Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Jan. 31, 2019 | Jun. 30, 2018 | |
Document Information [Line Items] | |||
Document type | 10-K | ||
Amendment flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
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 Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 13,200,000,000 | ||
Entity Common Stock, Shares Outstanding | 186,000,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 187.4 | $ 115.8 |
Trade accounts receivable, net of allowance of $13.5 and $9.9 | 456.8 | 326.7 |
Other current assets | 136.5 | 146.2 |
Disposal Group, Including Discontinued Operation, Assets, Current | 60.8 | 0 |
Total current assets | 841.5 | 588.7 |
Property, plant and equipment, net of accumulated depreciation and amortization of $366.2 and $299.3 | 220.3 | 198.6 |
Goodwill | 3,293.6 | 2,368.8 |
Other intangibles, net of accumulated amortization of $1,206.7 and $993.6 | 2,548.1 | 1,825.8 |
Other assets | 136.3 | 136.6 |
Total assets | 7,039.8 | 5,118.5 |
Trade accounts payable | ||
Trade accounts payable | 169.9 | 131.3 |
Short-term debt and current portion of long-term debt | 71.7 | 119.3 |
Other current liabilities | 284.1 | 207.8 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 22.8 | 0 |
Total current liabilities | 548.5 | 458.4 |
Long-term debt | 3,976.4 | 2,345.3 |
Deferred taxes | 478 | 419.4 |
Other liabilities | 54.7 | 70.8 |
Total liabilities | 5,057.6 | 3,293.9 |
Stockholders’ equity: | ||
Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2018 and December 31, 2017; 190.0 million and 187.4 million shares issued as of December 31, 2018 and December 31, 2017, respectively; and 185.7 million and 183.2 million shares outstanding as of December 31, 2018 and December 31, 2017, respectively | 1.9 | 1.9 |
Additional paid-in capital | 1,947.3 | 1,863.5 |
Treasury stock at cost; 4.2 million shares at December 31, 2018 and December 31, 2017 | (139.9) | (138.8) |
Retained earnings | 363.1 | 137.4 |
Accumulated other comprehensive loss | (282.7) | (135.3) |
Total TransUnion stockholders’ equity | 1,889.7 | 1,728.7 |
Noncontrolling interest | 92.5 | 95.9 |
Total stockholders’ equity | 1,982.2 | 1,824.6 |
Total liabilities and stockholders’ equity | $ 7,039.8 | $ 5,118.5 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance | $ 13.5 | $ 9.9 |
Property, plant and equipment, accumulated depreciation and amortization | 366.2 | 299.3 |
Other intangibles accumulated amortization of | $ 1,206.7 | $ 993.6 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 190 | 187.4 |
Common stock, shares outstanding | 185.7 | 183.2 |
Treasury stock at cost, shares | 4.2 | 4.2 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Revenue | $ 2,317,200,000 | $ 1,933,800,000 | $ 1,704,900,000 |
Operating expenses | |||
Cost of Goods and Services Sold | 790,100,000 | 645,700,000 | 579,100,000 |
Selling, general and administrative | 707,700,000 | 585,400,000 | 560,100,000 |
Depreciation and amortization | 306,900,000 | 238,000,000 | 265,200,000 |
Total operating expenses | 1,804,700,000 | 1,469,100,000 | 1,404,400,000 |
Operating income | 512,500,000 | 464,700,000 | 300,500,000 |
Non-operating income and (expense) | |||
Interest expense | (137,500,000) | (87,600,000) | (85,500,000) |
Interest income | 5,500,000 | 5,500,000 | 4,600,000 |
Earnings from equity method investments | 9,900,000 | 9,100,000 | 8,600,000 |
Other income and (expense), net | (46,900,000) | (19,200,000) | (22,800,000) |
Total non-operating income and (expense) | (169,000,000) | (92,200,000) | (95,100,000) |
Income from continuing operations before income taxes | 343,500,000 | 372,500,000 | 205,400,000 |
(Provision) benefit for income taxes | (54,500,000) | 79,100,000 | (74,000,000) |
Income from continuing operations | 289,000,000 | 451,600,000 | 131,400,000 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Noncontrolling Interest | (10,900,000) | (10,400,000) | (10,800,000) |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 278,100,000 | 441,200,000 | 120,600,000 |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | (1,500,000) | 0 | 0 |
Income from continuing operations | 287,500,000 | 451,600,000 | 131,400,000 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (1,500,000) | 0 | 0 |
Less: net income attributable to noncontrolling interests | (10,900,000) | (10,400,000) | (10,800,000) |
Net income attributable to TransUnion | $ 276,600,000 | $ 441,200,000 | $ 120,600,000 |
Income (Loss) from Continuing Operations, Per Basic Share | $ 1.51 | $ 2.42 | $ 0.66 |
Earnings Per Share, Basic | 1.50 | 2.42 | 0.66 |
Income (Loss) from Continuing Operations, Per Diluted Share | 1.46 | 2.32 | 0.65 |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | (0.01) | 0 | 0 |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | $ (0.01) | $ 0 | $ 0 |
Anti-dilutive stock outstanding | 0.1 | 0.1 | 0.1 |
Weighted average shares outstanding | 184.6 | 182.4 | 182.6 |
Earnings Per Share, Diluted | $ 1.45 | $ 2.32 | $ 0.65 |
Weighted average dilutive shares outstanding | 190.9 | 189.9 | 184.6 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Other comprehensive income (loss): | $ 287.5 | $ 451.6 | $ 131.4 |
Foreign currency translation: | |||
Benefit for income taxes | (148.9) | 35.4 | 26.7 |
Benefit for income taxes | 0 | 0.6 | 2.7 |
Foreign currency translation, net | (148.9) | 36 | 29.4 |
Hedge instruments: | |||
Net change on interest rate cap | 7.6 | 10.1 | (12) |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, before Tax | (10.7) | 0 | 0 |
Amortization of accumulated loss | 0 | 0.4 | 0.4 |
Benefit (expense) for income taxes | 0.8 | (4) | 4.4 |
Available-for-sale securities: | (2.3) | 6.5 | (7.2) |
Available-for-sale securities: | |||
Net unrealized (loss) gain | 0 | (0.1) | 0.4 |
Expense for income taxes | 0 | 0 | (0.2) |
Available-for-sale securities, net | 0 | (0.1) | 0.2 |
Total other comprehensive (loss) income, net of tax | (151.2) | 42.4 | 22.4 |
Comprehensive income | 136.3 | 494 | 153.8 |
Less: comprehensive income attributable to noncontrolling interests | (7.1) | (13.3) | (16.2) |
Comprehensive income attributable to TransUnion | $ 129.2 | $ 480.7 | $ 137.6 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net income | $ 287,500,000 | $ 451,600,000 | $ 131,400,000 |
Add: loss from discontinued operations, net of tax | 1,500,000 | 0 | 0 |
Income from continuing operations | 289,000,000 | 451,600,000 | 131,400,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 306,900,000 | 238,000,000 | 265,200,000 |
Loss on debt financing transactions | 12,000,000 | 10,500,000 | 0 |
Amortization and (gain) loss on fair value of hedge instruments | (700,000) | 700,000 | 900,000 |
Impairment of cost method investment, net | 1,500,000 | 0 | 2,000,000 |
Equity in net income of affiliates, net of dividends | (100,000) | (1,700,000) | (600,000) |
Deferred taxes | (69,000,000) | (212,800,000) | (22,200,000) |
Amortization of discount and deferred financing fees | 4,800,000 | 2,700,000 | 3,200,000 |
Stock-based compensation | 57,900,000 | 33,100,000 | 24,400,000 |
Payment of contingent obligation | (200,000) | (2,200,000) | 0 |
Provision for losses on trade accounts receivable | 8,600,000 | 6,600,000 | 4,300,000 |
Other | 4,100,000 | (3,400,000) | (5,100,000) |
Changes in assets and liabilities: | |||
Trade accounts receivable | (113,800,000) | (44,700,000) | (42,500,000) |
Other current and long-term assets | 17,100,000 | (59,800,000) | (5,900,000) |
Trade accounts payable | 20,700,000 | 9,700,000 | 2,900,000 |
Other current and long-term liabilities | 20,600,000 | 37,500,000 | 31,900,000 |
Cash provided by operating activities of continuing operations | 559,400,000 | 465,800,000 | 389,900,000 |
Cash used in operating activities of discontinued operations | (3,700,000) | 0 | 0 |
Cash provided by operating activities of continuing operations | 555,700,000 | 465,800,000 | 389,900,000 |
Cash flows from investing activities: | |||
Capital expenditures | (180,100,000) | (135,300,000) | (124,000,000) |
Proceeds from sale of trading securities | 1,800,000 | 3,000,000 | 900,000 |
Purchases of trading securities | (2,100,000) | (1,800,000) | (1,500,000) |
Proceeds from sale of other investments | 24,300,000 | 59,200,000 | 58,200,000 |
Purchases of other investments | (31,800,000) | (50,200,000) | (64,600,000) |
Acquisitions and purchases of noncontrolling interests, net of cash acquired | (1,828,400,000) | (342,600,000) | (356,600,000) |
Acquisition-related deposits | 0 | (13,500,000) | (6,200,000) |
Other | (1,300,000) | 400,000 | (2,000,000) |
Cash used in investing activities of continuing operations | (2,017,600,000) | (480,800,000) | (495,800,000) |
Cash used in investing activities of discontinued operations | (100,000) | 0 | 0 |
Cash used in investing activities | (2,017,700,000) | (480,800,000) | (495,800,000) |
Cash flows from financing activities: | |||
Proceeds from Senior Secured Term Loan B-4 | 1,000,000,000 | 0 | 150,000,000 |
Proceeds from Senior Secured Term Loan A-2 | 800,000,000 | 33,400,000 | 55,000,000 |
Proceeds from senior secured revolving line of credit | 125,000,000 | 215,000,000 | 145,000,000 |
Payments of senior secured revolving line of credit | (210,000,000) | (130,000,000) | (145,000,000) |
Repayments of debt | (114,300,000) | (32,500,000) | (49,300,000) |
Debt financing fees | (33,800,000) | (12,600,000) | (3,700,000) |
Proceeds from issuance of common stock and exercise of stock options | 26,200,000 | 27,100,000 | 6,000,000 |
Dividends to stockholders | (41,600,000) | 0 | 0 |
Treasury stock purchased | 0 | (133,500,000) | (700,000) |
Distributions to noncontrolling interests | (10,100,000) | (10,300,000) | (9,300,000) |
Excess tax benefit | 0 | 0 | 6,300,000 |
Payment of contingent obligation | 0 | (8,300,000) | (500,000) |
Other | (1,200,000) | 0 | 0 |
Cash provided by (used in) financing activities | 1,540,200,000 | (51,700,000) | 153,800,000 |
Effect of exchange rate changes on cash and cash equivalents | (6,600,000) | 300,000 | 1,100,000 |
Net change in cash and cash equivalents | 71,600,000 | (66,400,000) | 49,000,000 |
Cash and cash equivalents, end of period | 187,400,000 | 115,800,000 | 182,200,000 |
Noncash investing and Financing activities: | |||
Property and equipment acquired through capital lease obligations | 100,000 | 1,200,000 | 0 |
Finance arrangements | 0 | 500,000 | 16,300,000 |
Cash paid during the period for: | |||
Interest | 132,100,000 | 90,200,000 | 87,900,000 |
Income taxes, net of refunds | $ 111,100,000 | $ 120,200,000 | $ 93,600,000 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Paid-In Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interests | Total | Redeemable Noncontrolling Interests |
Balance, shares at Dec. 31, 2015 | 182.3 | ||||||||
Balance at Dec. 31, 2015 | $ 1.8 | $ 1,850.3 | $ (4.6) | $ (424.3) | $ (191.8) | $ 135.6 | $ 1,367 | $ 2.9 | |
Consolidated Statement of Stockholders' Equity | |||||||||
Net income | $ 120.6 | 0 | 0 | 120.6 | 0 | ||||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 10.8 | ||||||||
Net income | 131.4 | 131.4 | |||||||
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | 0 | ||||||||
Other comprehensive income (loss) | 22.4 | 0 | 0 | 0 | 17 | 0.8 | 17.8 | 4.6 | |
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 | |
Establishment of noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 10.2 | 10.2 | 43.7 | |
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 | |
Employee share purchase plan | 0.1 | ||||||||
Employee share purchase plan | $ 0 | 1.4 | 0 | 0 | 0 | 0 | 1.4 | 0 | |
Exercise of stock options | 0.8 | ||||||||
Exercise of stock options | $ 0 | 4.6 | 0 | 0 | 0 | 0 | 4.6 | 0 | |
Purchase of noncontrolling interest | $ 0 | (31.4) | 0 | 0 | 0 | (37.9) | (69.3) | (67) | |
Treasury stock purchased | 0 | ||||||||
Treasury stock purchased | $ 0 | 0 | (0.7) | 0 | 0 | 0 | (0.7) | 0 | |
Stockholders' Equity, Other Shares | 0 | ||||||||
Stockholders' Equity, Other | $ 0 | 0 | 0 | (0.1) | 0 | 0 | (0.1) | 0 | |
Balance, shares at Dec. 31, 2016 | 183.2 | ||||||||
Balance at Dec. 31, 2016 | $ 1.8 | 1,844.9 | (5.3) | (303.8) | (174.8) | 110.2 | 1,473 | $ 0 | |
Consolidated Statement of Stockholders' Equity | |||||||||
Net income | 441.2 | 0 | 0 | 0 | 441.2 | 0 | |||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 10.4 | ||||||||
Net income | 451.6 | 451.6 | |||||||
Other comprehensive income (loss) | 42.4 | 0 | 0 | 0 | 0 | 39.5 | 2.9 | 42.4 | |
Distributions to noncontrolling interests | $ 0 | 0 | 0 | 0 | 0 | (10.3) | (10.3) | ||
Stock-based compensation | 0 | ||||||||
Stock-based compensation | $ 0 | 31.8 | 0 | 0 | 0 | 0 | 31.8 | ||
Employee share purchase plan | 0.2 | ||||||||
Employee share purchase plan | $ 0 | 7.5 | 0 | 0 | 0 | 0 | 7.5 | ||
Exercise of stock options | 3.3 | ||||||||
Exercise of stock options | $ 0.1 | 20.7 | 0 | 0 | 0 | 0 | 20.8 | ||
Purchase of noncontrolling interest | $ 0 | (41.4) | 0 | 0 | 0 | (17.3) | (58.7) | ||
Treasury stock purchased | (3.5) | ||||||||
Treasury stock purchased | $ 0 | 0 | (133.5) | 0 | 0 | 0 | (133.5) | ||
Balance, shares at Dec. 31, 2017 | 183.2 | ||||||||
Balance at Dec. 31, 2017 | 1,824.6 | $ 1.9 | 1,863.5 | (138.8) | 137.4 | (135.3) | 95.9 | 1,824.6 | |
Consolidated Statement of Stockholders' Equity | |||||||||
Net income | 276.6 | 0 | 0 | 0 | 276.6 | 0 | |||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 10.9 | ||||||||
Net income | 287.5 | 287.5 | |||||||
Other comprehensive income (loss) | $ (151.2) | 0 | 0 | 0 | 0 | (147.4) | (3.8) | (151.2) | |
Distributions to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | (10.7) | (10.7) | ||
Establishment of noncontrolling interests | $ 0 | 0 | 0 | 0 | 0 | 0.3 | 0.3 | ||
Stock-based compensation | 0 | ||||||||
Stock-based compensation | $ 0 | 55.9 | 0 | 0 | 0 | 0 | 55.9 | ||
Employee share purchase plan | 0.2 | ||||||||
Employee share purchase plan | $ 0 | 11.3 | 0 | 0 | 0 | 0 | 11.3 | ||
Exercise of stock options | 2.3 | ||||||||
Exercise of stock options | $ 0 | 16.6 | 0 | 0 | 0 | 0 | 16.6 | ||
Treasury stock purchased | 0 | ||||||||
Treasury stock purchased | $ 0 | 0 | (1.2) | 0 | 0 | 0 | (1.2) | ||
Stock Dividends, Shares | 0 | ||||||||
Dividends, Cash | $ 0 | 0 | 0 | (42.6) | 0 | 0 | (42.6) | ||
Stockholders' Equity, Other Shares | 0 | ||||||||
Stockholders' Equity, Other | $ 0 | 0 | 0.1 | (0.1) | 0 | 0 | 0 | ||
