling, general and administrative expenses include personnel-related costs for sales, administrative and management employees, costs for professional and consulting services, advertising and occupancy and facilities expense of these functions. Advertising costs are expensed as incurred. Advertising costs for the years ended December 31, 2016 , 2015 and 2014 were $50.8 million , $43.1 million and $31.3 million , respectively. |
Stock-Based Compensation | Stock-Based Compensation Compensation expense for all stock-based compensation awards is determined using the grant date fair value and includes an estimate for expected forfeitures. Expense is recognized on a straight-line basis over the requisite service period of the award, which is generally equal to the vesting period. The details of our stock-based compensation program are discussed in Note 14, “Stock-Based Compensation.” |
Income Taxes | Income Taxes Deferred income tax assets and liabilities are determined based on the estimated future tax effects of temporary differences between the financial statement and tax basis of assets and liabilities, as measured by current enacted tax rates. The effect of a tax rate change on deferred tax assets and liabilities is recognized in operations in the period that includes the enactment date of the change. We periodically assess the recoverability of our deferred tax assets, and a valuation allowance is recorded against deferred tax assets if it is more likely than not that some portion of the deferred tax assets will not be realized. See Note 13, “Income Taxes,” for additional information. |
Foreign Currency Translation | Foreign Currency Translation The functional currency for each of our foreign subsidiaries is generally that subsidiary’s local currency. We translate the assets and liabilities of foreign subsidiaries at the year-end exchange rate, and translate revenues and expenses at the monthly average rates during the year. We record the resulting translation adjustment as a component of other comprehensive income in stockholders’ equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency of an entity are included in the results of operations as incurred. The exchange rate gain for the year ended December 31, 2016 , was $0.3 million . The exchange rate losses for the years ended December 31, 2015 and 2014 were $3.6 million and $1.1 million , respectively. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider investments in highly liquid debt instruments with original maturities of three months or less to be cash equivalents. |
Trade Accounts Receivable | Trade Accounts Receivable Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is based on our historical write-off experience, analysis of the aging of outstanding receivables, customer payment patterns and the establishment of specific reserves for customers in adverse financial condition or for existing contractual disputes. Adjustments to the allowance are recorded as a bad debt expense in selling, general and administrative expenses. Trade accounts receivable are written off against the allowance when we determine that they are no longer collectible. We reassess the adequacy of the allowance for doubtful accounts each reporting period. |
Long-Lived Assets | Long-Lived Assets Property, Plant, Equipment and Intangibles Property, plant and equipment is depreciated primarily using the straight-line method over the estimated useful lives of the assets. Buildings and building improvements are generally depreciated over twenty years . Computer equipment and purchased software are depreciated over three to seven years . Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the lease term. Other assets are depreciated over five to seven years . Intangibles, other than indefinite-lived intangibles, are amortized using the straight-line method over their economic life, generally three to forty years . Assets to be disposed of, if any, are separately presented in the consolidated balance sheet and reported at the lower of the carrying amount or fair value, less costs to sell, and are no longer depreciated. See Note 3, “Property, Plant and Equipment,” and Note 5, “Intangible Assets,” for additional information about these assets. Internal Use Software We monitor the activities of each of our internal use software and system development projects and analyze the associated costs, making an appropriate distinction between costs to be expensed and costs to be capitalized. Costs incurred during the preliminary project stage are expensed as incurred. Many of the costs incurred during the application development stage are capitalized, including costs of software design and configuration, development of interfaces, coding, testing and installation of the software. Once the software is ready for its intended use, it is amortized on a straight-line basis over its useful life, generally three to seven years . As our business continues to evolve, and in connection with the completion of our strategic initiative to transform our technology infrastructure, we reviewed the remaining estimated useful lives for all of our internally developed software assets during the fourth quarter of 2016. This review indicated that the estimated useful lives of certain assets were longer than the estimates initially used for amortization purposes. As a result, in the fourth quarter of 2016, we changed the estimated useful lives for a portion of these assets to better align with their estimated remaining economic useful lives. Subsequent to the completion of our review, we continue to amortize our internal use software assets on a straight-line basis over their estimated useful lives, generally three to seven years . Impairment of Long-Lived Assets We review long-lived asset groups that are subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Recoverability of asset groups to be held and used is measured by a comparison of the carrying amount of an asset group to the estimated undiscounted future cash flows expected to be generated by the asset group. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized equal to the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. No significant impairment charges were recorded during 2016 , 2015 and 2014 . |
Marketable Securities | Marketable Securities We classify our investments in debt and equity securities in accordance with our intent and ability to hold the investments. Held-to-maturity securities are carried at amortized cost, which approximates fair value, and are classified as either short-term or long-term investments based on the contractual maturity date. Earnings from these securities are reported as a component of interest income. Available-for-sale securities are carried at fair market value, with the unrealized gains and losses, net of tax, included in accumulated other comprehensive income. Trading securities are carried at fair value, with unrealized gains and losses included in income. At December 31, 2016 and 2015 , the Company's marketable securities consisted of trading securities and available-for-sale securities. The trading securities relate to a nonqualified deferred compensation plan held in trust for the benefit of plan participants. The available-for-sale securities relate to foreign exchange-traded corporate bonds. There were no significant realized or unrealized gains or losses for these securities for any of the periods presented. We follow fair value guidance to measure the fair value of our financial assets as further described in Note 15, "Fair Value". We periodically review our marketable securities to determine if there is an other-than-temporary impairment on any security. If it is determined that an other-than-temporary decline in value exists, we write down the investment to its market value and record the related impairment loss in other income. There were no other-than-temporary impairments of marketable securities in 2016 , 2015 or 2014 . |
Goodwill and Other Indefinite-Lived Intangibles | Goodwill and Other Indefinite-Lived Intangibles Goodwill and any indefinite-lived intangible assets are allocated to various reporting units, which are an operating segment or one level below an operating segment. We test goodwill and indefinite-lived intangible assets for impairment on an annual basis, in the fourth quarter, or on an interim basis if an indicator of impairment is present. For goodwill, we compare the fair value of each reporting unit to its carrying amount to determine if there is potential goodwill impairment. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the fair value of the goodwill within the reporting unit is less than the carrying value of its goodwill. For other indefinite-lived intangibles, if any, we compare the fair value of the asset to its carrying value to determine if there is an impairment. If the fair value of the asset is less than its carrying value, an impairment loss is recorded. We use discounted cash flow techniques to determine the fair value of our reporting units and other indefinite-lived intangibles. See Note 4, “Goodwill,” and Note 5, “Intangible Assets,” for additional information about these assets. |
Benefit Plans | Benefit Plans We maintain a 401(k) defined-contribution profit sharing plan for eligible employees. We provide a partial matching contribution and a discretionary contribution based on a fixed percentage of a participant’s eligible compensation. Contributions to this plan for the years ended December 31, 2016 , 2015 and 2014 were $19.1 million , $17.0 million and $14.1 million , respectively. We also maintain a nonqualified deferred compensation plan for certain key employees. The deferred compensation plan contains both employee deferred compensation and company contributions. These investments are held in the TransUnion Rabbi Trust, and are included in marketable securities in the consolidated balance sheets. The assets held in the Rabbi Trust are for the benefit of the participants in the deferred compensation plan, but are available to our general creditors in the case of our insolvency. The liability for amounts due to these participants is included in other current liabilities and other liabilities in the consolidated balance sheets. |
Recently adopted accounting pronouncements | Recently Adopted Accounting Pronouncements On April 7, 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs . The amendments in this update require that unamortized debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the corresponding debt liability, consistent with debt discounts. We adopted this guidance on a retrospective basis in our quarter ended March 31, 2016, wherein the balance sheet of each individual period presented was adjusted to reflect the period-specific effects of applying the new guidance. The impact of the adoption resulted in our deferred financing fees on our term loans being reclassified from other current assets and other assets to long-term debt on the balance sheet and related revisions to Notes 2, 6 and 10 in all periods presented in these financial statements. On August 18, 2015, the FASB issued ASU 2015-15, Interest—Imputation of Interest (Subtopic 835-30) - Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting). The ASU indicates the SEC staff would not object to presenting deferred debt issuance costs for a line of credit arrangement as an asset in the balance sheet. We continue to present our deferred line of credit fees as an asset in the consolidated balance sheet. See Note 2 “Other Current Assets” and Note 6 “Other Assets.” |