Balance, shares at Dec. 31, 2018 | 185.7 | ||||||||
Balance at Dec. 31, 2018 | $ 1,982.2 | $ 1.9 | 1,947.3 | (139.9) | 363.1 | (282.7) | 92.5 | 1,982.2 | |
Consolidated Statement of Stockholders' Equity | |||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2014-09 [Member] | 0 | 0 | 0 | (6) | 0 | (0.1) | (6.1) | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2016-16 [Member] | $ 0 | $ 0 | $ 0 | $ (2.2) | $ 0 | $ 0 | $ (2.2) |
Significant Accounting and Repo
Significant Accounting and Reporting Policies | 12 Months Ended |
Dec. 31, 2018 | |
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, which we also refer to as verticals, including financial services and our emerging verticals. We have a global presence in over 30 countries and territories across North America, Latin America, the United Kingdom, Africa, Asia Pacific and India. 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, healthcare, insurance claims, automotive and other relevant information from nearly 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. 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 controlled subsidiaries. Investments in nonmarketable unconsolidated entities in which the Company is able to exercise significant influence are accounted for using the equity method. Investments in nonmarketable unconsolidated entities in which the Company is not able to exercise significant influence, our “Cost Method Investments,” are accounted for at our initial cost, minus any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. 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. Segments Over the past few years, we have completed a significant number of acquisitions that have transformed our business. We have also developed a significant number of new product offerings that have further diversified our portfolio of businesses. As a result of the evolution of our business, we have changed the disaggregated revenue and our measure of segment profit (Adjusted EBITDA) information that we provide to our chief operating decision makers (our “CODM”) to better align with how we manage the business. Accordingly, our disclosures around the disaggregation of our revenue and the measure of segment profit have been recast for all periods presented to conform to the information used by our CODM. We have not changed our reportable segments and these changes do not impact our consolidated results. Operating segments are businesses for which separate financial information is available and evaluated regularly by our CODM deciding how to allocate resources and assess performance. We have four operating segments; U.S. Information Services (or “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; 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 18, “Reportable Segments.” Revenue Recognition and Deferred Revenue All of our revenue is derived from contracts with customers and is reported as revenue in the Consolidated Statement of Income generally as or at the point in time the performance obligation is satisfied. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer, and is the unit of account under ASC Topic 606. We have contracts with two general groups of performance obligations; those that require us to stand ready to provide goods and services to a customer to use as and when requested (“Stand Ready Performance Obligations”) and those that do not require us to stand ready (“Other Performance Obligations”) . Our Stand Ready Performance Obligations include obligations to stand ready to provide data, process transactions, access our databases, software-as-a-service and direct-to-consumer products, rights to use our intellectual property and other services. Our Other Performance Obligations include the sale of certain batch data sets and various professional and other services. See Note 13, “Revenue,” for a further discussion about our revenue recognition policies. 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 primarily short-term in nature, the long-term portion is not significant. These amounts are included in other current liabilities and other 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, which now include commissions we pay to our partners to promote our products online, for the years ended December 31, 2018, 2017 and 2016 were $79.3 million , $76.5 million and $79.0 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 16, “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 15, “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 loss for the year ended December 31, 2018, was $3.8 million . The exchange rate gains for the years ended December 31, 2017 and 2016 were $2.2 million and $0.3 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 4, “Property, Plant and Equipment,” and Note 6, “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. There were no significant impairment charges recorded during 2018, 2017 and 2016 . 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, 2018 and 2017 , 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 17, “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 2018 , 2017 or 2016 . Goodwill and Other Indefinite-Lived Intangibles Goodwill and any indefinite-lived intangible assets are allocated to the reporting units, which are an operating segment or one level below an operating segment, that will receive the related sales and income. We have no indefinite-lived intangible assets other than goodwill. We test goodwill for impairment on an annual basis, in the fourth quarter, or on an interim basis if there is an indicator of impairment. We have the option to first consider qualitative factors to determine if it is more likely than not that the fair value of any reporting units is less than its carrying amount. If the qualitative assessment indicates that an impairment is more likely than not for any reporting unit, then we are required to perform a quantitative impairment test for that reporting unit. For our qualitative goodwill impairment tests, we analyze actual and projected reporting unit growth trends for revenue and profits, as well as historical performance versus plans and prior quantitative tests performed. We also assess critical areas that may impact each reporting unit, including macroeconomic conditions and the expected related impacts, market-related exposures, cost factors, changes in the carrying amount of its net assets, any plans to dispose of all or part of the reporting unit, and other reporting-unit specific factors such as changes in key personnel, strategy, customers or competition. For our quantitative goodwill impairment tests, we use discounted cash flow techniques to determine fair value, and compare the fair value of the reporting unit to its carrying amount to determine if there is a potential impairment. Beginning in the fourth quarter of 2017, upon the adoption of ASU 2017-04, if a reporting unit’s fair value is less than its carrying amount, we will record an impairment charge based on that difference, up to the amount of goodwill allocated to that reporting unit. We believe the assumptions we use in our qualitative and quantitative analysis are reasonable and consistent with assumptions that would be used by other marketplace participants. Such assumptions are, however, inherently uncertain, and different assumptions could lead to a different assessment for a reporting unit that could adversely affect our results of operations. See Note 5, “Goodwill,” for additional information about our 2018 impairment analysis. 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, 2018, 2017 and 2016 were $28.4 million , $22.0 million and $19.1 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 May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers (ASC Topic 606), with several subsequent updates. This series of comprehensive guidance has replaced all existing revenue recognition guidance and is effective for annual reporting periods beginning after December 15, 2017, and interim periods therein. Under the new guidance, there is a five-step model to apply to revenue recognition. The five-steps consist of: (1) determination of whether a contract, an agreement between two or more parties that creates legally enforceable rights and obligations, exists; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when (or as) the performance obligation is satisfied. We adopted this standard as of January 1, 2018, and used the modified retrospective approach applied to reflect the aggregate effect of all modifications of those contracts that were not completed as of that date. Under the modified retrospective approach, we recognized the cumulative effect of adopting ASC Topic 606 in the opening balance of retained earnings to reflect deferred revenue related to certain contracts where we satisfy performance obligations over time. There was no material impact on our consolidated financial statements or on how we recognize revenue upon adoption. Prior period amounts were not adjusted and the prior period amounts continue to be reported in accordance with previous accounting guidance. These financial statements include enhanced disclosures, particularly around contract assets and liabilities and the disaggregation of revenue. See Note 13, “Revenue,” and Note 18, “Reportable Segments,” for these enhanced disclosures. On January 5, 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The FASB issued technical corrections to this guidance in February 2018. 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, if fair value is readily determinable, with changes in fair value recognized in net income. If fair value is not readily determinable, an entity may elect to measure equity investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. On January 1, 2018, we adopted this guidance and have availed ourselves of this measurement election for all currently held equity investments that do not have readily determinable fair values. See Note 8, “Investments in Affiliated Companies,” for the impact on our current financial statements, which was not material. On August 26, 2016, the FASB issued ASU No. 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. We adopted this guidance on January 1, 2018, and are required to apply it on a retrospective basis. Accordingly, we have reclassified certain payments made in 2017 in satisfaction of contingent obligations from financing activities to operating activities on our statement of cash flows. The reclassification was not material for the twelve months ended December 31, 2018. On October 16, 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . This ASU requires companies to recognize the income tax effects of intercompany sales and transfers of assets other than inventory in the income statement in the period in which the transfer occurs. Intercompany transactions are generally eliminated in consolidation, however there may be income tax consequences of such transactions that do not eliminate. Prior to adoption, any income tax resulting from these transactions were deferred on the balance sheet as a prepaid asset until the asset leaves the consolidated group. The new guidance requires the income tax resulting from these transactions to be recognized in the income statement in the period in which the sale or transfer of the asset occurs. Further, the new guidance requires a modified retrospective approach upon adoption, with any previously established prepaid assets resulting from past intercompany sales or transfers to be reversed with an offset to retained earnings. On January 1, 2018, we adopted this guidance and reclassified our previously established prepaid assets, which were not material, to retained earnings. Recent Accounting Pronouncements Not Yet Adopted On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . During 2018, the FASB issued additional update improvements related to lease accounting. This series of comprehensive guidance, among other things, will require us to record the future discounted present value of all future lease payments as a liability on our balance sheet, as well as a corresponding “right-to-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 have adopted this guidance effective January 1, 2019, on a prospective basis, including the package of transition practical expedients available per paragraph 842-10-65-1(f). Upon adoption, we estimate that the impact on our Consolidated Balance Sheet will be to record a lease liability and offsetting right-of-use asset of approximately $75 million to $85 million , with no significant impact to our Consolidated Statements of Income. 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 and related amendments is effective for annual reporting periods beginning after December 15, 2019, including interim periods therein. We are currently assessing the impact this guidance will have on our consolidated financial statements. On August 28, 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. The new standard is intended to improve and simplify accounting rules around hedge accounting. The guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods therein. We have adopted this ASU and related amendments effective January 1, 2019 and have applied the modified retrospective transition method that allows for a cumulative-effect adjustment to reclassify cumulative ineffectiveness previously recorded in other comprehensive income to retained earnings in the period of adoption. The adjustment was not material to our consolidated financial statements. On February 14, 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. These amendments provide an option to reclassify stranded tax effects within accumulated other comprehensive income to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (the “Act”) is recorded. This guidance is effective for fiscal years beginning after December 15, 2018, and interim periods therein. This guidance will not have a material impact on our consolidated financial statements. On August 27, 2018, the FASB issued ASU 2018-13 Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify the disclosure requirements in Topic 820 by removing, adding or modifying certain fair value measurement disclosures. This guidance is effective for fiscal years beginning after December 15, 2018, and interim periods therein. While we are currently assessing the guidance, we do not expect it to impact our financial statements other than our fair value disclosures. |