Recent Accounting Pronouncement not yet Adopted | Recent Accounting Pronouncements Not Yet Adopted On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). During 2016, the FASB issued several additional ASU's related to revenue recognition. This series of comprehensive guidance will replace all existing revenue recognition guidance and is effective for annual reporting periods beginning after December 15, 2017, and interim periods therein. We will adopt this standard beginning January 1, 2018, and expect to use the modified retrospective approach, with the cumulative effect recognized in the opening balance of retained earnings. We continue to evaluate the impact this guidance will have on our consolidated financial statements and disclosures. On January 5, 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU is intended to improve the recognition and measurement of financial instruments. Among other things, the ASU requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods therein. We are currently assessing the impact this guidance will have on our consolidated financial statements. On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU, among other things, will require lessee’s to record a lease liability, which is an obligation to make lease payments arising from a lease, and right-of-use asset, which is an asset that represents the right to use, or control the use of, a specified asset for the lease term, for all long-term leases. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are currently assessing the impact this guidance will have on our consolidated financial statements. On March 30, 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for share-based payment award transactions, including income tax consequences, classification of awards, and classification on the statement of cash flows. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods therein. While we are currently assessing the impact this guidance will have on our consolidated financial statements, depending on the exercise pattern of our outstanding options and the value of our stock on the exercise dates of our stock options and vest dates of our restricted stock units relative to the corresponding fair value of those awards on their grant dates, there could be a material impact on our future income tax expense. See Note 14, "Stock-Based Compensation," for further information about the number and weighted-average grant-date fair values of our outstanding stock awards. On June 16, 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In addition, these amendments require the measurement of all expected credit losses for financial assets, including trade accounts receivable, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This guidance is effective for annual reporting periods beginning after December 15, 2019, including interim period therein. We are currently assessing the impact this guidance will have on our consolidated financial statements. On August 26, 2016 the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU addresses the diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim period therein. We are currently assessing the impact this guidance will have on our consolidated statements of cash flows. |
Other Current Assets (Tables)
Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Other current assets | Other current assets consisted of the following: (in millions) December 31, December 31, Prepaid expenses $ 43.9 $ 41.9 Other investments 29.5 12.5 Income taxes receivable 5.4 0.1 Marketable securities 3.3 2.9 Deferred financing fees 0.5 0.5 Other 7.3 7.4 Total other current assets $ 89.9 $ 65.3 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment | Property, plant and equipment, including those acquired by capital lease, consisted of the following: (in millions) December 31, 2016 December 31, 2015 Computer equipment and furniture $ 226.9 $ 187.3 Purchased software 105.5 75.4 Building and building improvements 97.5 91.4 Land 3.2 3.2 Total cost of property, plant and equipment 433.1 357.3 Less: accumulated depreciation (235.6 ) (174.3 ) Total property, plant and equipment, net of accumulated depreciation $ 197.5 $ 183.0 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill [Abstract] | |
Changes in the carrying amount of goodwill | Goodwill allocated to our segments as of December 31, 2016 , 2015 and 2014 , and the changes in the carrying amount of goodwill during those periods, consisted of the following: (in millions) USIS International Consumer Interactive Total Balance, December 31, 2014 $ 1,202.6 $ 580.1 $ 241.2 $ 2,023.9 Purchase accounting adjustments (5.7 ) 1.8 — (3.9 ) Acquisitions 13.2 — — 13.2 Foreign exchange rate adjustment — (49.8 ) — (49.8 ) Balance, December 31, 2015 $ 1,210.1 $ 532.1 $ 241.2 $ 1,983.4 Purchase accounting adjustments 4.0 — — 4.0 Acquisitions 31.6 131.6 — 163.2 Foreign exchange rate adjustment — 23.3 — 23.3 Balance, December 31, 2016 $ 1,245.7 $ 687.0 $ 241.2 $ 2,173.9 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Assets [Abstract] | |
Other assets | Other assets consisted of the following: (in millions) December 31, December 31, Investments in affiliated companies $ 62.6 $ 50.5 Marketable securities 12.4 11.2 Other Investments 9.5 13.0 Deposits 9.3 1.8 Deferred financing fees 1.2 1.7 Other 2.5 1.3 Total other assets $ 97.5 $ 79.5 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible assets | Intangible assets consisted of the following: December 31, 2016 December 31, 2015 (in millions) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Database and credit files $ 844.4 $ (242.7 ) $ 601.7 $ 791.3 $ (185.8 ) $ 605.5 Internal use software 739.0 (412.7 ) 326.3 628.5 (308.3 ) 320.2 Customer relationships 415.7 (89.3 ) 326.4 392.0 (66.4 ) 325.6 Trademarks, copyrights and patents 573.3 (69.2 ) 504.1 571.6 (53.9 ) 517.7 Noncompete and other agreements 5.7 (1.9 ) 3.8 2.0 (0.9 ) 1.1 Total intangible assets $ 2,578.1 $ (815.8 ) $ 1,762.3 $ 2,385.4 $ (615.3 ) $ 1,770.1 |
Estimated future amortization expense related to purchased intangible | Estimated future amortization expense related to intangible assets at December 31, 2016 , is as follows: (in millions) Annual Amortization Expense 2017 $ 167.4 2018 166.0 2019 148.3 2020 131.8 2021 118.6 Thereafter 1,030.2 Total future amortization expense $ 1,762.3 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities, Current [Abstract] | |
Other current liabilities | Other current liabilities consisted of the following: (in millions) December 31, December 31, Accrued payroll $ 79.3 $ 74.5 Accrued legal and regulatory 35.9 16.3 Accrued employee benefits 31.8 24.2 Contingent consideration 16.1 2.0 Deferred revenue 12.0 10.6 Income taxes payable 11.5 2.6 Accrued interest 1.3 1.0 Other 20.8 15.5 Total other current liabilities $ 208.7 $ 146.7 The increase in accrued legal and regulatory is due primarily to the settlement with the Consumer Financial Protection Bureau ("CFPB") and related costs, which we expect to pay in 2017. See note 18, “Contingencies,” for additional information about CFPB settlement. |
Investments in Affiliated Com39
Investments in Affiliated Companies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments in Affiliated Companies [Abstract] | |
Schedule Of Equity Investments Income Statement Information [Table Text Block] | Earnings from equity method investments, which are included in other non-operating income and expense, and dividends received from equity method investments consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Earnings from equity method investments $ 8.6 $ 8.8 $ 12.5 Dividends received from equity method investments $ 8.0 $ 8.7 $ 9.2 |
Summary of Investments in affiliated companies | Investments in affiliated companies consisted of the following: (in millions) December 31, December 31, Total equity method investments $ 39.4 $ 45.5 Total cost method investments 23.2 5.0 Total investments in affiliated companies $ 62.6 $ 50.5 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities, Noncurrent [Abstract] | |
Schedule of Other Non Current Liabilities | Other liabilities consisted of the following: (in millions) December 31, December 31, Retirement benefits $ 10.9 $ 11.2 Interest rate caps 6.1 — Unrecognized tax benefits 4.8 0.3 Contingent consideration 1.5 5.1 Other 7.4 11.2 Total other liabilities $ 30.7 $ 27.8 See note 10, “Debt,” for additional information about the interest rate caps. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt outstanding | Debt outstanding consisted of the following: (in millions) December 31, December 31, Senior Secured Term Loan B, payable in quarterly installments through April 9, 2021, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (3.52% at December 31, 2016), including original issue discount and deferred financing fees of $7.6 million and $4.4 million, respectively, at December 31, 2016, and original issue discount and deferred financing fees of $7.3 million and $3.8 million, respectively, at December 31, 2015 $ 1,984.6 $ 1,855.6 Senior Secured Term Loan A, payable in quarterly installments through June 30, 2020, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (2.77% at December 31, 2016), including original issue discount and deferred financing fees of $0.7 million and $0.2 million, respectively, at December 31, 2016, and original issue discount and deferred financing fees of $0.7 million and $0.1 million, respectively, at December 31, 2015 375.7 340.4 Other notes payable 14.2 6.2 Capital lease obligations 1.1 2.4 Total debt $ 2,375.6 $ 2,204.6 Less short-term debt and current portion of long-term debt (50.4 ) (43.9 ) Total long-term debt $ 2,325.2 $ 2,160.7 |
Schedule of maturities of long-term debt | 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 December 31, 2016 , were as follows: (in millions) 2017 $ 50.7 2018 54.5 2019 54.3 2020 314.4 2021 1,914.6 Thereafter — Unamortized original issue discounts and deferred financing fees (12.9 ) Total debt $ 2,375.6 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic and diluted weighted average shares outstanding and earnings per share were as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Earnings per share - basic Earnings (loss) available to common shareholders $ 120.6 $ 5.9 $ (12.5 ) Weighted average shares outstanding 182.6 165.3 147.3 Earnings (loss) per share - basic $ 0.66 $ 0.04 $ (0.09 ) Earnings per share - diluted Earnings (loss) available to common shareholders $ 120.6 $ 5.9 $ (12.5 ) Weighted average shares outstanding 182.6 165.3 147.3 Dilutive impact of stock based awards 2.0 1.5 — Weighted average dilutive shares outstanding 184.6 166.8 147.3 Earnings (loss) per share - diluted $ 0.65 $ 0.04 $ (0.09 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Details of provision (benefit) for income taxes on income (loss) from continuing operations | The provision (benefit) for income taxes consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Federal Current $ 53.9 $ 3.8 $ (0.1 ) Deferred (21.3 ) (8.2 ) (15.9 ) State Current 6.9 (0.3 ) 0.4 Deferred 10.6 (5.5 ) 0.1 Foreign Current 35.4 25.1 23.1 Deferred (11.5 ) (3.6 ) (5.0 ) Total provision for income taxes $ 74.0 $ 11.3 $ 2.6 |
Summary of components of income (loss) from continuing operations before income taxes | The components of income (loss) before income taxes consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Domestic $ 128.0 $ (30.5 ) $ (54.1 ) Foreign 77.4 57.1 52.3 Income (loss) before income taxes $ 205.4 $ 26.6 $ (1.8 ) |
Reconciliation of the U.S. federal statutory tax rate to our effective tax rate | The effective income tax rate reconciliation consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Income taxes at 35% statutory rate $ 71.9 35.0 % $ 9.3 35.0 % $ (0.6 ) 35.0 % Increase (decrease) resulting from: State taxes, net of federal benefit 15.4 7.5 % (5.8 ) (21.8 )% 0.4 (23.9 )% Foreign rate differential (1.8 ) (0.9 )% (2.6 ) (9.9 )% (1.8 ) 98.7 % Current year tax impact of unremitted foreign earnings 7.7 3.7 % 11.1 41.8 % 5.6 (308.4 )% Impact of foreign dividends 0.1 — % 0.1 0.2 % — (1.6 )% DPAD & R&D tax credit (5.0 ) (2.4 )% — — % — — % International restructuring (13.6 ) (6.6 )% — — % — — % Other (0.7 ) (0.3 )% (0.8 ) (2.9 )% (1.0 ) 56.0 % Total $ 74.0 36.0 % $ 11.3 42.4 % $ 2.6 (144.2 )% |
Components of net deferred income tax | Components of net deferred income tax consisted of the following: (in millions) December 31, December 31, Deferred income tax assets: Compensation $ 20.1 $ 13.7 Employee benefits 4.9 5.8 Legal reserves and settlements 7.4 5.1 Hedge investments 4.8 0.2 Financing related costs 4.2 4.1 Loss and credit carryforwards 84.9 96.2 Other 10.0 7.8 Gross deferred income tax assets 136.3 132.9 Valuation allowance (59.2 ) (46.7 ) Total deferred income tax assets, net $ 77.1 $ 86.2 Deferred income tax liabilities: Depreciation and amortization $ (604.5 ) $ (606.2 ) Investments in affiliated companies — (14.9 ) Taxes on undistributed foreign earnings (49.7 ) (49.8 ) Other (1.9 ) (3.7 ) Total deferred income tax liability (656.1 ) (674.6 ) Net deferred income tax liability $ (579.0 ) $ (588.4 ) |
Total amount of unrecognized tax benefits | The total amount of unrecognized tax benefits consisted of the following: (in millions) December 31, December 31, Balance as of beginning of period $ 1.9 $ 1.9 Increase in tax positions of prior years 0.7 0.1 Increase for tax positions of current year 2.5 — Decrease in tax positions due to settlement and lapse of statute (0.3 ) (0.1 ) Balance as of end of period $ 4.8 $ 1.9 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of assumptions used to value the service condition options and the weighted-average grant date fair value | The assumptions used to value the service condition options and the weighted-average grant date fair value for market condition options granted during 2015 and 2014 were as follows: Year Ended December 31, 2015 2014 Service condition options: Dividend yield — — Expected volatility 40%-55% 55%-60% Risk-free interest rate 1.7%-2.3% 0.9%-2.3% Expected life, in years 6.4 5.9-6.4 Weighted-average grant date fair value $ 7.40 $ 6.12 Market condition options: Weighted-average grant date fair value $ 7.15 $ 5.59 |
Intrinsic Value of Options Exercised and Fair Value of Options vested [Table Text Block] | The intrinsic value of options exercised and the fair value of options vested for the periods presented are as follows: Year Ended December 31, (in millions) 2016 2015 2014 Intrinsic value of options exercised $ 19.4 $ 5.2 $ 1.1 Total fair value of options vested $ 3.9 $ 3.8 $ 3.0 |