Business Acquisitions Business
Business Acquisitions Business Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Acquisition [Line Items] | |
Business Combination Disclosure [Text Block] | Business Acquisitions Callcredit Acquisition On June 19, 2018 , we acquired 100% of the equity of Callcredit Information Group, Ltd. (“Callcredit”) for $1,408.2 million in cash, funded primarily by additional borrowings against our Senior Secured Credit Facility. See Note 11, “Debt,” for additional information about our Senior Secured Credit Facility. There was no contingent consideration resulting from this transaction. Callcredit, founded in 2000, is an U.K.-based information solutions company that, like TransUnion, provides data, analytics and technology solutions to help businesses and consumers make informed decisions. International expansion is a key growth strategy for TransUnion, and we expect to leverage strong synergies across TransUnion’s and Callcredit’s business models and solutions. We have included Callcredit revenue of $71.3 million and an operating loss of $28.2 million since the date of acquisition as part of the International segment in the accompanying consolidated statements of income. For the twelve months ended December 31, 2018 and 2017, on a pro-forma basis assuming the transaction occurred on January 1, 2017, combined pro-forma revenue of TransUnion and Callcredit was $2,405.0 million and $2,066.0 million , respectively, and combined pro-forma net income from continuing operations was $267.5 million and $283.1 million , respectively. For the twelve months ended December 31, 2018, combined pro-forma net income from continuing operations was adjusted to exclude $19.4 million of acquisition-related costs and $9.4 million of financing costs expensed in 2018. For the twelve months ended December 31, 2017, combined pro-forma net income from continuing operations was adjusted to include these charges, as well as $0.5 million of acquisition-related costs incurred in the fourth quarter of 2017. We have identified and categorized certain operations of Callcredit that we do not consider core to our business as discontinued operations of our International segment as of the date of acquisition. These discontinued operations consist of businesses that do not align with our stated strategic objectives. We have sold one of the businesses and have signed an agreement for the sale of another business that is pending regulatory approval, and expect to sell the remaining businesses within one year of our acquisition date. We do not expect to have a significant continuing involvement with any of these operations after the date of disposal. We have categorized the assets and liabilities of these discontinued operations on separate lines on the face of our balance sheet and in the table below. These amounts are based on estimates that will be refined as we complete the fair-value allocation of the purchase price of Callcredit. Purchase Price Allocation The allocation of the purchase price to the identifiable assets acquired and liabilities assumed is preliminary pending finalization of our fair value assessment, which we expect to complete within one year from the date of acquisition. Any changes to these preliminary estimates could be significant. Our current estimated acquisition-date fair value of the assets acquired and liabilities assumed, consisted of the following: (in millions) Fair Value Trade accounts receivable $ 19.7 Property and equipment 3.2 Goodwill (1) 744.2 Identifiable intangible assets 725.1 All other assets 51.8 Assets of discontinued operations (2) 58.4 Total assets acquired 1,602.4 Existing debt — All other liabilities (174.6 ) Liabilities of discontinued operations (2) (19.6 ) Net assets of the acquired company $ 1,408.2 (1) For tax purposes, we estimate that none of goodwill is tax deductible. (2) We have categorized certain businesses of Callcredit as discontinued operations in our consolidated financial statements. The preliminary fair value of assets and liabilities of these discontinued operations include an estimate of the fair value of the identifiable intangible assets and goodwill acquired. We will revise these estimates as we finalize our analysis of these discontinued operations and purchase price allocation. We recorded the excess of the purchase price over the preliminary fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed as goodwill in a new reporting unit in our International segment. The purchase price of Callcredit exceeded the preliminary fair value estimate of the net assets acquired primarily due to growth opportunities, the assembled workforce, synergies associated with internal use software and other technological and operational efficiencies. Identifiable Amortizable Intangible Assets The preliminary fair values of the amortizable intangible assets acquired consisted of the following as of December 31, 2018: (in millions) Estimated Useful Life Fair Value Database and credit files 15 years $ 502.0 Customer relationships 15 years 155.0 Technology and software 5 years 67.4 Trademarks 2 years 0.7 Total identifiable assets $ 725.1 We estimate the preliminary weighted-average useful life of the identifiable intangible assets to be approximately 14.1 years , resulting in an approximate amortization of $51.6 million per year. Acquisition Costs As of December 31, 2018, we have incurred approximately $19.9 million of acquisition-related costs, including $0.5 million incurred in 2017. These costs include investment banker fees, legal fees, due diligence and other external costs that we have recorded in other income and expense. The Company may incur additional acquisition-related costs, including legal fees, valuation fees and other professional fees in the next few quarters that we will record in other income and expense. iovation, Inc.; Healthcare Payment Specialists, LLC; and Rubixis, Inc. Acquisitions During the second quarter of 2018, we acquired 100% of the equity of iovation, Inc. (“iovation”) and Healthcare Payment Specialists, LLC (“HPS”) . During the fourth quarter of 2018, we acquired 100% of the equity of Rubixis, Inc (“Rubixis”) . iovation is a provider of advanced device identity and consumer authentication services that helps businesses and consumers safely transact in a digital world. HPS provides expertise and technology solutions to help medical care providers maximize Medicare reimbursements. Rubixis is an innovative healthcare revenue cycle solutions company that helps providers maximize reimbursement from insurance payers. The results of operations of iovation, HPS, and Rubixis, which are not material to our consolidated financial statements, and have been included as part of our USIS segment in our consolidated statements of income since the date of acquisition. The allocation of the purchase price to the identifiable assets acquired and liabilities assumed for each of these acquisitions is preliminary pending full fair value assessments, which we expect to complete within one year of the acquisition dates. Based on the preliminary purchase price allocations for these acquisitions, we recorded approximately $230.1 million of goodwill and $243.5 million of amortizable intangible assets in addition to what we recorded for Callcredit. We estimate the weighted-average useful lives of the iovation, HPS, and Rubixis amortizable intangible assets to be a |
Other Current Assets
Other Current Assets | 12 Months Ended |
Dec. 31, 2018 | |
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 $ 77.1 $ 59.0 Other investments 23.6 18.3 Other receivables 14.3 16.5 Income taxes receivable 5.5 23.7 Marketable securities 2.9 3.3 Contract assets 1.0 — Deferred financing fees 0.6 0.6 CFPB escrow deposit — 13.9 Other 11.5 10.9 Total other current assets $ 136.5 $ 146.2 The increase in prepaid expenses is due primarily to prepaid assets of the businesses we acquired in 2018. Other receivables include amounts recoverable under insurance policies for certain litigation costs. Other investments include non-negotiable certificates of deposit that are recorded at their carrying value. The decrease in income taxes receivable was due to our 2017 federal tax overpayment being used to offset the one-time mandatory repatriation tax that resulted from the passage of the 2017 tax Act. Upon adoption of ASC Topic 606, we have recorded contract assets, which are not significant and are included in the “other” line above. See Note 13, “Revenue,” for a further discussion about our contract assets. |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets [Abstract] | |
Other Assets | Other Assets Other assets consisted of the following: (in millions) December 31, December 31, Investments in affiliated companies $ 81.9 $ 79.2 Interest rate caps 16.5 9.4 Other investments 12.4 13.5 Marketable securities 12.4 12.7 Deposits 3.8 14.6 Deferred financing fees 1.6 2.0 Other 7.7 5.2 Total other assets $ 136.3 $ 136.6 See Note 8, “Investments in Affiliated Companies,” for additional information about investment in affiliated companies. See Note 10, “Other Liabilities” and Note 11, “Debt,” for additional information about the interest rate caps. Other investments include non-negotiable certificates of deposit that are recorded at their carrying value. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 December 31, 2017 Computer equipment and furniture $ 341.0 $ 276.1 Purchased software 134.4 119.4 Building and building improvements 107.9 99.2 Land 3.2 3.2 Total cost of property, plant and equipment 586.5 497.9 Less: accumulated depreciation (366.2 ) (299.3 ) Total property, plant and equipment, net of accumulated depreciation $ 220.3 $ 198.6 Depreciation expense, including depreciation of assets recorded under capital leases, for the years ended December 31, 2018 , 2017 and 2016 , was $76.6 million , $67.9 million and $67.7 million , respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
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 the United Kingdom, Africa, Canada, Latin America, India, and Asia Pacific within our International reportable segment. For 2018 , we performed the qualitative test for each of our reporting units and the results of our tests indicated that it was not more likely than not that the goodwill in any reporting unit was impaired, with the exception of Africa and Latin America. For Africa and Latin America, we also performed the quantitative test and determined that no impairment existed. Further, a 10% decrease in the estimated cash flows or a 10% increase in the discount rate would not result in an impairment. In prior years, the India and Asia-Pacific reporting units were combined. We separated them this year and performed a quantitative test on each of the reporting units and determined there was no impairment for either reporting unit. The goodwill impairment tests we performed during 2017 and 2016 also resulted in no impairment. At December 31, 2018 , there was no accumulated goodwill impairment loss. Goodwill allocated to our reportable segments as of December 31, 2018 , 2017 and 2016 , 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, 2016 $ 1,245.7 $ 687.0 $ 241.2 $ 2,173.9 Purchase accounting adjustments 14.2 — — 14.2 Acquisitions 161.4 — — 161.4 Foreign exchange rate adjustment — 19.3 — 19.3 Balance, December 31, 2017 $ 1,421.3 $ 706.3 $ 241.2 $ 2,368.8 Purchase accounting adjustments 33.0 — — 33.0 Acquisitions 230.1 744.2 — 974.3 Disposals — (0.1 ) — (0.1 ) Foreign exchange rate adjustment — (82.4 ) — (82.4 ) Balance, December 31, 2018 $ 1,684.4 $ 1,368.0 $ 241.2 $ 3,293.6 |
Other Current Liabilities
Other Current Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
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 $ 102.5 $ 84.6 Deferred revenue 73.1 13.2 Accrued employee benefits 35.1 34.1 Accrued legal and regulatory 33.2 46.3 Income taxes payable 17.0 8.5 Accrued interest 2.5 1.5 Contingent consideration 1.2 1.1 Other 19.5 18.5 Total other current liabilities $ 284.1 $ 207.8 The increase in accrued payroll is due primarily to the accrued payroll of businesses acquired in 2018. The increase in deferred revenue is due primarily to the deferred revenue of businesses acquired in 2018 and the impact of adopting ASC Topic 606. See Note 13, “Revenue,” for additional information about our deferred revenue. See Note 17, “Fair Value,” for additional information related to our contingent consideration obligations. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
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. The gross amount of intangible assets during 2018 increased $935.4 million due primarily to our 2018 business acquisitions of Callcredit, iovation, Rubixis and HPS, and expenditures to develop internal use software, partially offset by the impact of foreign exchange rate adjustments. Intangible assets consisted of the following: December 31, 2018 December 31, 2017 (in millions) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Database and credit files $ 1,380.4 $ (375.7 ) $ 1,004.7 $ 854.8 $ (302.0 ) $ 552.8 Internal use software 1,163.6 (582.6 ) 581.0 946.2 (489.4 ) 456.8 Customer relationships 632.3 (143.9 ) 488.4 439.5 (114.4 ) 325.1 Trademarks, copyrights and patents 571.7 (99.4 ) 472.3 572.1 (84.2 ) 487.9 Noncompete and other agreements 6.8 (5.1 ) 1.7 6.8 (3.6 ) 3.2 Total intangible assets $ 3,754.8 $ (1,206.7 ) $ 2,548.1 $ 2,819.4 $ (993.6 ) $ 1,825.8 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 fifteen years. Amortization expense related to intangible assets for the years ended December 31, 2018 , 2017 and 2016 , was $230.3 million , $170.1 million and $197.5 million , respectively. Estimated future amortization expense related to intangible assets at December 31, 2018 , is as follows: (in millions) Annual Amortization Expense 2019 $ 258.5 2020 239.1 2021 223.0 2022 214.1 2023 193.0 Thereafter 1,420.4 Total future amortization expense $ 2,548.1 |
Investments in Affiliated Compa
Investments in Affiliated Companies | 12 Months Ended |
Dec. 31, 2018 | |