2012 Management Equity Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | Stock option activity as of December 31, 2016 and 2015 , and for the year ended December 31, 2016 , consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2015 9,814,760 $ 7.02 7.3 $ 201.7 Granted — — Exercised (783,550 ) 5.84 Forfeited (251,888 ) 9.40 Expired — — Outstanding as of December 31, 2016 8,779,322 $ 7.05 6.3 $ 209.6 Expected to vest as of December 31, 2016 6,787,907 $ 7.11 6.3 $ 161.7 Exercisable as of December 31, 2016 1,842,076 $ 6.73 6.1 $ 44.6 |
2015 Management Equity Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | Shares Weighted Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2015 — $ — — $ — Granted 1,277,271 26.36 Vested (2,538 ) 26.25 Forfeited (27,669 ) 26.25 Expired — — Outstanding as of December 31, 2016 1,247,064 $ 26.37 2.1 $ 38.6 Expected to vest as of December 31, 2016 1,588,381 $ 26.09 2.1 $ 49.1 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial instruments measured at fair value, on a recurring basis | The following table summarizes financial instruments measured at fair value, on a recurring basis, as of December 31, 2016: (in millions) Total Level 1 Level 2 Level 3 Assets Trading securities $ 12.4 $ 8.2 $ 4.2 $ — Available-for-sale securities 3.3 — 3.3 — Total $ 15.7 $ 8.2 $ 7.5 $ — Liabilities Interest rate caps $ (6.1 ) $ — $ (6.1 ) $ — Contingent consideration (17.6 ) — — (17.6 ) Total $ (23.7 ) $ — $ (6.1 ) $ (17.6 ) |
Reportable Segments (Tables)
Reportable Segments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information, by segment | Selected segment financial information consisted of the following: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Gross revenues U.S. Information Services $ 1,045.1 $ 924.5 $ 811.5 International 313.9 269.6 257.7 Consumer Interactive 407.1 369.8 294.0 Total revenues, gross $ 1,766.0 $ 1,563.9 $ 1,363.3 Intersegment revenue eliminations: U.S. Information Services $ (57.0 ) $ (53.9 ) $ (56.3 ) International (4.0 ) (3.2 ) (2.2 ) Consumer Interactive — — — Total intersegment eliminations (61.1 ) (57.1 ) (58.5 ) Total revenues, net $ 1,704.9 $ 1,506.8 $ 1,304.7 Operating income: U.S. Information Services $ 203.5 $ 130.5 $ 102.4 International 49.8 21.2 22.8 Consumer Interactive 168.9 137.2 93.4 Corporate (121.6 ) (91.8 ) (90.1 ) Total operating income $ 300.5 $ 197.1 $ 128.4 Intersegment operating income eliminations: U.S. Information Services $ (55.5 ) $ (52.4 ) $ (54.9 ) International (3.0 ) (1.9 ) (0.6 ) Consumer Interactive 58.5 54.4 55.5 Corporate — — — Total intersegment eliminations $ — $ — $ — As a result of displaying amounts in millions, rounding differences may exist in the table above. |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | A reconciliation of operating income to income (loss) before income taxes for the periods presented is as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 Operating income from segments $ 300.5 $ 197.1 $ 128.4 Non-operating income and expense (95.1 ) (170.5 ) (130.2 ) Income (loss) before income tax $ 205.4 $ 26.6 $ (1.8 ) |
Other income and expense, net, included earnings (losses) from equity method investments | Earnings from equity method investments included in non-operating income and expense was as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 U.S. Information Services $ 1.9 $ 1.8 $ 1.2 International 6.7 7.0 11.3 Total $ 8.6 $ 8.8 $ 12.5 |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | Total assets, by segment, consisted of the following: (in millions) December 31, December 31, U.S. Information Services $ 2,762.8 $ 2,762.9 International 1,460.1 1,169.0 Consumer Interactive 417.7 404.0 Corporate 140.6 106.9 Total $ 4,781.2 $ 4,442.8 |
Cash paid for capital expenditures, by segment | Cash paid for capital expenditures, by segment, was as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 U.S. Information Services $ 82.5 $ 86.5 $ 99.6 International 30.2 29.8 30.1 Consumer Interactive 9.1 7.9 5.3 Corporate 2.2 8.0 20.2 Total $ 124.0 $ 132.2 $ 155.2 |
Depreciation and amortization expense of continuing operations, by segment | Depreciation and amortization expense by segment was as follows: Twelve Months Ended December 31, (in millions) 2016 2015 2014 U.S. Information Services $ 191.0 $ 206.2 $ 174.7 International 57.2 55.1 51.0 Consumer Interactive 11.7 11.8 10.3 Corporate 5.3 5.3 5.2 Total $ 265.2 $ 278.4 $ 241.2 |
Revenue based on the country | Percentage of revenue based on where it was earned, was as follows: Twelve Months Ended December 31, 2016 2015 2014 Domestic 82 % 82 % 80 % International 18 % 18 % 20 % |
Long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset | Percentage of long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset, was as follows: As of December 31, 2016 2015 2014 Domestic 78 % 83 % 82 % International 22 % 17 % 18 % |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments [Abstract] | |
Summary of future minimum payments for noncancelable operating leases, purchase obligations and other liabilities | Future minimum payments for noncancelable operating leases, purchase obligations and other liabilities in effect as of December 31, 2016 , are payable as follows: (in millions) Operating Leases Purchase Obligations Total 2017 $ 12.6 $ 182.9 $ 195.5 2018 11.0 40.2 51.2 2019 10.3 21.9 32.2 2020 9.9 18.0 27.9 2021 8.9 8.0 16.9 Thereafter 17.3 0.3 17.6 Totals $ 70.0 $ 271.3 $ 341.3 |
Quarterly Financial Data (Una48
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |
Summary of quarterly financial data | The quarterly financial data for 2016 and 2015 consisted of the following: Three Months Ended (in millions) December 31, September 30, 2016 June 30, 2016 March 31, 2016 Revenue $ 435.9 $ 437.6 $ 425.7 $ 405.7 Operating income 89.3 95.8 63.5 51.9 Net income 52.6 44.5 19.7 14.6 Net income attributable to TransUnion 49.5 41.2 17.3 12.6 Earnings per share: Basic $ 0.27 $ 0.23 $ 0.09 $ 0.07 Diluted $ 0.27 $ 0.22 $ 0.09 $ 0.07 Three Months Ended (in millions) December 31, September 30, 2015 June 30, 2015 March 31, 2015 Revenue $ 386.1 $ 389.1 $ 378.5 $ 353.1 Operating income 48.9 60.3 51.4 36.5 Net income (loss) 21.1 (1.0 ) (0.4 ) (4.4 ) Net income (loss) attributable to TransUnion 19.2 (4.0 ) (2.6 ) (6.6 ) Earnings (loss) per share: Basic $ 0.11 $ (0.02 ) $ (0.02 ) $ (0.04 ) Diluted $ 0.10 $ (0.02 ) $ (0.02 ) $ (0.04 ) As a result of displaying amounts in millions, rounding differences compared to the annual totals may exist in the table above. |
Accumulated Other Comprehensi49
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Component accumulated other comprehensive income (loss) | The following table sets forth the changes in each component of accumulated other comprehensive income (loss), net of tax: (in millions) Foreign Currency Translation Adjustment Net Unrealized Gain/(Loss) On Hedges Net Unrealized Gain/(Loss) On Available-for-sale Securities Accumulated Other Comprehensive Income / (Loss) Balance, December 31, 2013 $ (72.6 ) $ (0.6 ) $ — $ (73.2 ) Change (44.2 ) (0.2 ) 0.1 (44.3 ) Balance, December 31, 2014 $ (116.8 ) $ (0.8 ) $ 0.1 $ (117.5 ) Change (74.8 ) 0.5 — (74.3 ) Balance, December 31, 2015 $ (191.6 ) $ (0.3 ) $ 0.1 $ (191.8 ) Change 24.0 (7.2 ) 0.2 17.0 Balance, December 31, 2016 $ (167.6 ) $ (7.5 ) $ 0.3 $ (174.8 ) |
Significant Accounting and Re50
Significant Accounting and Reporting Policies (Details Textual) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2015USD ($)$ / shares | Dec. 31, 2016USD ($)Segmentsegment$ / shares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($)$ / shares | |
Significant Accounting Policies [Line Items] | |||||||||||
Number of Operating Segments | segment | 4 | ||||||||||
Depreciation and amortization | $ 265,200,000 | $ 278,400,000 | $ 241,200,000 | ||||||||
Net Income (Loss) Attributable to Parent | $ (49,500,000) | $ (41,200,000) | $ (17,300,000) | $ (12,600,000) | $ (19,200,000) | $ 4,000,000 | $ 2,600,000 | $ 6,600,000 | $ (120,600,000) | $ (5,900,000) | $ 12,500,000 |
Earnings Per Share, Basic | $ / shares | $ (0.27) | $ (0.23) | $ (0.09) | $ (0.07) | $ (0.11) | $ 0.02 | $ 0.02 | $ 0.04 | $ (0.66) | $ (0.04) | $ 0.09 |
Document Fiscal Year Focus | 2,016 | ||||||||||
Global Presence, Number of Countries | 30 | 30 | |||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Number of reportable segments | Segment | 3 | ||||||||||
Advertising costs | $ 50,800,000 | $ 43,100,000 | $ 31,300,000 | ||||||||
Exchange rate gains (losses) | (300,000) | 3,600,000 | 1,100,000 | ||||||||
Impairment of intangible assets, finite-lived | 0 | 0 | 0 | ||||||||
Expenses related to defined contribution profit sharing plan | $ 19,100,000 | 17,000,000 | 14,100,000 | ||||||||
Number of Data Sources | 90,000 | ||||||||||
Building and Building Improvements [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life of the asset | 20 years | ||||||||||
Net Unrealized Gain/(Loss) On Available-for-sale Securities | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Other than Temporary Impairment Losses, Investments | $ 0 | 0 | 0 | ||||||||
Minimum [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life | 3 years | ||||||||||
Minimum [Member] | Internal Use Software [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life | 3 years | ||||||||||
Minimum [Member] | Computer Equipment and Purchased Software [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life of the asset | 3 years | ||||||||||
Minimum [Member] | Leasehold Improvements [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life of the asset | 5 years | ||||||||||
Maximum [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life | 40 years | ||||||||||
Maximum [Member] | Internal Use Software [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life | 7 years | ||||||||||
Maximum [Member] | Computer Equipment and Purchased Software [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life of the asset | 7 years | ||||||||||
Maximum [Member] | Leasehold Improvements [Member] | |||||||||||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||||||||||
Estimated useful life of the asset | 7 years | ||||||||||
Service Life [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Depreciation and amortization | 28,800,000 | 17,500,000 | |||||||||
Net Income (Loss) Attributable to Parent | $ 18,400,000 | $ 11,200,000 | |||||||||
Earnings Per Share, Basic | $ / shares | $ 0.11 | $ 0.08 |
Other Current Assets (Details)
Other Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Other current assets | ||
Prepaid expenses | $ 43.9 | $ 41.9 |
Other Short-term Investments | 29.5 | 12.5 |
Income taxes receivable | 5.4 | 0.1 |
Marketable Securities, Current | 3.3 | 2.9 |
Deferred financing fees | 0.5 | 0.5 |
Other | 7.3 | 7.4 |
Total other current assets | $ 89.9 | $ 65.3 |
Property, Plant and Equipment52
Property, Plant and Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Property, plant and equipment | ||
Computer equipment and furniture | $ 226.9 | $ 187.3 |
Purchased software | 105.5 | 75.4 |
Building and building improvements | 97.5 | 91.4 |
Land | 3.2 | 3.2 |
Total cost of property, plant and equipment | 433.1 | 357.3 |
Less: accumulated depreciation | (235.6) | (174.3) |
Total property, plant and equipment, net of accumulated depreciation | $ 197.5 | $ 183 |
Property, Plant and Equipment53
Property, Plant and Equipment (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Document Fiscal Year Focus | 2,016 | ||
Property, Plant and Equipment (Textual) [Abstract] | |||
Accumulated depreciation | $ 235.6 | $ 174.3 | |
Depreciation expense | $ 67.7 | $ 60.3 | $ 56.7 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Line Items] | ||
Document Fiscal Year Focus | 2,016 | |
Changes in the carrying amount of goodwill | ||
Beginning balance | $ 1,983.4 | $ 2,023.9 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 4 | (3.9) |
Acquisitions | 163.2 | 13.2 |
Foreign exchange rate adjustment | 23.3 | (49.8) |
Ending balance | 2,173.9 | 1,983.4 |
USIS [Member] | ||
Changes in the carrying amount of goodwill | ||
Beginning balance | 1,210.1 | 1,202.6 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 4 | (5.7) |
Acquisitions | 31.6 | 13.2 |
Foreign exchange rate adjustment | 0 | 0 |
Ending balance | 1,245.7 | 1,210.1 |
International [Member] | ||
Changes in the carrying amount of goodwill | ||
Beginning balance | 532.1 | 580.1 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 0 | 1.8 |
Acquisitions | 131.6 | 0 |
Foreign exchange rate adjustment | 23.3 | (49.8) |
Ending balance | 687 | 532.1 |
Interactive [Member] | ||
Changes in the carrying amount of goodwill | ||
Beginning balance | 241.2 | 241.2 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 0 | 0 |
Acquisitions | 0 | 0 |
Foreign exchange rate adjustment | 0 | 0 |
Ending balance | $ 241.2 | $ 241.2 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Other Assets [Abstract] | ||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 62.6 | $ 50.5 |
Marketable Securities, Noncurrent | 12.4 | 11.2 |
Other Long-term Investments | 9.5 | 13 |
Deposits Assets, Noncurrent | 9.3 | 1.8 |
Deferred Finance Costs, Noncurrent, Net | 1.2 | 1.7 |
Other Assets, Miscellaneous, Noncurrent | 2.5 | 1.3 |
Other Assets, Noncurrent | $ 97.5 | $ 79.5 |
Goodwill (Details Textual)
Goodwill (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill (Textual) [Abstract] | |||
Goodwill impairment | $ 0 | $ 0 | $ 0 |
Accumulated goodwill impairment losses | $ 0 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Expense, Next Rolling Twelve Months | $ 167.4 | |
Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Two | 166 | |
Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Three | 148.3 | |
Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Four | 131.8 | |
Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Five | 118.6 | |
Finite-Lived Intangible Assets, Amortization Expense, Rolling after Year Five | 1,030.2 | |
Intangible assets | ||
Gross | 2,578.1 | $ 2,385.4 |
Accumulated amortization | (815.8) | (615.3) |
Total future amortization expense | 1,762.3 | 1,770.1 |
Database and credit files [Member] | ||
Intangible assets | ||
Gross | 844.4 | 791.3 |
Accumulated amortization | (242.7) | (185.8) |
Total future amortization expense | 601.7 | 605.5 |
Internal Use Software [Member] | ||
Intangible assets | ||
Gross | 739 | 628.5 |
Accumulated amortization | (412.7) | (308.3) |
Total future amortization expense | 326.3 | 320.2 |
Customer relationships [Member] | ||
Intangible assets | ||
Gross | 415.7 | 392 |
Accumulated amortization | (89.3) | (66.4) |
Total future amortization expense | 326.4 | 325.6 |
Trademarks, copyrights and patents [Member] | ||
Intangible assets | ||
Gross | 573.3 | 571.6 |
Accumulated amortization | (69.2) | (53.9) |
Total future amortization expense | $ 504.1 | 517.7 |
Finite-Lived Intangible Asset, Useful Life | 40 years | |
Noncompete and other agreements [Member] | ||
Intangible assets | ||
Gross | $ 5.7 | 2 |
Accumulated amortization | (1.9) | (0.9) |
Total future amortization expense | $ 3.8 | $ 1.1 |
Minimum [Member] | ||
Intangible assets | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Minimum [Member] | Database and credit files [Member] | ||
Intangible assets | ||
Finite-Lived Intangible Asset, Useful Life | 12 years | |
Minimum [Member] | Internal Use Software [Member] | ||
Intangible assets | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Minimum [Member] | Customer relationships [Member] | ||
Intangible assets | ||
Finite-Lived Intangible Asset, Useful Life | 10 years |
Other Current Liabilities (Deta
Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Other current liabilities | ||
Accrued payroll | $ 79.3 | $ 74.5 |
Estimated Litigation Liability, Current | 35.9 | 16.3 |
Accrued Employee Benefits, Current | 31.8 | 24.2 |
Business Combination, Contingent Consideration, Liability, Current | 16.1 | 2 |
Deferred revenue | 12 | 10.6 |
Taxes Payable, Current | 11.5 | 2.6 |
Accrued interest | 1.3 | 1 |
Accrued Liabilities, Current | 20.8 | 15.5 |
Total other current liabilities | $ 208.7 | $ 146.7 |
Intangible Assets (Details 1)
Intangible Assets (Details 1) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |||
Amortization of Intangible Assets | $ 197.5 | $ 218.1 | $ 184.5 |
Estimated future amortization expense related to purchased intangible | |||
2,017 | 167.4 | ||
2,018 | 166 | ||
2,019 | 148.3 | ||
2,020 | 131.8 | ||
2,021 | 118.6 | ||
Thereafter | 1,030.2 | ||
Total future amortization expense | $ 1,762.3 | $ 1,770.1 |
Intangible Assets (Details Text
Intangible Assets (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Document Fiscal Year Focus | 2,016 | ||
Indefinite-lived Intangible Assets Acquired | $ 111.3 | ||
Intangible Assets (Textual) [Abstract] | |||
Accumulated amortization | 815.8 | $ 615.3 | |
Amortization expense for intangible assets | $ 197.5 | 218.1 | $ 184.5 |
Finite-Lived Intangible Assets, Remaining Amortization Period | 17 years | ||
Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 40 years | ||
Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Database and credit files [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Accumulated amortization | $ 242.7 | 185.8 | |
Database and credit files [Member] | Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||
Database and credit files [Member] | Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 12 years | ||
Internal Use Software [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Accumulated amortization | $ 412.7 | 308.3 | |
Internal Use Software [Member] | Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 7 years | ||
Internal Use Software [Member] | Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Customer relationships [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Accumulated amortization | $ 89.3 | 66.4 | |
Customer relationships [Member] | Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 20 years | ||
Customer relationships [Member] | Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||
Trademarks, copyrights and patents [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Accumulated amortization | $ 69.2 | 53.9 | |
Finite-Lived Intangible Asset, Useful Life | 40 years | ||
Noncompete agreements [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Accumulated amortization | $ 1.9 | $ 0.9 |
Investments in Affiliated Com61
Investments in Affiliated Companies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule of Investments [Line Items] | |||
Equity Method Investments | $ 39.4 | $ 45.5 | |
Cost Method Investments | 23.2 | 5 | |
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 62.6 | 50.5 | |
Summary of Investments in affiliated companies | |||
Earnings from equity method investments | 8.6 | 8.8 | $ 12.5 |
Dividends received from equity method investments | $ 8 | $ 8.7 | $ 9.2 |
Investments in Affiliated Com62
Investments in Affiliated Companies (Details Textual) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Impairments of investments in affiliated companies | $ 2,000,000 | $ 0 | $ 4,100,000 | |
Number of Businesses Acquired | 2 | |||
Earnings from equity method investments | $ 8,600,000 | 8,800,000 | 12,500,000 | |
Cost-method Investments, Realized Gain (Loss) | $ (2,000,000) | 0 | (4,100,000) | |
Document Fiscal Year Focus | 2,016 | |||
Cost-method Investments [Member] | ||||
Dividends received from cost method investments | $ 900,000 | $ 800,000 | $ 800,000 | |
CIBIL [Member] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 55.00% | |||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | $ 21,700,000 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Other Liabilities, Noncurrent [Abstract] | ||
Deferred Compensation Cash-based Arrangements, Liability, Classified, Noncurrent | $ 10.9 | $ 11.2 |
Derivative Liability, Fair Value, Gross Liability | 6.1 | 0 |
Unrecognized tax benefits | 4.8 | 0.3 |
Business Combination, Contingent Consideration, Liability, Noncurrent | 1.5 | 5.1 |
Other | 7.4 | 11.2 |
Total other liabilities | $ 30.7 | $ 27.8 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Redeemable noncontrolling interest change | $ 59.5 | ||
Redeemable Noncontrolling Interest, Equity, Fair Value | $ 0 | ||
Stockholders' Equity Note, Stock Split | 1.333 | ||
Common Stock, Shares Authorized | 1,000,000,000 | 1,000,000,000 | |
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 | |
Preferred Stock, Shares Issued | 0 | 0 | |
Preferred Stock, Shares Outstanding | 0 | 0 | |
Document Period End Date | Dec. 31, 2016 |
Debt Outstanding (Details)
Debt Outstanding (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Document Period End Date | Dec. 31, 2016 | |
Debt and Capital Lease Obligations Outstanding | $ 2,375.6 | $ 2,204.6 |
Less short-term debt and current portion of long-term debt | (50.4) | (43.9) |
Long-term debt | 2,325.2 | 2,160.7 |
Deferred Finance Costs, Noncurrent, Net | 1.2 | 1.7 |
Senior Secured Term Loan B [Member] | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 1,984.6 | 1,855.6 |
Debt Instrument, Maturity Date | Apr. 9, 2021 | |
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 3.52% | |
Debt Instrument, Unamortized Discount (Premium), Net | $ 7.6 | 7.3 |
Deferred Finance Costs, Noncurrent, Net | 4.4 | 3.8 |
Senior Secured Term Loan A [Member] | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 375.7 | 340.4 |
Debt Instrument, Maturity Date | Jun. 30, 2020 | |
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 2.77% | |
Debt Instrument, Unamortized Discount (Premium), Net | $ 0.7 | 0.7 |
Deferred Finance Costs, Noncurrent, Net | 0.2 | 0.1 |
Other notes payable | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | 14.2 | 6.2 |
Capital lease obligations | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | 1.1 | 2.4 |
Interest Rate Cap [Member] | ||
Debt Instrument [Line Items] | ||
Derivative, Net Hedge Ineffectiveness Gain (Loss) | $ (0.5) | $ 0.1 |
Schedule of Debt Matuities (Det
Schedule of Debt Matuities (Details) $ in Millions | Dec. 31, 2016USD ($) |
Schedule of Debt Maturities | |
2,017 | $ 50.7 |
2,018 | 54.5 |
2,019 | 54.3 |
2,020 | 314.4 |
2,021 | 1,914.6 |
Thereafter | 0 |
Unamortized original issue discounts and deferred financing fees | (12.9) |
Total debt | $ 2,375.6 |
Senior Secured Credit Facility
Senior Secured Credit Facility (Details) - USD ($) | 12 Months Ended | ||||||||||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2016 | May 31, 2016 | Mar. 31, 2016 | Dec. 18, 2015 | Jul. 15, 2015 | May 09, 2014 | Apr. 09, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Apr. 30, 2012 | |
Debt Instrument [Line Items] | |||||||||||||
Gains (Losses) on Extinguishment of Debt | $ 0 | $ (37,600,000) | $ 33,100,000 | ||||||||||
Net Leverage Ratio Requirement | 6.5 | ||||||||||||
Accumulated other comprehensive loss | $ (174,800,000) | (191,800,000) | (117,500,000) | $ (73,200,000) | |||||||||
Senior Secured Term Loan A [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 55,000,000 | $ 350,000,000 | |||||||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||||||||||
Principle Payment Quarterly Percent | 1.25% | ||||||||||||
Stepped-up Percent Principle Payment | 1.875% | ||||||||||||
9.625% Senior Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 9.625% | ||||||||||||
8.125% notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 8.125% | ||||||||||||
Senior secured term loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 1,900,000,000 | $ 1,120,500,000 | |||||||||||
Debt refinance fees | $ 12,700,000 | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||||||||||
Eleven Point Three Seven Five Percent Senior Notes [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 645,000,000 | ||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 11.375% | 11.375% | |||||||||||
Gains (Losses) on Extinguishment of Debt | $ 45,800,000 | ||||||||||||
Gain (loss) on debt extinguishment - write-off of fair value adjustment | 89,400,000 | ||||||||||||
Gain (loss) on debt extinguishment - other costs | $ (43,600,000) | ||||||||||||
Senior Secured Term Loan B [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 150,000,000 | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | London Interbank Offered Rate ("LIBOR") | ||||||||||||
Debt Floor Interest Rate | 0.75% | ||||||||||||
Principle Payment Quarterly Percent | 0.25% | ||||||||||||
Excess cash flows | $ 0 | ||||||||||||
Excess Principal Payments | 0 | ||||||||||||
Revolving Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 0 | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 210,000,000 | ||||||||||||
Incremental Borrowings Net Leverage Ratio | 4.25 | ||||||||||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 450,000,000 | ||||||||||||
Minimum [Member] | Senior Secured Term Loan A [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||||||
Minimum [Member] | Senior Secured Term Loan B [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||||||||||||
Percentage of Excess Cash Flows to Determine Principal Payment | 0.00% | ||||||||||||
Minimum [Member] | Revolving Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||||||
Line of Credit Facility, Commitment Fee Percentage | 0.30% | ||||||||||||
Maximum [Member] | Senior Secured Term Loan A [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||||||||||
Maximum [Member] | Senior Secured Term Loan B [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | ||||||||||||
Percentage of Excess Cash Flows to Determine Principal Payment | 50.00% | ||||||||||||
Maximum [Member] | Revolving Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||||||||||
Line of Credit Facility, Commitment Fee Percentage | 0.375% | ||||||||||||
Swap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Derivative, Fixed Interest Rate | 2.033% | ||||||||||||
Accumulated other comprehensive loss | $ (1,000,000) | ||||||||||||
Derivative Liability | $ 2,700,000 | ||||||||||||
Loss on Derivative Instruments, Pretax | 800,000 | ||||||||||||
Interest Rate Cap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Derivative, Cap Interest Rate | 0.75% | 0.75% | |||||||||||
Derivative, Notional Amount | $ 1,526,400,000 | ||||||||||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ (7,500,000) | 300,000 | |||||||||||
Derivative, Net Hedge Ineffectiveness Gain (Loss) | (500,000) | $ 100,000 | |||||||||||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | (6,000,000) | ||||||||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ (1,600,000) | ||||||||||||
Interest Rate Cap [Member] | Minimum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Derivative, Fixed Interest Rate | 0.98% | ||||||||||||