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 account for nonmarketable investments in equity securities in which we are not able to exercise significant influence, our Cost Method Investments, at our initial cost, minus any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. For these investments, we adjust the carrying value for any purchases or sales of our ownership interests. We record any dividends received from these investments as other income in non-operating income and expense. For all investments, we adjust the carrying value if we determine that an other-than-temporary impairment has occurred and include the gain or loss adjustment in other income and expense in the consolidated statements of income. During 2018, 2017 and 2016, there were no material gain or loss adjustments recorded. Investments in affiliated companies consisted of the following: (in millions) December 31, December 31, Total equity method investments $ 44.0 $ 42.8 Cost Method investments 37.9 36.4 Total investments in affiliated companies $ 81.9 $ 79.2 These balances are included in other assets in the consolidated balance sheets. 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) 2018 2017 2016 Earnings from equity method investments $ 9.9 $ 9.1 $ 8.6 Dividends received from equity method investments $ 9.8 $ 7.4 $ 8.0 Dividends received from Cost Method Investments were $1.1 million , $1.0 million and $0.9 million in 2018 , 2017 and 2016 , respectively. Dividends received from Cost Method Investments are included in other income and expense. |
Revenue Revenue (Notes)
Revenue Revenue (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |
Revenue from Contract with Customer [Text Block] | Revenue All of our revenue is derived from contracts with customers and is reported as revenue in the Consolidated Statement of Income generally as, or at the point in time, the performance obligation is satisfied. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer, and is the unit of account under ASC Topic 606. We have contracts with two general groups of performance obligations; those that require us to stand ready to provide goods and services to a customer to use as and when requested (“Stand Ready Performance Obligations”) and those that do not require us to stand ready (“Other Performance Obligations”) . Our Stand Ready Performance Obligations include obligations to stand ready to provide data, process transactions, access our databases, software-as-a-service and direct-to-consumer products, rights to use our intellectual property and other services. Our Other Performance Obligations include the sale of certain batch data sets and various professional and other services. Most of our Stand Ready Performance Obligations consist of a series of distinct goods and services that are substantially the same and have the same monthly pattern of transfer to our customers. We consider each month of service in this time series to be a distinct performance obligation and, accordingly, recognize revenue over time. For a majority of these Stand Ready Performance Obligations the total contractual price is variable because our obligation is to process an unknown quantity of transactions, as and when requested by our customers, over the contract period. We allocate the variable price to each month of service using the time-series concept and recognize revenue based on the most likely amount of consideration to which we will be entitled to , which is generally the amount we have the right to invoice. This monthly amount can be based on the actual volume of units delivered or any guaranteed minimum, if higher. Occasionally we have contracts where the amount we will be entitled to for the transactions processed is uncertain, in which case we estimate the revenue based on what we consider to be the most likely amount of consideration we will be entitled to, and true-up any estimates as facts and circumstances evolve. Certain Stand Ready Performance Obligation fees result from contingent fee based contracts that require us to provide services before we have an enforceable right to payment. For these performance obligations, we recognize revenue at the point in time the contingency is met and we have an enforceable contract and right to payment. Certain of our Stand Ready Performance Obligation contracts include non-recurring, non-refundable up-front fees to cover our costs of setting up files or configuring systems to enable our customers to access our services. These fees are not fees for distinct performance obligations. When these fees are insignificant in relation to the total contract value we recognize such fees as revenue when invoiced. If such fees are significant we recognize them as revenue over the duration of the contract, the period of time for which we have contractually enforceable rights and obligations. For contracts where such fees are for a distinct performance obligation, we recognize revenue as or when the performance obligation is satisfied. Certain of our Other Performance Obligations, including certain batch data sets and certain professional and other services, are delivered at a point in time. Accordingly, we recognize revenue upon delivery, once we have satisfied that obligation. For certain Other Performance Obligations, including certain professional and other services, we recognize revenue over time, based on an estimate of progress towards completion of that obligation. For all contracts that include a Stand Ready Performance Obligation with variable pricing, we are unable to estimate the variable price attributable to future performance obligations because the number of units to be purchased is not known. As a result, we use the exception available to forgo disclosures about revenue attributable to the future performance obligations where we recognize revenue using the time-series concept as discussed above, including those qualifying for the right to invoice practical expedient. We also use the exception available to forgo disclosures about revenue attributable to contracts with expected durations of one year or less. During 2018, we recognized $20.2 million of revenue that was included in the balance of our deferred revenue at the beginning of the year as adjusted for the cumulative effect of adopting ASC Topic 606. In certain circumstances we apply the guidance in ASC Topic 606 to a portfolio of contracts with similar characteristics. We use estimates and assumptions when accounting for a portfolio that reflect the size and composition of the portfolio of contracts. Our contracts generally include standard commercial payment terms generally acceptable in each region, and do not include financing with extended payment terms. We have no significant obligations for refunds, warranties, or similar obligations . Our revenue does not include taxes collected from our customers. Accounts receivable are shown separately on our balance sheet. Contract assets and liabilities result due to the timing of revenue recognition, billings and cash collections. Contract assets include our right to payment for goods and services already transferred to a customer when the right to payment is conditional on something other than the passage of time, for example contracts where we recognize revenue over time but do not have a contractual right to payment until we complete the contract. Contract assets are included in our other current assets and are not material as of December 31, 2018. Contract liabilities consist of deferred revenue that is primarily short-term in nature, the long-term portion is not significant. These amounts are included in other current liabilities and other liabilities. For additional disclosures about the disaggregation of our revenue see Note 18, “Reportable Segments”. |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Stockholders’ Equity Common Stock Dividends On February 13, 2018, we announced that our board of directors approved a dividend policy pursuant to which we intend to pay quarterly cash dividends on our common stock. During 2018, the board of directors declared three quarterly dividends in May, August and November of $0.075 per share, that we paid in June, September and December. In total, we declared $42.6 million of dividends and paid $41.6 million , with the remainder dues as dividend equivalents to employees who hold restricted stock units when and if those units vest. Treasury Stock On February 13, 2017, our board of directors authorized the repurchase of up to $300.0 million of our common stock over the next 3 years . Our board of directors removed the three-year time limitation on February 8, 2018. On February 22, 2017, the Company purchased 1.85 million shares of common stock for a total of $68.3 million from the underwriters of a secondary offering of shares of our common stock by certain of our stockholders. On May 2, 2017, the Company purchased an additional 1.65 million shares of common stock for a total of $65.2 million from the underwriters of a secondary offering of shares of our common stock by certain of our stockholders. Preferred Stock As of December 31, 2018 and 2017 , we had 100.0 million shares of preferred stock authorized and no preferred stock issued or outstanding |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Other Liabilities, Noncurrent [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities consisted of the following: (in millions) December 31, December 31, Unrecognized tax benefits $ 19.6 $ 12.3 Interest rate swap 10.7 — Retirement benefits 10.2 12.2 Income tax payable 5.0 25.6 Deferred revenue 0.9 — Contingent consideration 0.1 — Purchase consideration payable — 12.2 Other 8.2 8.5 Total other liabilities $ 54.7 $ 70.8 We entered into an interest rate swap in December 2018. See Note 11, “Debt,” for further information about the swap. The decrease in income taxes payable was due to our 2017 federal tax overpayment being used to offset the one-time mandatory repatriation tax that resulted from the passage of the 2017 tax Act. In 2018, purchase consideration payable was released to the sellers of two businesses acquired in 2017. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt outstanding consisted of the following: (in millions) December 31, December 31, Senior Secured Term Loan B-3, payable in quarterly installments through April 9, 2023, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (4.52% at December 31, 2018 and 3.57% at December 31, 2017), including original issue discount and deferred financing fees of $5.0 million and $4.6 million, respectively, at December 31, 2018, and original issue discount and deferred financing fees of $6.2 million and $3.7 million, respectively, at December 31, 2017 $ 1,892.0 $ 1,971.5 Senior Secured Term Loan A-2, payable in quarterly installments through August 9, 2022, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (4.27% at December 31, 2018 and 3.07% at December 31, 2017), including original issue discount and deferred financing fees of $2.8 million and $3.6 million, respectively, at December 31, 2018, and original issue discount and deferred financing fees of $1.4 million and $0.3 million, respectively, at December 31, 2017 1,166.0 395.8 Senior Secured Term Loan B-4, payable in quarterly installments through June 19, 2025, with periodic variable interest at LIBOR or alternate base rate, plus applicable margin (4.52% at December 31, 2018), net of original issue discount and deferred financing fees of $2.3 million and $10.7 million, respectively, at December 31, 2018 982.0 — Senior Secured Revolving Line of Credit — 85.0 Other notes payable 7.3 11.0 Capital lease obligations 0.8 1.3 Total debt 4,048.1 2,464.6 Less short-term debt and current portion of long-term debt (71.7 ) (119.3 ) Total long-term debt $ 3,976.4 $ 2,345.3 Excluding any potential additional principal payments which may become 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, 2018 , were as follows: (in millions) December 31, 2019 $ 71.7 2020 93.5 2021 89.9 2022 1,044.9 2023 1,832.1 Thereafter 945.0 Unamortized original issue discounts and deferred financing fees (29.0 ) Total debt $ 4,048.1 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 B-3, Senior Secured Term Loan A-2, the Senior Secured Term Loan B-4 and the Senior Secured Revolving Line of Credit. On May 2, 2018, we amended certain provisions of our senior secured credit facility. This amendment among other things, allowed us the option to elect between two testing dates for the calculation of ratio requirements to enter into certain transactions. This amendment resulted in $0.1 million of fees expensed and recorded in other income and expense in the consolidated statements of income for the twelve months ended December 31, 2018, and $2.6 million of refinancing fees deferred on the balance sheet to be amortized into interest expense over the life of the loans. On June 19, 2018, we borrowed an additional $800.0 million against our Senior Secured Term Loan A-2 and $600.0 million against a new tranche 4 of our Senior Secured Term Loan B (“Senior Secured Term Loan B-4”) to fund the acquisition of Callcredit. On June 29, 2018, we borrowed an additional $400.0 million of our Senior Secured Term Loan B-4 to fund another acquisition and to repay a portion of our Senior Secured Revolving Line of Credit. The new financing resulted in $12.0 million of fees expensed and recorded in other income and expense in the consolidated statements of income for the twelve months ended December 31, 2018, and $19.7 million of financing fees deferred on the balance sheet to be amortized into interest expense over the life of the loans. Interest rates on the Senior Secured Term Loan B-3 are based on the London Interbank Offered Rate (“LIBOR”), unless otherwise elected, plus a margin of 2.00% . The Company is required to make principal payments at the end of each quarter of 0.25% of the 2017 refinanced principal balance plus additional borrowings with the remaining balance due April 9, 2023. The Company is 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 2018 and therefore no payment is required in 2019. Additional payments based on excess cash flows could be due in future years. On December 31, 2018, we made a prepayment of $60.0 million towards our Senior Secured Term Loan B-3, funded from our cash on hand. Interest rates on Senior Secured Term Loan A-2 are based on LIBOR , unless otherwise elected, plus a margin of 1.25% , 1.50% or 1.75% depending on our total net leverage ratio. The Company is required to make principal payments of 0.625% , of