Interest Rate Cap [Member] | Maximum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Derivative, Fixed Interest Rate | 0.994% |
Fair Value of Debt (Details)
Fair Value of Debt (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |
Document Period End Date | Dec. 31, 2016 |
Senior Secured Term Loan A [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | $ 375.7 |
Senior Secured Term Loan B [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | $ 2,020.3 |
Earnings per share (Details)
Earnings per share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Net income (loss) | $ 49.5 | $ 41.2 | $ 17.3 | $ 12.6 | $ 19.2 | $ (4) | $ (2.6) | $ (6.6) | $ 120.6 | $ 5.9 | $ (12.5) |
Weighted average shares outstanding | 182.6 | 165.3 | 147.3 | ||||||||
Earnings Per Share, Basic | $ 0.27 | $ 0.23 | $ 0.09 | $ 0.07 | $ 0.11 | $ (0.02) | $ (0.02) | $ (0.04) | $ 0.66 | $ 0.04 | $ (0.09) |
Dilutive impact of stock based awards | 2 | 1.5 | 0 | ||||||||
Weighted average dilutive shares outstanding | 184.6 | 166.8 | 147.3 | ||||||||
Earnings Per Share, Diluted | $ 0.27 | $ 0.22 | $ 0.09 | $ 0.07 | $ 0.10 | $ (0.02) | $ (0.02) | $ (0.04) | $ 0.65 | $ 0.04 | $ (0.09) |
Performance Shares [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive stock outstanding | 5.9 | 6.1 | 6.2 | ||||||||
Service shares [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive stock outstanding | 0.1 | 0.1 | 4.1 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Federal | |||
Current | $ 53.9 | $ 3.8 | $ (0.1) |
Deferred | (21.3) | (8.2) | (15.9) |
State | |||
Current | 6.9 | (0.3) | 0.4 |
Deferred | 10.6 | (5.5) | 0.1 |
Foreign | |||
Current | 35.4 | 25.1 | 23.1 |
Deferred | (11.5) | (3.6) | (5) |
Total provision (benefit) for income taxes | $ 74 | $ 11.3 | $ 2.6 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of components of income (loss) from continuing operations before income taxes | |||
Domestic | $ 128 | $ (30.5) | $ (54.1) |
Foreign | 77.4 | 57.1 | 52.3 |
Total income (loss) from continuing operations before income taxes | $ 205.4 | $ 26.6 | $ (1.8) |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the U.S. federal statutory tax rate to our effective tax rate | |||
Income taxes at 35% statutory rate, Value | $ 71.9 | $ 9.3 | $ (0.6) |
Income taxes at 35% statutory rate, Percent | 35.00% | 35.00% | 35.00% |
Increase (decrease) resulting from: | |||
State taxes net of federal income tax benefit | $ 15.4 | $ (5.8) | $ 0.4 |
State taxes net of federal income tax benefit, percent | 7.50% | (21.80%) | (23.90%) |
Foreign rate differential | $ (1.8) | $ (2.6) | $ (1.8) |
Foreign rate differential, percent | (0.90%) | (9.90%) | 98.70% |
Current year tax impact of unremitted foreign earnings | $ 7.7 | $ 11.1 | $ 5.6 |
Current year tax impact of unremitted foreign earnings percent | 3.70% | 41.80% | (308.40%) |
Impact of foreign dividends | $ 0.1 | $ 0.1 | $ 0 |
Impact of foreign dividends, percent | (0.00%) | 0.20% | (1.60%) |
DPAD & R&D tax credit | $ (5) | $ 0 | $ 0 |
DPAD & R&D tax credit, percent | (2.40%) | (0.00%) | (0.00%) |
International restructuring | $ (13.6) | $ 0 | $ 0 |
International restructuring, percent | (6.60%) | 0.00% | 0.00% |
Other | $ (0.7) | $ (0.8) | $ (1) |
Other, percent | (0.30%) | (2.90%) | 56.00% |
Total provision (benefit) for income taxes | $ 74 | $ 11.3 | $ 2.6 |
Total, percent | 36.00% | 42.40% | (144.20%) |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred income tax assets: | ||
Deferred compensation | $ 20.1 | $ 13.7 |
Employee benefits | 4.9 | 5.8 |
Legal reserves and settlements | 7.4 | 5.1 |
Hedge investments | 4.8 | 0.2 |
Financing related costs | 4.2 | 4.1 |
Loss and credit carryforwards | 84.9 | 96.2 |
Other | 10 | 7.8 |
Gross deferred income tax assets | 136.3 | 132.9 |
Valuation allowance | (59.2) | (46.7) |
Total deferred income tax assets, net | 77.1 | 86.2 |
Deferred income tax liabilities: | ||
Depreciation and amortization | (604.5) | (606.2) |
Investments in affiliated companies | 0 | (14.9) |
Taxes on undistributed foreign earnings | (49.7) | (49.8) |
Other | (1.9) | (3.7) |
Total deferred income tax liability | (656.1) | (674.6) |
Net deferred income tax liability | $ (579) | $ (588.4) |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Unrecognized tax benefits | ||
Balance as of beginning of period | $ 1.9 | $ 1.9 |
Increase in tax positions of prior years | 0.7 | 0.1 |
Increase for tax positions of current year | 2.5 | 0 |
Decrease in tax positions due to settlement and lapse of statute | (0.3) | (0.1) |
Balance as of December 31 | $ 4.8 | $ 1.9 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Percent | 36.00% | 42.40% | (144.20%) |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | 35.00% |
Provision on Unremitted Earnings Permanently Re-invested | $ 0 | ||
Undistributed Earnings of Foreign Subsidiaries, Not Expected to be Remitted | 179,300,000 | ||
Deferred Tax Liability Not Recognized, Amount of Unrecognized Deferred Tax Liability, Undistributed Earnings of Foreign Subsidiaries | 63,000,000 | ||
Tax Liability Recognized for Undistributed Earnings of Foreign Subsidiaries | 45,400,000 | ||
Undistributed Earnings of Foreign Subsidiaries, Expected to be Remitted | 125,300,000 | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 12,500,000 | ||
Deferred Tax Assets, Valuation Allowance | $ 59,200,000 | $ 46,700,000 | |
Foreign credit carryforward expiration period | 10 years | ||
Unrecognized Tax Benefits | $ 4,800,000 | 1,900,000 | $ 1,900,000 |
Income Tax Examination, Penalties Expense | 0 | 0 | $ 0 |
Liability for Income Tax Penalties | $ 0 | $ 0 | |
Minimum [Member] | |||
Capital loss carryforward expiration period | 3 years | ||
Foreign loss carryforward expiration period | 3 years | ||
Maximum [Member] | |||
Capital loss carryforward expiration period | 5 years | ||
Domestic Tax Authority [Member] | Minimum [Member] | |||
Operating Loss Carry Forward expiration period | 11 years | ||
Domestic Tax Authority [Member] | Maximum [Member] | |||
Operating Loss Carry Forward expiration period | 17 years | ||
State and Local Jurisdiction [Member] | Minimum [Member] | |||
Operating Loss Carry Forward expiration period | 5 years | ||
State and Local Jurisdiction [Member] | Maximum [Member] | |||
Operating Loss Carry Forward expiration period | 14 years |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - 2012 Management Equity Plan [Member] - Equity Option [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 5.84 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 3 months | 7 years 3 months |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 209.6 | $ 201.7 |
Stock option activity consisted of the following: | ||
Outstanding, shares, beginning balance | 9,814,760 | |
Shares, granted | 0 | |
Shares, forfeited | (251,888) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Weighted Average Grant Date Fair Value | $ 9.40 | |
Shares, expired | 0 | |
Shares, exercisable vested and expected to vest | 1,842,076 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 6.73 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 6 years 1 month | |
Exercisable vested and expected to vest, weighted average remaining contractual term | 6 years 3 months | |
Aggregate Intrinsic Value Expected to Vest | $ 161.7 | |
Outstanding, shares, ending balance | 8,779,322 | 9,814,760 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Exercise Price | $ 7.05 | $ 7.02 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 6,787,907 | |
Weighted Exercise Price at Grant Expected to Vest | $ 7.11 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 44.6 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 |
Stock-Based Compensation (Det77
Stock-Based Compensation (Details 1) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Allocated Share-based Compensation Expense | $ 31.2 | $ 22.3 | $ 10.6 |
Restricted stock activity consisted of the following: | |||
Stockholders' Equity Note, Stock Split | 1.333 | ||
Cash-settleable Liability Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Allocated Share-based Compensation Expense | $ 6.8 | $ 13.3 | $ 2.6 |
Service Condition Option [Member] | Equity Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |
Minimum [Member] | Service Condition Option [Member] | Equity Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected volatility rate | 0.00% | 40.00% | 55.00% |
Restricted stock activity consisted of the following: | |||
Risk-free rate of return | 0.00% | 1.70% | 0.90% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 0 years | 6 years 5 months | 5 years 11 months |
Maximum [Member] | Service Condition Option [Member] | Equity Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected volatility rate | 0.00% | 55.00% | 60.00% |
Restricted stock activity consisted of the following: | |||
Risk-free rate of return | 0.00% | 2.30% | 2.30% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years 5 months | ||
2012 Management Equity Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 10,100,000 | ||
2012 Management Equity Plan [Member] | Equity Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 3 months | 7 years 3 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 8,779,322 | 9,814,760 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Exercise Price | $ 7.05 | $ 7.02 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 209.6 | $ 201.7 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | (251,888) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | 0 | ||
Intrinsic value of stock options exercised | $ 19.4 | 5.2 | $ 1.1 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 3.9 | 3.8 | $ 3 |
Share-based compensation arrangement by share-based payment award, options, grants in period, gross | 0 | ||
Restricted stock activity consisted of the following: | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 1,842,076 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 6 years 1 month | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (783,550) | ||
Original Term of Options Granted | 10 years | ||
Percentage of Service Condition Awards Vesting | 20.00% | ||
Percentage of Grants Based on Service Condition Award Vesting Each Quarter | 5.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 44.6 | ||
2012 Management Equity Plan [Member] | Restricted Stock [Member] | |||
Restricted stock activity consisted of the following: | |||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, share-based awards other than options | $ 0 | ||
2012 Management Equity Plan [Member] | Service Condition Option [Member] | Equity Option [Member] | |||
Restricted stock activity consisted of the following: | |||
Stock Based compensation expense remaining to be recognized in future years for service condition awards | 2 years 1 month | ||
Percentage of Stock Options and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 40.00% | ||
Vesting period for restricted stock granted | 5 years | ||
2012 Management Equity Plan [Member] | Market Condition Option [Member] | Equity Option [Member] | |||
Restricted stock activity consisted of the following: | |||
Percentage of Stock Options and Stock Appreciation Rights Vest Granted Based on Market Condition Award | 60.00% | ||
Vesting period for restricted stock granted | 5 years | ||
2015 Management Equity Plan [Member] | Restricted Stock Units (RSUs) [Member] | |||
Restricted stock activity consisted of the following: | |||
Shares, vested | (2,538) | ||
Shares, forfeited | (27,669) | ||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, share-based awards other than options | $ 32.7 | ||
Stock Based compensation expense remaining to be recognized in future years for service condition awards | 2 years 2 months 12 days | ||
Percentage of Stock Options and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 50.00% | ||
Percentage of Stock Options and Stock Appreciation Rights Vest Granted Based on Market Condition Award | 12.50% | ||
Vesting period for restricted stock granted | 3 years |
Stock-Based Compensation (Det78
Stock-Based Compensation (Details Textual) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 28, 2015 | May 29, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 41,868 | ||||
Stock Based Compensation (Textual) [Abstract] | |||||
Stock-based compensation expense | $ 31,200,000 | $ 22,300,000 | $ 10,600,000 | ||
Income tax benefit | $ 11,300,000 | $ 8,300,000 | 3,800,000 | ||
Document Fiscal Year Focus | 2,016 | ||||
Stockholders' Equity Note, Stock Split | 1.333 | ||||
Cash-settleable Liability Awards [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Stock-based compensation expense | $ 6,800,000 | $ 13,300,000 | $ 2,600,000 | ||
Employee Stock [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Shares authorized for grant | 2,400,000 | ||||
Equity Option [Member] | Service Condition Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |||
Stock Based Compensation (Textual) [Abstract] | |||||
Share-based compensation arrangement by share-based payment award, options, grants in period, weighted average grant date fair value | $ 7.40 | $ 6.12 | |||
Equity Option [Member] | Market Condition Option [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Share-based compensation arrangement by share-based payment award, options, grants in period, weighted average grant date fair value | $ 7.15 | $ 5.59 | |||
Minimum [Member] | Equity Option [Member] | Service Condition Option [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Expected volatility | 0.00% | 40.00% | 55.00% | ||
Risk-free rate of return | 0.00% | 1.70% | 0.90% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 0 years | 6 years 5 months | 5 years 11 months | ||
Maximum [Member] | Equity Option [Member] | Service Condition Option [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Expected volatility | 0.00% | 55.00% | 60.00% | ||
Risk-free rate of return | 0.00% | 2.30% | 2.30% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years 5 months | ||||
2012 Management Equity Plan [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Shares authorized for grant | 10,100,000 | ||||
2012 Management Equity Plan [Member] | Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock issued during period, shares, restricted stock award, net of forfeitures | 49,187 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 20.34 | ||||
Stock Based Compensation (Textual) [Abstract] | |||||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, share-based awards other than options | $ 0 | ||||
2012 Management Equity Plan [Member] | Stock Appreciation Rights [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 100,000 | 100,000 | ||
Stock Based Compensation (Textual) [Abstract] | |||||
Term of Stock option and SARs | 10 years | ||||
Percentage of stock options and stock appreciation rights vest granted based on service condition award | 40.00% | ||||
Stock-based compensation expense remaining to be recognized in future years for service condition options | $ 3,400,000 | ||||
Share-based compensation, shares authorized under stock option plans, exercise price range, outstanding options, weighted average exercise price | $ 21 | $ 10.94 | |||
Vesting period for restricted stock granted | 5 years | ||||
Total fair value of restricted stock vested | 100,000 | ||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, forfeited in period | 100,000 | ||||
Stock-based Compensation Stock Appreciation Rights Exercised during the period | $ 100,000 | ||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, share-based liabilities paid | $ 1,800,000 | $ 400,000 | $ 100,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 700,000 | ||||
2012 Management Equity Plan [Member] | Stock Appreciation Rights [Member] | Market Condition Option [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Percentage of stock options and stock appreciation rights vest granted based on market condition award | 60.00% | ||||
Vesting period for restricted stock granted | 5 years | ||||
2012 Management Equity Plan [Member] | Equity Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 3 months | 7 years 3 months | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 8,779,322 | 9,814,760 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 209,600,000 | $ 201,700,000 | |||
Share based compensation options expected to vest | 6,787,907 | ||||
Stock Based Compensation (Textual) [Abstract] | |||||
Term of Stock option and SARs | 10 years | ||||
Service condition awards vesting percentage on either the first anniversary or one year after the grant date | 20.00% | ||||
One year after the grant date control transaction | 5.00% | ||||
Intrinsic value of stock options exercised | $ 19,400,000 | $ 5,200,000 | $ 1,100,000 | ||
Employee service share-based compensation, cash received from exercise of stock options | 4,600,000 | ||||
Employee service share-based compensation, tax benefit realized from exercise of stock options | $ 7,200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 783,550 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 1,842,076 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 6 years 1 month | ||||
2012 Management Equity Plan [Member] | Equity Option [Member] | Service Condition Option [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Percentage of stock options and stock appreciation rights vest granted based on service condition award | 40.00% | ||||
Stock-based compensation expense remaining to be recognized in future years for service condition options | $ 5,100,000 | ||||
Stock-based compensation expense remaining to be recognized with a weighted-average recognition period for service condition options | 2 years 1 month | ||||
Vesting period for restricted stock granted | 5 years | ||||
2012 Management Equity Plan [Member] | Equity Option [Member] | Market Condition Option [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Percentage of stock options and stock appreciation rights vest granted based on market condition award | 60.00% | ||||
Stock-based compensation expense remaining to be recognized in future years for service condition options | $ 3,900,000 | ||||
Stock-based compensation expense remaining to be recognized with a weighted-average recognition period for market condition options | 2 years | ||||
Vesting period for restricted stock granted | 5 years | ||||
2015 Management Equity Plan [Member] | Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 100,000 | ||||
Share-based compensation weighted average shares granted fair value expired during the year, other than options | $ 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,247,064 | 0 | |||
Weighted Average Remaining Contractual Term Expected to Vest, other than options | 2 years 1 month | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 2 years 1 month | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ 38,600,000 | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,277,271 | ||||
Stock Based Compensation (Textual) [Abstract] | |||||
Percentage of stock options and stock appreciation rights vest granted based on service condition award | 50.00% | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Performance Condition Award | 25.00% | ||||
Percentage of stock options and stock appreciation rights vest granted based on market condition award | 12.50% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 26.36 | ||||
Stock-based compensation expense remaining to be recognized with a weighted-average recognition period for service condition options | 2 years 2 months 12 days | ||||
Vesting period for restricted stock granted | 3 years | ||||
Total fair value of restricted stock vested | 2,538 | ||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, forfeited in period | 27,669 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 26.25 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 26.37 | $ 0 | |||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, share-based awards other than options | $ 32,700,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | 0.1 | ||||
Other than intrinsic value expected to vest other than options | 49,100,000 | ||||
Stock awards Associated with Acquisitions [Domain] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Stock-based compensation expense | 800,000 | $ 4,300,000 | |||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, share-based liabilities paid | $ 6,400,000 | ||||
Deferred Compensation Share-based Arrangements, Liability, Current and Noncurrent | $ 1,300,000 | ||||
2015 Omnibus Incentive Plan [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Shares authorized for grant | 5,400,000 | ||||
2015 Omnibus Incentive Plan [Member] | Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 24,800 | ||||
Stock Based Compensation (Textual) [Abstract] | |||||
Exercise price of Stock option and SARs after modification | $ 30.24 | ||||
Stock-based compensation expense remaining to be recognized with a weighted-average recognition period for service condition options | 5 months | ||||
Vesting period for restricted stock granted | 1 year | ||||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, share-based awards other than options | $ 300,000 | ||||
Stock awards Associated with Acquisition 2 [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Stock-based compensation expense | $ 200,000 | ||||
Share-based Compensation Award, Tranche One [Member] | 2015 Management Equity Plan [Member] | Restricted Stock Units (RSUs) [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Number of Years Revenue Performance | 3 years | ||||
Share-based Compensation Award, Tranche Two [Member] | 2015 Management Equity Plan [Member] | Restricted Stock Units (RSUs) [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Performance Condition Award | 12.50% | ||||
Number of Years EBITDA Performance | 3 years |
Stock-Based Compensation Stock-
Stock-Based Compensation Stock-Based Compensation Restricted Stock Units (Details) - Restricted Stock Units (RSUs) [Member] - 2015 Management Equity Plan [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,277,271 | |
Shares, vested | (2,538) | |
Shares, forfeited | (27,669) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Expired in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,247,064 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 1,588,381 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 26.36 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 26.25 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 26.25 | |
Share-based compensation weighted average shares granted fair value expired during the year, other than options | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | 26.37 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 26.09 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 2 years 1 month | |
Weighted Average Remaining Contractual Term Expected to Vest, other than options | 2 years 1 month | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ 38.6 | $ 0 |
Other than intrinsic value expected to vest other than options | $ 49.1 |
Fair Value (Details)
Fair Value (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Realized and Unrealized Gains and Losses on Available For Sales Securities | $ 0 | $ 0 | $ 0 |
Financial instruments measured at fair value, on a recurring basis | |||
Derivative Liability, Fair Value, Gross Liability | (6,100,000) | $ 0 | |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 34,100,000 | ||
Document Fiscal Year Focus | 2,016 | ||
Loss Contingency, Date of Dismissal | Dec. 31, 2018 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Gain (Loss) Included in Earnings | $ 100,000 | ||
Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Trading securities | 12,400,000 | ||
Available-for-sale Securities, Noncurrent | 3,300,000 | ||
Assets, Fair Value Disclosure | 15,700,000 | ||
Derivative Liability, Fair Value, Gross Liability | (6,100,000) | ||
Business Combination, Contingent Consideration, Liability | (17,600,000) | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | (23,700,000) | ||
Level 1 [Member] | Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Trading securities | 8,200,000 | ||
Available-for-sale Securities, Noncurrent | 0 | ||
Assets, Fair Value Disclosure | 8,200,000 | ||
Derivative Liability, Fair Value, Gross Liability | 0 | ||
Business Combination, Contingent Consideration, Liability | 0 | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | ||
Level 2 [Member] | Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Trading securities | 4,200,000 | ||
Available-for-sale Securities, Noncurrent | 3,300,000 | ||
Assets, Fair Value Disclosure | 7,500,000 | ||
Derivative Liability, Fair Value, Gross Liability | (6,100,000) | ||
Business Combination, Contingent Consideration, Liability | 0 | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | (6,100,000) | ||
Level 3 [Member] | Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Trading securities | 0 | ||
Available-for-sale Securities, Noncurrent | 0 | ||
Assets, Fair Value Disclosure | 0 | ||
Derivative Liability, Fair Value, Gross Liability | 0 | ||
Business Combination, Contingent Consideration, Liability | (17,600,000) | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $ (17,600,000) | ||
Maximum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Maturities, Date | Dec. 31, 2033 | ||
Minimum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Maturities, Date | Jan. 1, 2027 |
Reportable Segments (Details)
Reportable Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Financial information by segments | |||||||||||
Revenue | $ 1,704.9 | $ 1,506.8 | $ 1,304.7 | ||||||||
Operating income (loss) | $ 89.3 | $ 95.8 | $ 63.5 | $ 51.9 | $ 48.9 | $ 60.3 | $ 51.4 | $ 36.5 | 300.5 | 197.1 | 128.4 |
Non-operating income and expense | (95.1) | (170.5) | (130.2) | ||||||||
Income (loss) before income taxes | 205.4 | 26.6 | (1.8) | ||||||||
U.S. Information Services [Member] | |||||||||||
Financial information by segments | |||||||||||
Operating income (loss) | 203.5 | 130.5 | 102.4 | ||||||||
International [Member] | |||||||||||
Financial information by segments | |||||||||||
Operating income (loss) | 49.8 | 21.2 | 22.8 | ||||||||
Interactive [Member] | |||||||||||
Financial information by segments | |||||||||||
Operating income (loss) | 168.9 | 137.2 | 93.4 | ||||||||
Corporate [Member] | |||||||||||
Financial information by segments | |||||||||||