the 2017 refinanced principal balance plus additional borrowings, at the end of each quarter through September 2019, increasing to 1.25% each quarter thereafter, with the remaining balance due August 9, 2022. Interest rates on the new Senior Secured Term Loan B-4 are based on LIBOR, unless otherwise elected, plus a margin of 2.00% . We are required to make principal payments on the Senior Secured Term Loan B-4 at the end of each quarter of 0.25% starting in the third quarter of 2018, with the remaining balance due June 19, 2025. Interest rates on the Senior Secured Revolving Line of Credit are based on LIBOR , unless otherwise elected, plus a margin of 1.25% , 1.50% or 1.75% depending on our total net leverage ratio. There is a 0.20% , 0.25% or 0.30% 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 August 9, 2022. During 2018, we borrowed $125.0 million under the Senior Secured Revolving Line of Credit to partially fund various acquisitions and for general corporate purposes. During the year, we repaid $210.0 million of the borrowing on the Senior Secured Revolving Line of Credit. As of December 31, 2018 , the full amount of the $300.0 million revolving credit facility was available for use. TransUnion also has the ability to request incremental loans on the same terms under the existing senior secured credit facility up to the greater of an additional $675.0 million and 100% of Consolidated EBITDA. Consolidated EBITDA is reduced to the extent that the senior secured net leverage ratio is above 4.25 -to-1. In addition, so long as the senior secured net leverage ratio does not exceed 4.25 -to-1, we may incur additional incremental loans, 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, make certain investments, and may be required to make certain restricted payments. The senior secured net leverage ratio must not exceed 5.5 -to-1 at any such test date. TransUnion may make dividend payments up to an unlimited amount under the terms of the senior secured credit facility provided that no default or event of default exists and so long as the total net leverage ratio does not exceed 4.75 -to-1. As of December 31, 2018, we were in compliance with all debt covenants. On December 17, 2018, we entered into interest rate swap agreements with various counter-parties that effectively fixes our LIBOR exposure on a portion of our existing senior secured term loans or similar replacement debt at approximately 2.647% to 2.706% . We have designated these swap agreements as cash flow hedges. The current aggregate notional amount under these agreements is $1,450.0 million , decreasing each quarter until the second agreement terminates on December 30, 2022. 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 current aggregate notional amount under these agreements is $1,451.8 million and will continue to decrease each quarter 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% . Both the interest rate swaps and 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 swaps and interest rate caps is recorded in other comprehensive income (loss). The ineffective portion of changes in the fair value of the swaps and caps is recorded in other income and expense. The ineffective portion of the changes in fair value of the caps, which is due to, and will continue to result from, the cost of financing the cap premium. The effective portion of the change in the fair value of the swaps resulted in an unrealized loss of $8.1 million for the year ended December 31, 2018 recorded in other comprehensive income. We expect to recognize a loss of approximately $1.5 million into interest expense related to the expected LIBOR exceeding the fix rates over the next twelve months. There was no ineffectiveness on the swap for the year. The effective portion of the change in the fair value of the caps resulted in an unrealized gain of $5.7 million , an unrealized gain of $6.2 million , and an unrealized loss of $7.5 million , net of tax, for the years ended December 31, 2018 , 2017 and 2016, respectively, recorded in other comprehensive income. The ineffective portion of the change in the fair value of the caps resulted in a gain of $0.7 million , and a loss of $0.3 million and $0.5 million for the years ended December 31, 2018, 2017 and 2016, respectively, recorded in other income and expense. 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 2018, 2017 and 2016 was a gain of $2.4 million ( $1.5 million net of tax), and a loss of $4.3 million ( $2.8 million net of tax) and $1.6 million ( $1.0 million net of tax), respectively. We expect to reclassify a gain of approximately $6.2 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, 2018 , the fair value of our variable-rate Senior Secured Term Loan A-2, excluding original issue discounts and deferred fees, approximates the carrying value. As of December 31, 2018 , the fair value of our Senior Secured Term Loan B-3 and B-4, excluding original issue discounts and deferred fees, was approximately $1,837.4 million and $958.9 million , respectively. The fair values of our variable-rate term loans are determined using Level 2 inputs, and quoted market prices for the publicly traded instruments. |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | 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, 2018 , there were 0.1 million anti-dilutive stock-based awards outstanding. In addition, there were 1.1 million contingently issuable performance- and 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, 2017 , there were 0.1 million anti-dilutive stock-based awards outstanding. In addition, there were no contingently performance- and market-based issuable stock awards outstanding As of December 31, 2016 , there were 0.1 million anti-dilutive 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 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, except per share data) 2018 2017 2016 Income from continuing operations $ 289.0 $ 451.6 $ 131.4 Less: income from continuing operations attributable to noncontrolling interests (10.9 ) (10.4 ) (10.8 ) Income from continuing operations attributable to TransUnion $ 278.1 $ 441.2 $ 120.6 Discontinued operations, net of tax (1) (1.5 ) — — Net income attributable to TransUnion $ 276.6 $ 441.2 $ 120.6 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.51 $ 2.42 $ 0.66 Discontinued operations, net of tax (0.01 ) — — Net Income attributable to TransUnion $ 1.50 $ 2.42 $ 0.66 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.46 $ 2.32 $ 0.65 Discontinued operations, net of tax (1) (0.01 ) — — Net Income attributable to TransUnion $ 1.45 $ 2.32 $ 0.65 Weighted-average shares outstanding: Basic 184.6 182.4 182.6 Dilutive impact of stock based awards 6.2 7.4 2.0 Diluted 190.9 189.9 184.6 (1) Discontinued operations for the twelve months ended December 31, 2017 and 2016 is zero . |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Basic and diluted weighted average shares outstanding and earnings per share were as follows: Twelve Months Ended December 31, (in millions, except per share data) 2018 2017 2016 Income from continuing operations $ 289.0 $ 451.6 $ 131.4 Less: income from continuing operations attributable to noncontrolling interests (10.9 ) (10.4 ) (10.8 ) Income from continuing operations attributable to TransUnion $ 278.1 $ 441.2 $ 120.6 Discontinued operations, net of tax (1) (1.5 ) — — Net income attributable to TransUnion $ 276.6 $ 441.2 $ 120.6 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.51 $ 2.42 $ 0.66 Discontinued operations, net of tax (0.01 ) — — Net Income attributable to TransUnion $ 1.50 $ 2.42 $ 0.66 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.46 $ 2.32 $ 0.65 Discontinued operations, net of tax (1) (0.01 ) — — Net Income attributable to TransUnion $ 1.45 $ 2.32 $ 0.65 Weighted-average shares outstanding: Basic 184.6 182.4 182.6 Dilutive impact of stock based awards 6.2 7.4 2.0 Diluted 190.9 189.9 184.6 (1) Discontinued operations for the twelve months ended December 31, 2017 and 2016 is zero . |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
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) 2018 2017 2016 Federal Current $ 62.7 $ 82.3 $ 53.9 Deferred (57.0 ) (221.8 ) (21.3 ) State Current 11.9 8.4 6.9 Deferred (3.9 ) 9.9 10.6 Foreign Current 48.9 43.0 35.4 Deferred (8.1 ) (0.9 ) (11.5 ) Total provision (benefit) for income taxes $ 54.5 $ (79.1 ) $ 74.0 The components of income before income taxes consisted of the following: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Domestic $ 256.5 $ 265.7 $ 128.0 Foreign 87.0 106.8 77.4 Income before income taxes $ 343.5 $ 372.5 $ 205.4 The effective income tax rate reconciliation consisted of the following: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Income taxes at statutory rate $ 72.1 21.0 % $ 130.4 35.0 % $ 71.9 35.0 % Increase (decrease) resulting from: State taxes, net of federal benefit 10.2 3.0 % 5.6 1.5 % 15.4 7.5 % Foreign rate differential 9.7 2.8 % (5.3 ) (1.4 )% (1.8 ) (0.9 )% Tax impact of unremitted foreign earnings 5.7 1.7 % 2.1 0.6 % (6.4 ) (3.1 )% U.S. tax impact of foreign earnings (24.2 ) (7.0 )% 6.5 1.8 % 4.7 2.3 % R&D & DPAD tax credit (2.2 ) (0.7 )% (3.8 ) (1.0 )% (5.0 ) (2.4 )% One-time impacts of U.S. tax reform 5.3 1.5 % (175.3 ) (47.1 )% — — % Excess Tax Benefit on stock-based compensation (30.2 ) (8.8 )% (39.3 ) (10.5 )% — — % Nondeductible transaction costs 3.1 0.9 % 1.1 0.3 % 0.7 0.4 % Other 5.0 1.5 % (1.1 ) (0.4 )% (5.5 ) (2.8 )% Total $ 54.5 15.9 % $ (79.1 ) (21.2 )% $ 74.0 36.0 % We finalized the accounting impacts of the Act in connection with filing our 2017 U.S. federal income tax return during the fourth quarter 2018. This resulted in an increase to income tax expense of $5.3 million , offsetting our original $175.3 million tax benefit estimated under SAB 118 during the fourth quarter 2017. We also elected to report Global Intangible Low Taxed Income (“GILTI”) in income tax expense as part of the current income tax provision. For 2018, we reported an effective tax rate of 15.9% , which is lower than the 21.0% U.S. federal statutory rate due primarily from the release of valuation allowances on foreign tax credit carryforwards and excess tax benefits on stock based compensation that is now recorded to tax expense due to our adoption of ASU 2016-09 on January 1, 2017, partially offset by state taxes and foreign taxes in jurisdictions which have tax rates that are higher than the U.S. corporate tax rate. For 2017, we reported a negative 21.2% effective tax rate, which is lower than the 35.0% U.S. federal statutory rate due primarily to the one-time decreases resulting from enactment of the Act in December 2017 and the excess tax benefits on stock-based compensation that is now recorded to tax expense upon our adoption of ASU 2016-09 on January 1, 2017. For 2016, we reported 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. Components of net deferred income tax consisted of the following: (in millions) December 31, 2018 December 31, 2017 Deferred income tax assets: Compensation $ 24.1 $ 16.4 Employee benefits 13.1 2.5 Legal reserves and settlements 3.9 5.2 Hedge investments 1.2 1.1 Financing related costs 2.5 — Loss and credit carryforwards 103.7 105.7 Other 11.8 7.7 Gross deferred income tax assets 160.3 138.6 Valuation allowance (51.9 ) (85.3 ) Total deferred income tax assets, net $ 108.4 $ 53.3 Deferred income tax liabilities: Depreciation and amortization $ (568.8 ) $ (454.7 ) Taxes on undistributed foreign earnings (11.0 ) (7.3 ) Other (4.2 ) (8.8 ) Total deferred income tax liability (584.0 ) (470.8 ) Net deferred income tax liability $ (475.6 ) $ (417.5 ) Deferred tax assets and liabilities result from temporary differences between tax and accounting policies. Our balance sheet includes a deferred tax asset of $2.4 million and $1.9 million at December 31, 2018 and 2017, respectively, that is included in other assets. If certain deferred tax assets are not likely to be recovered in future years, a valuation allowance is recorded. During 2018, we released $33.4 million of valuation allowances on foreign tax credit carryforwards, which are more likely than not projected to be realized prior to their expiration. This was primarily a result of recently issued Treasury Regulations applicable to the Act. As of December 31, 2018 and 2017, a valuation allowance of $51.9 million and $85.3 million , respectively, reduced deferred tax assets generated by capital losses, U.S. federal net operating losses, foreign losses, foreign tax credits and certain state net operating loss and credit carryforwards. Capital loss carryforwards expire over one to three years , U.S. federal net operating losses over twelve to sixteen years , foreign loss carryforward over six to an indefinite numbers of years, foreign tax credit carryforward over the next ten years , state net operating loss and credit carryforwards over the next two to eighteen years . The total amount of unrecognized tax benefits as of December 31, 2018 and 2017, was $19.6 million and $12.3 million , respectively. The amounts that would affect the effective tax rate if recognized are $12.3 million and $8.2 million , respectively. The total amount of unrecognized tax benefits consisted of the following: (in millions) December 31, 2018 December 31, 2017 Balance as of beginning of period $ 12.3 $ 4.8 Increase in tax positions of prior years 7.6 2.8 Decrease in tax positions of prior years (1.0 ) — Increase in tax positions of current year 0.7 4.7 Balance as of end of period $ 19.6 $ 12.3 We classify interest on unrecognized tax benefits and income tax penalties as income tax 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. There was no significant interest expense related to taxes for the years ended December 31, 2018, 2017 or 2016, and no significant liability recorded for interest payable as of December 31, 2018 or 2017. There was no significant expense recognized for tax penalties for the years ended December 31, 2018, 2017 or 2016, and no significant liability recorded for tax penalties as of December 31, 2018 or 2017. 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 2010 and forward remain open for examination some foreign jurisdictions, 2011 and forward in some state jurisdictions, and 2012 and forward for U.S. federal purposes. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments | Stock-Based Compensation For the years ended December 31, 2018 , 2017 and 2016 , we recognized stock-based compensation expense of $61.4 million , $47.7 million and $31.2 million , respectively, with related income tax benefits of approximately $14.9 million , $16.3 million and $11.3 million , respectively. Of the stock-based compensation expense recognized in 2018 , 2017 and 2016 , $3.5 million , $14.6 million and $6.8 million , respectively, was from cash-settleable awards. 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. As of December 31, 2018 , there were approximately 2.7 million of unvested awards outstanding and approximately 0.1 million of awards have vested under the 2015 Plan. 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, 2018 , the Company has issued approximately 0.5 million 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 stockholder return on investment conditions (market condition options). These stockholder return on investment conditions were satisfied in February 2017, and all remaining outstanding stock options now vest solely on the passage of time. 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 now that the market conditions have been satisfied. There were no stock options granted during 2018, 2017, and 2016. Stock option activity as of December 31, 2018 and 2017 , and for the year ended December 31, 2018 , consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2017 5,494,372 $ 7.42 5.4 $ 261.2 Granted — — Exercised (2,335,312 ) 7.11 Forfeited (78,912 ) 13.59 Expired — — Outstanding as of December 31, 2018 3,080,148 $ 7.49 4.4 $ 151.9 Expected to vest as of December 31, 2018 220,165 $ 12.87 5.8 $ 9.7 Exercisable as of December 31, 2018 2,854,770 $ 7.07 4.3 $ 142.0 As of December 31, 2018 , stock-based compensation expense remaining to be recognized in future years related to options, excluding an estimate for forfeitures, was $0.9 million with a weighted-average recognition period of 1.2 years . During 2018 , cash received from the exercise of stock options was $16.6 million and the tax benefit realized from the exercise of stock options was $32.3 million . The intrinsic value of options exercised and the fair value of options vested for the periods presented are as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Intrinsic value of options exercised $ 134.4 $ 120.3 $ 19.4 Total fair value of options vested $ 10.3 $ 14.0 $ 3.9 Stock Appreciation Rights The Company granted no stock appreciation rights (“SARs”) during the years ended December 31, 2018 , 2017 and 2016 . 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 stockholder return on investment conditions. These stockholder return on investment conditions were satisfied in February 2017, and all remaining outstanding SARs now vest solely on the passage of time. 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, 2018 , less than 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, 2018 , 2017 , and 2016 , $6.2 million , $13.5 million , and $1.8 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 $0.4 million based on the fair value of the awards at December 31, 2018 . As of December 31, 2018 , there were 0.2 million SARs outstanding. 2015 Plan Restricted Stock Units During 2018 , 2017 and 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 and 50% performance awards consisting of performance restricted stock units that vest based on the passage of time, subject to meeting certain 3-year revenue and Adjusted EBITDA cumulative annual growth rate (“CAGR”) targets and market-based performance restricted stock units that vest based on the passage of time, subject to meeting certain relative total stockholder return (“TSR”) targets. For the performance awards, including the market-based performance awards, between zero and 200% of the units granted may eventually vest, based upon the final CAGR and TSR achievement relative to the targets. 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, 2018 and 2017 , and for the year ended December 31, 2018 , consisted of the following: Shares Weighted Fair Value Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2017 1,990,114 $ 32.89 1.5 $ 109.4 Granted 904,592 64.21 Vested (56,117 ) 44.07 Forfeited (145,594 ) 38.90 Expired — — Outstanding as of December 31, 2018 2,692,995 $ 42.86 1.1 $ 153.0 Expected to vest as of December 31, 2018 3,374,991 $ 40.93 0.9 $ 191.7 The fair value and intrinsic value of restricted stock units that vested during the year ended December 31, 2018 was $2.5 million and $3.5 million , respectively. As of December 31, 2018 , stock-based compensation expense remaining to be recognized in future years related to restricted stock units that we currently expect to vest, excluding an estimate for forfeitures, was $68.8 million , with weighted-average recognition periods of 1.9 years . Restricted Stock During 2016 , the Company granted 24,800 shares of restricted stock under the 2015 Plan that vested during 2017 . The weighted average grant date fair value was $30.24 . During 2017 , the Company granted 25,868 shares of restricted stock under the 2015 Plan that vested during 2018 . The weighted average grant date fair value was $40.58 . During 2018 , the Company granted 19,372 shares of restricted stock under the 2015 Plan that vest one year from the grant date. The weighted average grant date fair value was $69.66 . As of December 31, 2018 , stock-based compensation expense remaining to be recognized in future years related to these shares of restricted stock was $0.5 million , with a weighted average recognition period of five months . Other In connection with the acquisition of iovation, TransUnion granted performance share unit (“PSU”) awards representing the right to receive, in the aggregate, a targeted 1.1 million shares of TransUnion common stock to certain employees of iovation. The actual number of PSUs that will vest can range from zero to 250% of the targeted shares, depending on actual 2020 revenue compared with targeted 2020 revenue. Employees forfeit their PSUs if they do not remain employed by TransUnion through December 31, 2020 , but any forfeited shares are reallocated to a subset of employees under a last-man-standing provision. The PSU awards were approved by the Compensation Committee of the Board of Directors of TransUnion and were granted as employment inducement awards pursuant to New York Stock Exchange rules. Performance share unit activity associated with the acquisition of iovation as of December 31, 2018 and 2017 , and for the year ended December 31, 2018 , consisted of the following: Shares Weighted Fair Value Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2017 — $ — — $ — Granted 1,126,090 71.66 Vested — — Forfeited (9,769 ) 71.64 Expired — — Outstanding as of December 31, 2018 1,116,321 $ 71.66 2.0 $ 63.4 Expected to vest as of December 31, 2018 653,293 $ 71.66 2.0 $ 37.1 Of the stock-based compensation expense recognized in 2018 , $9.4 million was from the performance unit awards issued in connection with the acquisition of iovation. As of December 31, 2018 , stock-based compensation expense remaining to be recognized in future years related to performance share units that we currently expect to vest in association with the acquisition of iovation, excluding an estimate for forfeitures, was $40.8 million , with weighted-average recognition periods of 2.0 years . |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018: (in millions) Total Level 1 Level 2 Level 3 Assets Interest rate caps $ 16.5 $ — $ 16.5 $ — Trading securities 12.4 7.8 4.6 — Available-for-sale securities 2.9 — 2.9 — Total $ 31.8 $ 7.8 $ 24.0 $ — Liabilities Interest rate swaps $ (10.7 ) $ — $ (10.7 ) $ — Contingent consideration (1.3 ) — — (1.3 ) Total $ (12.0 ) $ — $ (10.7 ) $ (1.3 ) 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, interest rate caps and interest rate swaps. Pooled separate accounts are designated as trading securities valued at net asset values. These securities relate to the nonqualified deferred compensation plan held in trust for the benefit of plan participants. Foreign exchange-traded corporate bonds are available-for-sale securities valued at their current quoted prices. These securities mature between 2027 and 2033. 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 interest rate swaps fair values are determined using the market standard methodology of discounting the future expected net cash receipts or payments that would occur if variable interest rates rise above or fall below the fixed rates of the swaps. The variable interest rates used in the calculations of projected receipts on both the caps and swaps are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. See Note 11, “Debt” for additional information regarding interest rate caps and interest rate swaps. Unrealized gains and losses on trading securities are included in net income, while unrealized gains and losses on available-for- sale securities are included in other comprehensive income. There were no significant realized or unrealized gains or losses on our securities for any of the periods presented. Level 3 instruments consist of contingent consideration obligations related to companies we have acquired with remaining maximum payouts totaling $4.2 million . These obligations are contingent upon meeting certain quantitative or qualitative performance metrics through 2018 and are included in other current liabilities and other liabilities on our balance sheet. The fair values of the obligations are determined based on an income approach, using our expectations of the future expected 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 2018, we recorded expenses of $0.4 million as a result of changes to the fair value of these obligations. |
Reportable Segments
Reportable Segments | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Reporting Segments | Reportable Segments Over the past few years, we have completed a significant number of acquisitions that have transformed our business. We have also developed a significant number of new product offerings that have further diversified our portfolio of businesses. As a result of the evolution of our business, we have changed the disaggregated revenue and our measure of segment profit (Adjusted EBITDA) information that we provide to our chief operating decision makers (our “CODM”) to better align with how we manage the business. Accordingly, our disclosures around the disaggregation of our revenue and the measure of segment profit have been recast for all periods presented to conform to the information used by our CODM. We have not changed our reportable segments and these changes do not impact our consolidated results. We have three reportable segments, U. S. Information Services (“USIS”), International, and Consumer Interactive, and the Corporate unit, which provides support services to each of the segments. Our CODM uses the profit measure of Adjusted EBITDA, on both a consolidated and segment basis, to allocate resources and assess performance of our businesses. We use Adjusted EBITDA as our profit measure because it eliminates the impact of certain items that we do not consider indicative of operating performance, which is useful to compare operating results between periods. Our board of directors and executive management team also use Adjusted EBITDA as a compensation measure for both segment and corporate management under our incentive compensation plans. Adjusted EBITDA is also a measure frequently used by securities analysts, investors and other interested parties in their evaluation of the operating performance of companies similar to ours. We define Adjusted EBITDA as net income (loss) attributable to each segment plus (less) loss (income) from discontinued operations, plus net interest expense, plus (less) provision (benefit) for income taxes, plus depreciation and amortization, plus (less) certain deferred revenue acquisition revenue-related adjustments, plus stock-based compensation, plus mergers, acquisitions, divestitures and business optimization-related expenses including Callcredit integration-related expenses, plus (less) certain other expenses (income). The segment financial information below aligns with how we report information to our CODM to assess operating performance and how we manage the business. The accounting policies of the segments are the same as described in Note 1, “Significant Accounting and Reporting Policies” and Note 13, “Revenue.” The following is a more detailed description of our 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 consumers’ 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 methods in our USIS segment allow us to serve a broad set of customers across industries. We report disaggregated revenue of our USIS segment for the following verticals: • Financial Services: The financial services vertical, which accounts for 53% of our 2018 USIS revenue, consists of our consumer lending, mortgage, auto and cards and payments lines of business. Our financial services clients consist of most banks, credit unions, finance companies, auto lenders, mortgage lenders, online-only lenders (FinTech), and other consumer lenders in the United States. We also distribute our solutions through most major resellers, secondary market players and sales agents. Beyond traditional lenders, we work with a variety of credit arrangers, such as auto dealers and peer-to-peer lenders. We provide solutions across every aspect of the lending lifecycle; customer acquisition and engagement, fraud and ID management, retention and recovery. Our products are focused on mitigating risk and include credit reporting, credit marketing, analytics and consulting, identity verification and authentication and debt recovery solutions. • Emerging Verticals: Emerging verticals include healthcare, insurance, collections, property management, public sector and other diversified markets. Our solutions in these verticals are similar to the solutions in our financial services vertical and also address the entire customer lifecycle. We offer onboarding and retention solutions, transaction processing products, scoring products, marketing solutions, analytics and consulting, identity management and fraud solutions, and revenue optimization and collections solutions. 