Operating income (loss) | (121.6) | (91.8) | (90.1) | ||||||||
Segment Revenues Gross Intersegment [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | 1,766 | 1,563.9 | 1,363.3 | ||||||||
Segment Revenues Gross Intersegment [Member] | U.S. Information Services [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | 1,045.1 | 924.5 | 811.5 | ||||||||
Segment Revenues Gross Intersegment [Member] | International [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | 313.9 | 269.6 | 257.7 | ||||||||
Segment Revenues Gross Intersegment [Member] | Interactive [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | 407.1 | 369.8 | 294 | ||||||||
Intersegment Eliminations [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | (61.1) | (57.1) | (58.5) | ||||||||
Operating income (loss) | 0 | 0 | 0 | ||||||||
Intersegment Eliminations [Member] | U.S. Information Services [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | (57) | (53.9) | (56.3) | ||||||||
Operating income (loss) | (55.5) | (52.4) | (54.9) | ||||||||
Intersegment Eliminations [Member] | International [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | (4) | (3.2) | (2.2) | ||||||||
Operating income (loss) | (3) | (1.9) | (0.6) | ||||||||
Intersegment Eliminations [Member] | Interactive [Member] | |||||||||||
Financial information by segments | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Operating income (loss) | 58.5 | 54.4 | 55.5 | ||||||||
Intersegment Eliminations [Member] | Corporate [Member] | |||||||||||
Financial information by segments | |||||||||||
Operating income (loss) | $ 0 | $ 0 | $ 0 |
Reportable Segments (Details 1)
Reportable Segments (Details 1) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 1,704.9 | $ 1,506.8 | $ 1,304.7 | ||||||||
Operating Income (Loss) | $ 89.3 | $ 95.8 | $ 63.5 | $ 51.9 | $ 48.9 | $ 60.3 | $ 51.4 | $ 36.5 | 300.5 | 197.1 | 128.4 |
Nonoperating Income (Expense) | (95.1) | (170.5) | (130.2) | ||||||||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 205.4 | 26.6 | (1.8) | ||||||||
U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating Income (Loss) | 203.5 | 130.5 | 102.4 | ||||||||
International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating Income (Loss) | 49.8 | 21.2 | 22.8 | ||||||||
Interactive [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating Income (Loss) | 168.9 | 137.2 | 93.4 | ||||||||
Corporate Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating Income (Loss) | (121.6) | (91.8) | (90.1) | ||||||||
Intersegment Eliminations [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (61.1) | (57.1) | (58.5) | ||||||||
Operating Income (Loss) | 0 | 0 | 0 | ||||||||
Intersegment Eliminations [Member] | U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (57) | (53.9) | (56.3) | ||||||||
Operating Income (Loss) | (55.5) | (52.4) | (54.9) | ||||||||
Intersegment Eliminations [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (4) | (3.2) | (2.2) | ||||||||
Operating Income (Loss) | (3) | (1.9) | (0.6) | ||||||||
Intersegment Eliminations [Member] | Interactive [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Operating Income (Loss) | 58.5 | 54.4 | 55.5 | ||||||||
Intersegment Eliminations [Member] | Corporate Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating Income (Loss) | 0 | 0 | 0 | ||||||||
Segment Revenues Gross Intersegment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,766 | 1,563.9 | 1,363.3 | ||||||||
Segment Revenues Gross Intersegment [Member] | U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,045.1 | 924.5 | 811.5 | ||||||||
Segment Revenues Gross Intersegment [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 313.9 | 269.6 | 257.7 | ||||||||
Segment Revenues Gross Intersegment [Member] | Interactive [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 407.1 | $ 369.8 | $ 294 |
Reportable Segments (Details 2)
Reportable Segments (Details 2) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Other income and expense, net, included earnings (losses) from equity method investments | |||
Other income and expense, net from equity method investments | $ 8.6 | $ 8.8 | $ 12.5 |
U.S. Information Services [Member] | |||
Other income and expense, net, included earnings (losses) from equity method investments | |||
Other income and expense, net from equity method investments | 1.9 | 1.8 | 1.2 |
International [Member] | |||
Other income and expense, net, included earnings (losses) from equity method investments | |||
Other income and expense, net from equity method investments | $ 6.7 | $ 7 | $ 11.3 |
Reportable Segments (Details 3)
Reportable Segments (Details 3) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Total assets, by segment | ||
Assets | $ 4,781.2 | $ 4,442.8 |
U.S. Information Services [Member] | ||
Total assets, by segment | ||
Assets | 2,762.8 | 2,762.9 |
International [Member] | ||
Total assets, by segment | ||
Assets | 1,460.1 | 1,169 |
Interactive [Member] | ||
Total assets, by segment | ||
Assets | 417.7 | 404 |
Corporate [Member] | ||
Total assets, by segment | ||
Assets | $ 140.6 | $ 106.9 |
Reportable Segments (Details 4)
Reportable Segments (Details 4) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | $ 124 | $ 132.2 | $ 155.2 |
U.S. Information Services [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | 82.5 | 86.5 | 99.6 |
International [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | 30.2 | 29.8 | 30.1 |
Interactive [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | 9.1 | 7.9 | 5.3 |
Corporate [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | $ 2.2 | $ 8 | $ 20.2 |
Reportable Segments (Details 5)
Reportable Segments (Details 5) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | $ 265.2 | $ 278.4 | $ 241.2 |
U.S. Information Services [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | 191 | 206.2 | 174.7 |
International [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | 57.2 | 55.1 | 51 |
Interactive [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | 11.7 | 11.8 | 10.3 |
Corporate [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | $ 5.3 | $ 5.3 | $ 5.2 |
Reportable Segments (Details 6)
Reportable Segments (Details 6) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Domestic | |||
Revenue based on the country | |||
Revenue earned | 82.00% | 82.00% | 80.00% |
International | |||
Revenue based on the country | |||
Revenue earned | 18.00% | 18.00% | 20.00% |
Reportable Segments (Details 7)
Reportable Segments (Details 7) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Domestic | |||
Long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset | |||
Long-lived assets, other than financial instruments and deferred tax assets | 78.00% | 83.00% | 82.00% |
International | |||
Long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset | |||
Long-lived assets, other than financial instruments and deferred tax assets | 22.00% | 17.00% | 18.00% |
Reportable Segments (Details Te
Reportable Segments (Details Textual) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($)segment | |
Reportable Segments (Textual) [Abstract] | |
Number of reportable segments | segment | 4 |
Goodwill segment reclassification | $ | $ 105 |
Commitments (Details)
Commitments (Details) $ in Millions | Dec. 31, 2016USD ($) |
Summary of future minimum payments for noncancelable operating leases, purchase obligations and other liabilities | |
Operating Leases, 2017 | $ 12.6 |
Operating Leases, 2018 | 11 |
Operating Leases, 2019 | 10.3 |
Operating Leases, 2020 | 9.9 |
Operating Leases, 2021 | 8.9 |
Operating Leases, Thereafter | 17.3 |
Totals, Operating Leases | 70 |
Purchase Obligations, 2017 | 182.9 |
Purchase Obligations, 2018 | 40.2 |
Purchase Obligations, 2019 | 21.9 |
Purchase Obligations, 2020 | 18 |
Purchase Obligations, 2021 | 8 |
Purchase Obligations, Thereafter | 0.3 |
Totals, Purchase Obligations | 271.3 |
Total, 2017 | 195.5 |
Total, 2018 | 51.2 |
Total, 2019 | 32.2 |
Total, 2020 | 27.9 |
Total, 2021 | 16.9 |
Total, Thereafter | 17.6 |
Totals | $ 341.3 |
Commitments (Details Textual)
Commitments (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments [Abstract] | |||
Trade accounts payable | $ 114.2 | $ 105.4 | |
Operating Leases, Rent Expense, Net | 14 | $ 13.1 | $ 13.4 |
Minimum Payments Licensing Agreements | $ 0 |
Contingencies (Details)
Contingencies (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Aug. 31, 2016 | Jun. 30, 2015 | Jul. 31, 2014 | Dec. 31, 2016USD ($) | Dec. 31, 2012USD ($) | Dec. 31, 2015USD ($) | |
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Loss in Period | $ 19,400,000 | |||||
Redress eligible consumers [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Loss in Period | 13,900,000 | |||||
Civil money penalty [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Loss in Period | 3,000,000 | |||||
Administrative, legal, and compliance costs [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Loss in Period | 2,500,000 | |||||
Ramirez v. Trans Union LLC [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Number of Plaintiffs | 8,000 | |||||
Amit Patel, et al. v. TransUnion LLC, TransUnion Rental Screening Solutions, Inc. and TransUnion Background Data Solutions, No.14-cv-0522-LB[Member] [Member] | Maximum Possible Accuracy of Information [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Number of Plaintiffs | 11,000 | |||||
Amit Patel, et al. v. TransUnion LLC, TransUnion Rental Screening Solutions, Inc. and TransUnion Background Data Solutions, No.14-cv-0522-LB[Member] [Member] | All Information [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Number of Plaintiffs | 3,000 | |||||
Larson v. TransUnion LLC [Member] | All Information [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Number of Plaintiffs | 18,000 | |||||
Other Liabilities [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency Accrual | $ 35,900,000 | $ 16,300,000 | ||||
Minimum [Member] | Ramirez v. Trans Union LLC [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Possible loss per person on litigation | $ 100 | |||||
Maximum [Member] | Ramirez v. Trans Union LLC [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Possible loss per person on litigation | $ 5,000 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 09, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 25, 2016 |
Related Party Transaction [Line Items] | ||||||
Percentage of outstanding stock owned by Advent and GS | 50.80% | |||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 0.1 | $ 0.3 | ||||
Payments for Hedge, Financing Activities | $ 0 | 2.7 | 0 | |||
Payments of Stock Issuance Costs | 0 | $ 49.8 | 0 | |||
Underwriter Option Shares | 1,477,273 | |||||
IPO Shares Reserved for Related Parties (Percent) | 5.00% | |||||
Stock Issued During Period, Shares, Other | 1,042,395 | |||||
Accrued Interest on Debt to Related Parties [Domain] | ||||||
Related Party Transaction [Line Items] | ||||||
Due to Related Parties | 0.1 | $ 0.1 | ||||
Affiliates of Goldman Sachs and Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of outstanding stock owned by Advent and GS | 39.70% | |||||
Revenue from Related Parties | 1.4 | 0.2 | ||||
Payments for Hedge, Financing Activities | 1.7 | |||||
Interest Expense, Related Party | 3.9 | 2 | $ 1.5 | |||
Payment of Debt Issuance Costs | $ 4.4 | 0.1 | ||||
Affiliates of Goldman Sachs and Company [Member] | Senior Secured Term Loan A [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due to Related Parties | 61.5 | 64.8 | ||||
Affiliates of Goldman Sachs and Company [Member] | Revolving Credit Facility [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due to Related Parties | 0 | 0 | ||||
Goldman Sachs and Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Payments of Stock Issuance Costs | 8.8 | |||||
Goldman Sachs and Company [Member] | Interest Rate Cap [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Financial Instruments, Owned, at Fair Value | $ 1.5 | $ (0.1) | ||||
Executive Officer [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Stock Issued During Period, Shares, Other | 32,277 | 369,905 | ||||
Purchase price of common shares | $ 13.06 | $ 10.63 | ||||
Director [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 0.2 | $ 0.2 | $ 0.2 |
Quarterly Financial Data (Una94
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data [Abstract] | |||||||||||
Document Fiscal Year Focus | 2,016 | ||||||||||
Summary of quarterly financial data | |||||||||||
Revenue | $ 435.9 | $ 437.6 | $ 425.7 | $ 405.7 | $ 386.1 | $ 389.1 | $ 378.5 | $ 353.1 | |||
Operating income (loss) | 89.3 | 95.8 | 63.5 | 51.9 | 48.9 | 60.3 | 51.4 | 36.5 | $ 300.5 | $ 197.1 | $ 128.4 |
Net income (loss) | 52.6 | 44.5 | 19.7 | 14.6 | 21.1 | (1) | (0.4) | (4.4) | 131.4 | 15.3 | (4.4) |
Net income (loss) attributable to TransUnion Intermediary | $ 49.5 | $ 41.2 | $ 17.3 | $ 12.6 | $ 19.2 | $ (4) | $ (2.6) | $ (6.6) | $ 120.6 | $ 5.9 | $ (12.5) |
Earnings Per Share, Basic | $ 0.27 | $ 0.23 | $ 0.09 | $ 0.07 | $ 0.11 | $ (0.02) | $ (0.02) | $ (0.04) | $ 0.66 | $ 0.04 | $ (0.09) |
Earnings Per Share, Diluted | $ 0.27 | $ 0.22 | $ 0.09 | $ 0.07 | $ 0.10 | $ (0.02) | $ (0.02) | $ (0.04) | $ 0.65 | $ 0.04 | $ (0.09) |
Quarterly Financial Data (Una95