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. We report disaggregated revenue of our International segment for the following regions: the United Kingdom, Canada, Latin America, Africa, India, and Asia Pacific. 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 and disaggregated revenue consisted of the following: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Gross revenue: U.S. Information Services: Financial Services $ 765.1 $ 620.0 $ 551.7 Emerging Verticals 679.6 584.1 493.4 Total U.S. Information Services $ 1,444.7 $ 1,204.1 $ 1,045.1 International: Canada $ 96.0 $ 85.8 $ 73.9 Latin America 102.3 98.4 86.9 United Kingdom 71.3 — — Africa 64.2 61.3 60.6 India 81.8 64.6 47.5 Asia Pacific 56.7 51.9 45.0 Total International $ 472.4 $ 361.9 $ 313.9 Total Consumer Interactive $ 475.8 $ 432.1 $ 407.1 Total revenue, gross $ 2,392.9 $ 1,998.1 $ 1,766.0 Intersegment revenue eliminations: U.S. Information Services $ (70.0 ) $ (59.3 ) $ (57.0 ) International (5.1 ) (4.8 ) (4.0 ) Consumer Interactive (0.7 ) (0.2 ) — Total intersegment eliminations (75.7 ) (64.2 ) (61.1 ) Total revenues, net $ 2,317.2 $ 1,933.8 $ 1,704.9 Adjusted EBITDA: U.S. Information Services $ 576.1 $ 492.3 $ 428.6 International 193.0 135.0 113.7 Consumer Interactive 237.6 211.0 181.6 Corporate (89.8 ) (90.2 ) (87.2 ) Consolidated Adjusted EBITDA $ 916.9 $ 748.1 $ 636.8 As a result of displaying amounts in millions, rounding differences may exist in the tables above and below. A reconciliation of net income attributable to TransUnion to Adjusted EBITDA for the periods presented is as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Net income attributable to TransUnion $ 276.6 $ 441.2 $ 120.6 Discontinued operations 1.5 — — Net income from continuing operations attributable to TransUnion 278.1 441.2 120.6 Net interest expense 132.0 82.1 80.9 Provision (benefit) for income taxes 54.5 (79.1 ) 74.0 Depreciation and amortization 306.9 238.0 265.2 EBITDA 771.5 682.2 540.7 Adjustments to EBITDA: Acquisition-related revenue adjustments 28.1 — — Stock-based compensation 61.4 47.7 31.2 Mergers and acquisitions, divestitures and business optimization 38.7 8.5 18.5 Technology transformation — — 23.3 Other 17.2 9.7 23.1 Total adjustments to EBITDA 145.4 65.9 96.1 Adjusted EBITDA $ 916.9 $ 748.1 $ 636.8 Earnings from equity method investments included in non-operating income and expense was as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 U.S. Information Services $ 2.6 $ 2.0 $ 1.9 International 7.3 7.1 6.7 Total $ 9.9 $ 9.1 $ 8.6 Total assets, by segment, consisted of the following: (in millions) December 31, 2018 December 31, 2017 U.S. Information Services $ 3,541.2 $ 3,070.9 International 2,991.4 1,538.0 Consumer Interactive 466.9 431.9 Corporate 40.3 77.7 Total $ 7,039.8 $ 5,118.5 Cash paid for capital expenditures, by segment, was as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 U.S. Information Services $ 122.7 $ 88.8 $ 82.5 International 44.1 34.3 30.2 Consumer Interactive 11.2 9.6 9.1 Corporate 2.1 2.6 2.2 Total $ 180.1 $ 135.3 $ 124.0 Depreciation and amortization expense by segment was as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 U.S. Information Services $ 191.2 $ 160.6 $ 191.0 International 98.4 61.5 57.2 Consumer Interactive 12.2 10.7 11.7 Corporate 5.1 5.2 5.3 Total $ 306.9 $ 238.0 $ 265.2 Percentage of revenue based on where it was earned, was as follows: Twelve Months Ended December 31, 2018 2017 2016 Domestic 80 % 82 % 82 % International 20 % 18 % 18 % 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, 2018 2017 2016 Domestic 60 % 78 % 78 % International 40 % 22 % 22 % The increase in the percentage of International long-lived assets in 2018 is a result of our Callcredit acquisition. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2018 | |
Commitments [Abstract] | |
Commitments | Commitments Future minimum payments for noncancelable operating leases, purchase obligations and other liabilities in effect as of December 31, 2018 , are payable as follows: (in millions) Operating Leases Purchase Obligations and Other Total 2019 $ 21.7 $ 251.3 $ 273.0 2020 18.9 45.7 64.6 2021 15.4 29.6 45.0 2022 10.5 4.1 14.6 2023 8.7 0.6 9.3 Thereafter 20.7 0.2 20.9 Totals $ 95.9 $ 331.5 $ 427.4 Purchase obligations include $169.9 million of trade accounts payable that were included in our balance sheet as of December 31, 2018 . Purchase obligations include commitments for outsourcing services, royalties, data licenses, and maintenance and other operating expenses. Rental expense related to operating leases was $19.6 million , $15.7 million , and $14.0 million for the years ended December 31, 2018 , 2017 and 2016 , 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, 2018 | |
Loss Contingency [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, 2018 and 2017 , we accrued $33.2 million and $46.3 million , respectively, for anticipated claims. 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 ( Cortez v. Trans Union LLC ) in 2010, 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 Ramirez (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 sought 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 was 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 . In January 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. As a result of mediation in May 2017 and without admitting any wrongdoing, we agreed, with the consent of our insurance carrier, to the terms of an $8.0 million settlement of all class, subclass and individual claims in the Patel matter, which was primarily accrued in the prior year. In March 2018, the Court granted final approval of the settlement and the final settlement was paid to the settlement administrator on May 17, 2018. The Miller and Larson cases were consolidated in the United States District Court for the Northern District of California, and on May 1, 2018, we agreed to the terms of a settlement of all class and individual claims, pursuant to which we will pay attorneys’ fees and representative plaintiffs’ awards, which are not material, mail corrective disclosures to class members and provide them three years of single-bureau credit monitoring. On November 29, 2018, the Court granted final approval of the settlement and letters were mailed to all class members on December 19, 2018, containing information about credit monitoring services. On June 21, 2017, the jury in Ramirez returned a verdict in favor of a class of 8,185 individuals in the amount of approximately $8.1 million ( $984.22 per class member) in statutory damages and approximately $52.0 million ( $6,353.08 per class member) in punitive damages. In November 2017, the trial court denied our post-trial motions for judgment as a matter of law, a new trial and a reduction on the jury verdict, and we appealed the Ramirez ruling to the United States Court of Appeals for the Ninth Circuit. Oral argument is scheduled for February 14, 2019. We have posted a bond at nominal cost to stay the execution of the judgment pending resolution of our appeal. The timing and outcome of the ultimate resolution of this matter is uncertain. Despite the jury verdict, we continue to believe that we have not willfully violated any law and have meritorious grounds for seeking modification of the judgment on appeal. Given the complexity and uncertainties associated with the outcome of the current and any subsequent appeals, there is a wide range of potential results, from vacating the judgment in its entirety to upholding some or all aspects of the judgment. As of December 31, 2018, we have recorded a charge for this matter equal to our current estimate of probable losses and our cost of defending this matter, net of amounts we expect to receive from our insurance carriers, the impact of which is not material to our financial condition or results of operations. That charge does not include any accrual with respect to the punitive damages awarded by the jury since it is not probable, based on current legal precedent, that an award for punitive damages in conjunction with statutory damages for the alleged conduct will survive the post-judgment actions. We currently estimate, however, that the reasonably possible loss in future periods for punitive damages falls within a range from zero to something less than the amount of the statutory damages awarded by the jury. This estimate is based on currently available information. As available information changes, our estimates may change as well. We believe we will have full insurance coverage for our current estimate of probable losses and the legal fees and expenses we have incurred and will incur for defending this matter should this matter be unfavorably resolved against us after exhaustion of our post-judgment options. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions Data and Data Services In 2018, 2017 and 2016, we entered into a series of transactions with affiliates of Goldman, Sachs & Co. (“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 $10.5 million , $5.0 million and $1.4 million in 2018, 2017 and 2016, respectively. From February 15, 2012 through March 8, 2018, investment funds affiliated with GS owned at least 10% of our outstanding common stock and had a least one designee serving on our board of directors. Debt and Hedge Activities As of December 31, 2018 and 2017 , interest accrued on our debt and hedge owed to related parties was less than $0.1 million for each period. As of December 31, 2018 there was $1.6 million of our TLB-4 was owed to affiliates of GS. As of December 31, 2017, there was $57.1 million and $12.0 million of our TLA-2 and senior secured revolving line of credit, respectively, owed to affiliates of GS. As of December 31, 2018, there was no senior secured revolving line of credit outstanding and none of our TLA-4 was owed to affiliates of GS. During 2018, we entered into an interest rate swap agreement with one of the counter-parties being an affiliate of GS. As of December 31, 2018 the GS proportion of the fair value of the swap was a liability of $4.4 million . As of December 31, 2018 and 2017, the GS proportion of the fair value of the cap was an asset of $1.7 million and $2.4 million , respectively. For the years ended December 31, 2018 , 2017 and 2016, affiliates of GS were paid $2.4 million , $6.4 million and $3.9 million respectively, of interest expense and fees related to debt and hedge instruments. 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. Associated Organizations of Directors and Executive Officers During the year ended December 31, 2018, TransUnion entered into a three-year contract with BMC Software Inc. (BMC) to provide us with ITSM SAAS (IT service management, software as a service) after a competitive bidding process. Robert Beauchamp, a Director of TransUnion as of June 20, 2018, was the Chairman of BMC’s Board until October 12, 2018, at which time he resigned, and was formerly BMC’s President and CEO. During the year ended December 31, 2018 , TransUnion paid $2.8 million for services provided by BMC. Given that the services provided by BMC are easily obtainable/replaceable from a number of third parties and the services are for TransUnion’s internal use and not used to generate revenue, the services are not considered to be qualitatively significant or material to TransUnion. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The quarterly financial data for 2018 and 2017 consisted of the following: Three Months Ended (in millions) December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 Revenue $ 613.1 $ 603.6 $ 563.1 $ 537.4 Operating income 130.7 122.1 134.4 125.2 Income from continuing operations 105.5 50.8 57.3 75.4 Net income 105.4 49.4 57.3 75.4 Net income attributable to TransUnion 102.1 46.3 55.0 73.1 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 0.55 $ 0.26 $ 0.30 $ 0.40 Net Income attributable to TransUnion $ 0.55 $ 0.25 $ 0.30 $ 0.40 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 0.53 $ 0.25 $ 0.29 $ 0.38 Net Income attributable to TransUnion $ 0.53 $ 0.24 $ 0.29 $ 0.38 Three Months Ended (in millions) December 31, 2017 (1) September 30, 2017 June 30, 2017 March 31, 2017 Revenue $ 506.1 $ 498.0 $ 474.8 $ 455.0 Operating income 121.5 126.6 115.5 101.1 Income from continuing operations 247.9 71.9 67.3 64.5 Net income 247.9 71.9 67.3 64.5 Net income attributable to TransUnion 245.1 68.8 64.9 62.3 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.34 $ 0.38 $ 0.36 $ 0.34 Net Income attributable to TransUnion $ 1.34 $ 0.38 $ 0.36 $ 0.34 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.29 $ 0.36 $ 0.34 $ 0.33 Net Income attributable to TransUnion $ 1.29 $ 0.36 $ 0.34 $ 0.33 (1) Net income, net income attributable to TransUnion, and basic and diluted earnings per share for the fourth quarter of 2017 included a significant tax provision benefit as a result of the impact of the Act. See Note 15, “Income Taxes,” for further information. 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, 2018 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Loss The following table sets forth the changes in each component of accumulated other comprehensive 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 Loss 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 ) Change 33.1 6.5 (0.1 ) 39.5 Balance, December 31, 2017 $ (134.5 ) $ (1.0 ) $ 0.2 $ (135.3 ) Change (145.1 ) (2.3 ) — (147.4 ) Balance, December 31, 2018 $ (279.6 ) $ (3.3 ) $ 0.2 $ (282.7 ) The change in foreign currency translation adjustment in 2018 includes the impact of foreign currency related to our acquisition of Callcredit in June 2018. |
Condensed Financial Information