Quarterly Financial Data (Unaudited) (Details 1) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of quarterly financial data | |||||||||||
Revenue | $ 435.9 | $ 437.6 | $ 425.7 | $ 405.7 | $ 386.1 | $ 389.1 | $ 378.5 | $ 353.1 | |||
Operating income (loss) | 89.3 | 95.8 | 63.5 | 51.9 | 48.9 | 60.3 | 51.4 | 36.5 | $ 300.5 | $ 197.1 | $ 128.4 |
Net income (loss) | 52.6 | 44.5 | 19.7 | 14.6 | 21.1 | (1) | (0.4) | (4.4) | 131.4 | 15.3 | (4.4) |
Net income (loss) attributable to TransUnion Intermediary | $ 49.5 | $ 41.2 | $ 17.3 | $ 12.6 | $ 19.2 | $ (4) | $ (2.6) | $ (6.6) | $ 120.6 | $ 5.9 | $ (12.5) |
Earnings Per Share, Basic | $ 0.27 | $ 0.23 | $ 0.09 | $ 0.07 | $ 0.11 | $ (0.02) | $ (0.02) | $ (0.04) | $ 0.66 | $ 0.04 | $ (0.09) |
Earnings Per Share, Diluted | $ 0.27 | $ 0.22 | $ 0.09 | $ 0.07 | $ 0.10 | $ (0.02) | $ (0.02) | $ (0.04) | $ 0.65 | $ 0.04 | $ (0.09) |
Accumulated Other Comprehensi96
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | $ (174.8) | $ (191.8) | $ (117.5) | $ (73.2) |
Change | 17 | (74.3) | (44.3) | |
Accumulated other comprehensive income (loss), total | (174.8) | (191.8) | (117.5) | |
Foreign Currency Translation Adjustment | ||||
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | (167.6) | (191.6) | (116.8) | (72.6) |
Change | 24 | (74.8) | (44.2) | |
Accumulated other comprehensive income (loss), total | (167.6) | (191.6) | (116.8) | |
Net Unrealized Gain/(Loss) On Hedges | ||||
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | (7.5) | (0.3) | (0.8) | (0.6) |
Change | (7.2) | 0.5 | (0.2) | |
Accumulated other comprehensive income (loss), total | (7.5) | (0.3) | (0.8) | |
Net Unrealized Gain/(Loss) On Available-for-sale Securities | ||||
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | 0.3 | 0.1 | 0.1 | $ 0 |
Change | 0.2 | 0 | 0.1 | |
Accumulated other comprehensive income (loss), total | $ 0.3 | $ 0.1 | $ 0.1 |
Subsequent Events (Details)
Subsequent Events (Details) - Senior Secured Term Loan B [Member] | 1 Months Ended | 12 Months Ended |
Jan. 31, 2017 | Dec. 31, 2016 | |
Subsequent Event [Line Items] | ||
Debt Instrument, Maturity Date | Apr. 9, 2021 | |
Debt Instrument, Description of Variable Rate Basis | London Interbank Offered Rate ("LIBOR") | |
Debt Floor Interest Rate | 0.75% | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | |
Debt Instrument, Description of Variable Rate Basis | LIBOR | |
Debt Floor Interest Rate | 0.00% |
Condensed Financial Informati98
Condensed Financial Information of TransUnion (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Common Stock, Shares Authorized | 1,000 | 1,000 | 1,000 | 1,000 | ||||||||
Available-for-sale securities, net | $ 0.2 | $ 0 | $ 0.1 | |||||||||
Current assets: | ||||||||||||
Other current assets | $ 89.9 | $ 65.3 | 89.9 | 65.3 | ||||||||
Total current assets | 550 | 426.8 | 550 | 426.8 | ||||||||
Equity method investments | 39.4 | 45.5 | 39.4 | 45.5 | ||||||||
Total assets | 4,781.2 | 4,442.8 | 4,781.2 | 4,442.8 | ||||||||
Liabilities and stockholders’ equity | ||||||||||||
Accounts Payable, Trade, Current | 114.2 | 105.4 | 114.2 | 105.4 | ||||||||
Other current liabilities | 208.7 | 146.7 | 208.7 | 146.7 | ||||||||
Trade accounts payable | ||||||||||||
Total current liabilities | 373.3 | 296 | 373.3 | 296 | ||||||||
Other liabilities | 30.7 | 27.8 | 30.7 | 27.8 | ||||||||
Total liabilities | 3,308.2 | 3,072.9 | 3,308.2 | 3,072.9 | ||||||||
Stockholders’ equity: | ||||||||||||
Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2016 and December 31, 2015; 183.9 million and 183.0 million shares issued as of December 31, 2016 and December 31, 2015, respectively; and 183.2 million and 182.3 million shares outstanding as of December 31, 2016 and December 31, 2015, respectively | 1.8 | 1.8 | 1.8 | 1.8 | ||||||||
Additional paid-in capital | 1,844.9 | 1,850.3 | 1,844.9 | 1,850.3 | ||||||||
Treasury stock at cost; 0.7 million shares at December 31, 2016 and December 31, 2015 | (5.3) | (4.6) | (5.3) | (4.6) | ||||||||
Accumulated deficit | (303.8) | (424.3) | (303.8) | (424.3) | ||||||||
Accumulated other comprehensive loss | (174.8) | (191.8) | (174.8) | (191.8) | (117.5) | $ (73.2) | ||||||
Total stockholders’ equity | 1,473 | 1,367 | 1,473 | 1,367 | ||||||||
Total liabilities and stockholders’ equity | 4,781.2 | 4,442.8 | 4,781.2 | 4,442.8 | ||||||||
Statement of Income | ||||||||||||
Revenue | 1,704.9 | 1,506.8 | 1,304.7 | |||||||||
Operating expenses | ||||||||||||
Selling, general and administrative | 560.1 | 499.7 | 434.9 | |||||||||
Total operating expenses | 1,404.4 | 1,309.7 | 1,176.3 | |||||||||
Operating income | 89.3 | $ 95.8 | $ 63.5 | $ 51.9 | 48.9 | $ 60.3 | $ 51.4 | $ 36.5 | 300.5 | 197.1 | 128.4 | |
Non-operating income and (expense) | ||||||||||||
Interest expense | (85.5) | (134.2) | (190) | |||||||||
Earnings from equity method investments | 8.6 | 8.8 | 12.5 | |||||||||
Other income and (expense), net | (22.8) | (48.9) | 44 | |||||||||
Total non-operating income and (expense) | (95.1) | (170.5) | (130.2) | |||||||||
Income (loss) before income taxes | 205.4 | 26.6 | (1.8) | |||||||||
(Provision) benefit for income taxes | (74) | (11.3) | (2.6) | |||||||||
Net income (loss) attributable to TransUnion | $ 49.5 | $ 41.2 | $ 17.3 | $ 12.6 | $ 19.2 | $ (4) | $ (2.6) | $ (6.6) | 120.6 | 5.9 | (12.5) | |
Statement of Comprehensive Income [Abstract] | ||||||||||||
Foreign currency translation adjustment | 26.7 | (86.3) | (58.9) | |||||||||
Benefit for income taxes | 2.7 | 4.9 | 5.2 | |||||||||
Foreign currency translation, net | 29.4 | (81.4) | (53.7) | |||||||||
Net unrealized (loss) gain | (12) | 0.3 | (0.6) | |||||||||
Amortization of accumulated loss | 0.4 | 0.4 | 0.3 | |||||||||
Benefit (provision) for income taxes | 4.4 | (0.2) | 0.1 | |||||||||
Hedges instruments, net | (7.2) | 0.5 | (0.2) | |||||||||
Net unrealized gain | 0.4 | 0 | 0.2 | |||||||||
Provision for income taxes | (0.2) | 0 | (0.1) | |||||||||
Total other comprehensive income (loss), net of tax | 22.4 | (80.9) | (53.8) | |||||||||
Comprehensive income (loss) attributable to TransUnion | 137.6 | (68.4) | (56.7) | |||||||||
Statement of Cash Flows | ||||||||||||
Net cash provided by (Used in) operating activities | 389.9 | 309.1 | 154.3 | |||||||||
Cash flows from investing activities: | ||||||||||||
Cash (used in) provided by investing activities | (495.8) | (197.1) | (276) | |||||||||
Cash flows from financing activities: | ||||||||||||
Repayments of Long-term Debt | 0 | (1,000) | 0 | |||||||||
Proceeds from Issuance Initial Public Offering | 0 | 764.5 | 0 | |||||||||
Underwriter fees and other costs on initial public offering | 0 | (49.8) | 0 | |||||||||
Debt financing fees (2015 and 2014 fees include prepayment premiums on early terminations) | (3.7) | (18.2) | (61.5) | |||||||||
Proceeds from issuance of common stock and exercise of stock options | 6 | 2.8 | 9.6 | |||||||||
Treasury stock purchases | (0.7) | (0.3) | (0.2) | |||||||||
Excess tax benefit | 6.3 | 1.4 | 0 | |||||||||
Cash provided by (used in) financing activities | 153.8 | (51.3) | 91.9 | |||||||||
Net change in cash and cash equivalents | $ 49 | $ 55.3 | (33.3) | |||||||||
Common stock, shares issued | 183.9 | 183 | 183.9 | 183 | ||||||||
Common stock, shares outstanding | 183.2 | 182.3 | 183.2 | 182.3 | ||||||||
Treasury stock at cost, shares | 0.7 | 0.7 | 0.7 | 0.7 | ||||||||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ 153.8 | $ (65.6) | (58.2) | |||||||||
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | $ 16.2 | $ 2.8 | (1.5) | |||||||||
TransUnion Parent [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Common Stock, Shares Authorized | 1,000 | 1,000 | 1,000 | 1,000 | ||||||||
Available-for-sale securities, net | $ 0.2 | $ 0 | 0.1 | |||||||||
Current assets: | ||||||||||||
Due from TransUnion Intermediate | $ 129.3 | $ 114.4 | 129.3 | 114.4 | ||||||||
Other current assets | 0.6 | 0 | 0.6 | 0 | ||||||||
Total current assets | 129.9 | 114.4 | 129.9 | 114.4 | ||||||||
Equity method investments | 1,255.3 | 1,131.2 | 1,255.3 | 1,131.2 | ||||||||
Total assets | 1,385.2 | 1,245.6 | 1,385.2 | 1,245.6 | ||||||||
Liabilities and stockholders’ equity | ||||||||||||
Accounts Payable, Trade, Current | 0.1 | 0 | 0.1 | 0 | ||||||||
Other current liabilities | 0.1 | 0.1 | 0.1 | 0.1 | ||||||||
Trade accounts payable | ||||||||||||
Total current liabilities | 0.2 | 0.1 | 0.2 | 0.1 | ||||||||
Other liabilities | 22.2 | 14.1 | 22.2 | 14.1 | ||||||||
Total liabilities | 22.4 | 14.2 | 22.4 | 14.2 | ||||||||
Stockholders’ equity: | ||||||||||||
Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2016 and December 31, 2015; 183.9 million and 183.0 million shares issued as of December 31, 2016 and December 31, 2015, respectively; and 183.2 million and 182.3 million shares outstanding as of December 31, 2016 and December 31, 2015, respectively | 1.8 | 1.8 | 1.8 | 1.8 | ||||||||
Additional paid-in capital | 1,844.9 | 1,850.3 | 1,844.9 | 1,850.3 | ||||||||
Treasury stock at cost; 0.7 million shares at December 31, 2016 and December 31, 2015 | (5.3) | (4.6) | (5.3) | (4.6) | ||||||||
Accumulated deficit | (303.8) | (424.3) | (303.8) | (424.3) | ||||||||
Accumulated other comprehensive loss | (174.8) | (191.8) | (174.8) | (191.8) | ||||||||
Total stockholders’ equity | 1,362.8 | 1,231.4 | 1,362.8 | 1,231.4 | ||||||||
Total liabilities and stockholders’ equity | $ 1,385.2 | $ 1,245.6 | 1,385.2 | 1,245.6 | ||||||||
Statement of Income | ||||||||||||
Revenue | 0 | 0 | 0 | |||||||||
Operating expenses | ||||||||||||
Selling, general and administrative | 1.8 | 1.6 | 1.4 | |||||||||
Total operating expenses | 1.8 | 1.6 | 1.4 | |||||||||
Operating income | (1.8) | (1.6) | (1.4) | |||||||||
Non-operating income and (expense) | ||||||||||||
Interest expense | 0 | (52.8) | (97) | |||||||||
Earnings from equity method investments | 124.3 | 61.6 | 49.1 | |||||||||
Other income and (expense), net | (2.7) | (33.7) | (0.2) | |||||||||
Total non-operating income and (expense) | 121.6 | (24.9) | (48.1) | |||||||||
Income (loss) before income taxes | 119.8 | (26.5) | (49.5) | |||||||||
(Provision) benefit for income taxes | 0.8 | 32.4 | 37 | |||||||||
Net income (loss) attributable to TransUnion | 120.6 | 5.9 | (12.5) | |||||||||
Statement of Comprehensive Income [Abstract] | ||||||||||||
Foreign currency translation adjustment | 21.3 | (79.7) | (47.9) | |||||||||
Benefit for income taxes | 2.7 | 4.9 | 3.8 | |||||||||
Foreign currency translation, net | 24 | (74.8) | (44.1) | |||||||||
Net unrealized (loss) gain | (12) | 0.3 | (0.6) | |||||||||
Amortization of accumulated loss | 0.4 | 0.4 | 0.3 | |||||||||
Benefit (provision) for income taxes | 4.4 | (0.2) | 0.1 | |||||||||
Hedges instruments, net | (7.2) | 0.5 | (0.2) | |||||||||
Net unrealized gain | 0.4 | 0 | 0.2 | |||||||||
Provision for income taxes | (0.2) | 0 | (0.1) | |||||||||
Total other comprehensive income (loss), net of tax | 17 | (74.3) | (44.2) | |||||||||
Comprehensive income (loss) attributable to TransUnion | 137.6 | (68.4) | (56.7) | |||||||||
Statement of Cash Flows | ||||||||||||
Net cash provided by (Used in) operating activities | (11.6) | 289.5 | (9.4) | |||||||||
Cash flows from investing activities: | ||||||||||||
Cash (used in) provided by investing activities | 0 | 0 | 0 | |||||||||
Cash flows from financing activities: | ||||||||||||
Repayments of Long-term Debt | 0 | (1,000) | 0 | |||||||||
Proceeds from Issuance Initial Public Offering | 0 | 764.5 | 0 | |||||||||
Underwriter fees and other costs on initial public offering | 0 | (49.8) | 0 | |||||||||
Debt financing fees (2015 and 2014 fees include prepayment premiums on early terminations) | 0 | (8.1) | 0 | |||||||||
Proceeds from issuance of common stock and exercise of stock options | 6 | 2.8 | 9.6 | |||||||||
Treasury stock purchases | (0.7) | (0.3) | (0.2) | |||||||||
Excess tax benefit | 6.3 | 1.4 | 0 | |||||||||
Cash provided by (used in) financing activities | $ 11.6 | $ (289.5) | 9.4 | |||||||||
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | $ 0 | $ 0 | ||||||||||
Common stock, shares issued | 183.9 | 183 | 183.9 | 183 | ||||||||
Common stock, shares outstanding | 183.2 | 182.3 | 183.2 | 182.3 | ||||||||
Treasury stock at cost, shares | 0.7 | 0.7 | 0.7 | 0.7 |
Valuation and Qualifying Acco99
Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Movement in valuation allowances and reserves | |||
Deferred Tax Assets, Valuation Allowance | $ 59.2 | $ 46.7 | |
Allowance for doubtful accounts [Member] | |||
Movement in valuation allowances and reserves | |||
Balance at Beginning of Year | 4.2 | 2.4 | $ 0.7 |
Charged to Costs and Expenses | 4.3 | 3.2 | 3.2 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (2.3) | (1.4) | (1.5) |
Balance at End of Year | 6.2 | 4.2 | 2.4 |
Allowance for deferred tax assets [Member] | |||
Movement in valuation allowances and reserves | |||
Balance at Beginning of Year | 46.7 | 42.1 | 25.9 |
Charged to Costs and Expenses | 13.6 | 5.3 | 19.5 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (1.1) | (0.7) | (3.3) |
Balance at End of Year | 59.2 | 46.7 | 42.1 |
TransUnion Parent [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Proceeds from Dividends Received | $ 0 | $ 45.1 | $ 90.3 |