Condensed Financial Information of TransUnion | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information 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: Other current assets $ 0.5 $ 0.1 Total current assets 0.5 0.1 Investment in TransUnion Intermediate 1,928.0 1,739.4 Other assets 6.8 8.1 Total assets $ 1,935.3 $ 1,747.6 Liabilities and stockholders’ equity Current liabilities: Trade accounts payable $ 0.3 $ — Due to TransUnion Intermediate 42.6 18.9 Other current liabilities 0.5 — Total current liabilities 43.4 18.9 Other liabilities 2.2 — Total liabilities 45.6 18.9 Stockholders’ equity: Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2018 and December 31, 2017; 190.0 million and 187.4 million shares issued as of December 31, 2018 and December 31, 2017, respectively; and 185.7 million and 183.2 million shares outstanding as of December 31, 2018 and December 31, 2017, respectively 1.9 1.9 Additional paid-in capital 1,947.3 1,863.5 Treasury stock at cost; 4.2 million shares at December 31, 2018 and December 31, 2017 (139.9 ) (138.8 ) Retained earnings 363.1 137.4 Accumulated other comprehensive loss (282.7 ) (135.3 ) Total stockholders’ equity 1,889.7 1,728.7 Total liabilities and stockholders’ equity $ 1,935.3 $ 1,747.6 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, 2018 2017 2016 Revenue $ — $ — $ — Operating expenses Selling, general and administrative 3.2 2.5 1.8 Total operating expenses 3.2 2.5 1.8 Operating loss (3.2 ) (2.5 ) (1.8 ) Non-operating income and expense Equity Income from TransUnion Intermediate 279.3 448.1 124.3 Other income and (expense), net (0.4 ) (1.7 ) (2.7 ) Total non-operating income and expense 278.9 446.4 121.6 Income from continuing operations before income taxes 275.7 443.9 119.8 Benefit (provision) for income taxes 0.9 (2.7 ) 0.8 Net income $ 276.6 $ 441.2 $ 120.6 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, 2018 2017 2016 Net income $ 276.6 $ 441.2 $ 120.6 Other comprehensive income (loss): Foreign currency translation: Foreign currency translation adjustment (145.1 ) 32.5 21.3 Benefit for income taxes — 0.6 2.7 Foreign currency translation, net (145.1 ) 33.1 24.0 Hedge instruments: Net change on interest rate cap 7.6 10.1 (12.0 ) Net change on interest rate swap (10.7 ) — — Amortization of accumulated loss — 0.4 0.4 Benefit (expense) for income taxes 0.8 (4.0 ) 4.4 Hedge instruments, net (2.3 ) 6.5 (7.2 ) Available-for-sale securities: Net unrealized (loss) gain — (0.1 ) 0.4 Expense for income taxes — — (0.2 ) Available-for-sale securities, net — (0.1 ) 0.2 Total other comprehensive (loss) income, net of tax (147.4 ) 39.5 17.0 Comprehensive income attributable to TransUnion $ 129.2 $ 480.7 $ 137.6 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, 2018 2017 2016 Cash provided by (used in) operating activities $ 16.6 $ 106.4 $ (11.6 ) Cash used in investing activities — — — Cash flows from financing activities: Proceeds from issuance of common stock and exercise of stock options 26.2 27.1 6.0 Dividends to stockholders (41.6 ) — — Treasury stock purchased — (133.5 ) (0.7 ) Excess tax benefit — — 6.3 Other (1.2 ) — — Cash (used in) provided by financing activities (16.6 ) (106.4 ) 11.6 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 to Stockholders On February 13, 2018, we announced that our board of directors has approved a dividend policy pursuant to which we intend to pay quarterly cash dividends on our common stock. During 2018, the board of directors declared three quarterly dividends in May, August and November of $0.075 per share, that we paid in June, September and December. In total, we declared $42.6 million of dividends and paid $41.6 million , with the remainder dues as dividend equivalents to employees who hold restricted stock units when and if those units vest. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, 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, 2018 $ 9.9 $ 4.6 $ — $ (1.0 ) $ 13.5 2017 $ 6.2 $ 5.1 $ — $ (1.4 ) $ 9.9 2016 $ 4.2 $ 4.3 $ — $ (2.3 ) $ 6.2 Allowance for deferred tax assets: Year ended December 31, 2018 $ 85.3 $ 5.3 $ — $ (38.7 ) $ 51.9 2017 $ 59.2 $ 45.1 $ — $ (19.0 ) $ 85.3 2016 $ 46.7 $ 13.6 $ — $ (1.1 ) $ 59.2 (1) For the allowance for doubtful accounts, includes write-offs of uncollectable accounts. |
Significant Accounting and Re_2
Significant Accounting and Reporting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
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, which we also refer to as verticals, including financial services and our emerging verticals. We have a global presence in over 30 countries and territories across North America, Latin America, the United Kingdom, Africa, Asia Pacific and India. 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, healthcare, insurance claims, automotive and other relevant information from nearly 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. |
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 controlled subsidiaries. Investments in nonmarketable unconsolidated entities in which the Company is able to exercise significant influence are accounted for using the equity method. Investments in nonmarketable unconsolidated entities in which the Company is not able to exercise significant influence, our “Cost Method Investments,” are accounted for at our initial cost, minus any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
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. |
Segments | Segments Over the past few years, we have completed a significant number of acquisitions that have transformed our business. We have also developed a significant number of new product offerings that have further diversified our portfolio of businesses. As a result of the evolution of our business, we have changed the disaggregated revenue and our measure of segment profit (Adjusted EBITDA) information that we provide to our chief operating decision makers (our “CODM”) to better align with how we manage the business. Accordingly, our disclosures around the disaggregation of our revenue and the measure of segment profit have been recast for all periods presented to conform to the information used by our CODM. We have not changed our reportable segments and these changes do not impact our consolidated results. Operating segments are businesses for which separate financial information is available and evaluated regularly by our CODM deciding how to allocate resources and assess performance. We have four operating segments; U.S. Information Services (or “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; 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 18, “Reportable Segments.” |
Revenue Recognition and Deferred Revenue | Revenue Recognition and Deferred Revenue All of our revenue is derived from contracts with customers and is reported as revenue in the Consolidated Statement of Income generally as or at the point in time the performance obligation is satisfied. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer, and is the unit of account under ASC Topic 606. We have contracts with two general groups of performance obligations; those that require us to stand ready to provide goods and services to a customer to use as and when requested (“Stand Ready Performance Obligations”) and those that do not require us to stand ready (“Other Performance Obligations”) . Our Stand Ready Performance Obligations include obligations to stand ready to provide data, process transactions, access our databases, software-as-a-service and direct-to-consumer products, rights to use our intellectual property and other services. Our Other Performance Obligations include the sale of certain batch data sets and various professional and other services. See Note 13, “Revenue,” for a further discussion about our revenue recognition policies. 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 primarily short-term in nature, the long-term portion is not significant. These amounts are included in other current liabilities and other 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, which now include commissions we pay to our partners to promote our products online, for the years ended December 31, 2018, 2017 and 2016 were $79.3 million , $76.5 million and $79.0 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 16, “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 15, “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 loss for the year ended December 31, 2018, was $3.8 million . The exchange rate gains for the years ended December 31, 2017 and 2016 were $2.2 million and $0.3 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 4, “Property, Plant and Equipment,” and Note 6, “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. There were no significant impairment charges recorded during 2018, 2017 and 2016 . |
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, 2018 and 2017 , 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 17, “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 2018 , 2017 or 2016 . |
Goodwill and Other Indefinite-Lived Intangibles | Goodwill and Other Indefinite-Lived Intangibles Goodwill and any indefinite-lived intangible assets are allocated to the reporting units, which are an operating segment or one level below an operating segment, that will receive the related sales and income. We have no indefinite-lived intangible assets other than goodwill. We test goodwill for impairment on an annual basis, in the fourth quarter, or on an interim basis if there is an indicator of impairment. We have the option to first consider qualitative factors to determine if it is more likely than not that the fair value of any reporting units is less than its carrying amount. If the qualitative assessment indicates that an impairment is more likely than not for any reporting unit, then we are required to perform a quantitative impairment test for that reporting unit. For our qualitative goodwill impairment tests, we analyze actual and projected reporting unit growth trends for revenue and profits, as well as historical performance versus plans and prior quantitative tests performed. We also assess critical areas that may impact each reporting unit, including macroeconomic conditions and the expected related impacts, market-related exposures, cost factors, changes in the carrying amount of its net assets, any plans to dispose of all or part of the reporting unit, and other reporting-unit specific factors such as changes in key personnel, strategy, customers or competition. For our quantitative goodwill impairment tests, we use discounted cash flow techniques to determine fair value, and compare the fair value of the reporting unit to its carrying amount to determine if there is a potential impairment. Beginning in the fourth quarter of 2017, upon the adoption of ASU 2017-04, if a reporting unit’s fair value is less than its carrying amount, we will record an impairment charge based on that difference, up to the amount of goodwill allocated to that reporting unit. We believe the assumptions we use in our qualitative and quantitative analysis are reasonable and consistent with assumptions that would be used by other marketplace participants. Such assumptions are, however, inherently uncertain, and different assumptions could lead to a different assessment for a reporting unit that could adversely affect our results of operations. See Note 5, “Goodwill,” for additional information about our 2018 impairment analysis. |
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, 2018, 2017 and 2016 were $28.4 million , $22.0 million and $19.1 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 May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers (ASC Topic 606), with several subsequent updates. This series of comprehensive guidance has replaced all existing revenue recognition guidance and is effective for annual reporting periods beginning after December 15, 2017, and interim periods therein. Under the new guidance, there is a five-step model to apply to revenue recognition. The five-steps consist of: (1) determination of whether a contract, an agreement between two or more parties that creates legally enforceable rights and obligations, exists; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when (or as) the performance obligation is satisfied. We adopted this standard as of January 1, 2018, and used the modified retrospective approach applied to reflect the aggregate effect of all modifications of those contracts that were not completed as of that date. Under the modified retrospective approach, we recognized the cumulative effect of adopting ASC Topic 606 in the opening balance of retained earnings to reflect deferred revenue related to certain contracts where we satisfy performance obligations over time. There was no material impact on our consolidated financial statements or on how we recognize revenue upon adoption. Prior period amounts were not adjusted and the prior period amounts continue to be reported in accordance with previous accounting guidance. These financial statements include enhanced disclosures, particularly around contract assets and liabilities and the disaggregation of revenue. See Note 13, “Revenue,” and Note 18, “Reportable Segments,” for these enhanced disclosures. On January 5, 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The FASB issued technical corrections to this guidance in February 2018. 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, if fair value is readily determinable, with changes in fair value recognized in net income. If fair value is not readily determinable, an entity may elect to measure equity investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. On January 1, 2018, we adopted this guidance and have availed ourselves of this measurement election for all currently held equity investments that do not have readily determinable fair values. See Note 8, “Investments in Affiliated Companies,” for the impact on our current financial statements, which was not material. On August 26, 2016, the FASB issued ASU No. 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. We adopted this guidance on January 1, 2018, and are required to apply it on a retrospective basis. Accordingly, we have reclassified certain payments made in 2017 in satisfaction of contingent obligations from financing activities to operating activities on our statement of cash flows. The reclassification was not material for the twelve months ended December 31, 2018. On October 16, 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . This ASU requires companies to recognize the income tax effects of intercompany sales and transfers of assets other than inventory in the income statement in the period in which the transfer occurs. Intercompany transactions are generally eliminated in consolidation, however there may be income tax consequences of such transactions that do not eliminate. Prior to adoption, any income tax resulting from these transactions were deferred on the balance sheet as a prepaid asset until the asset leaves the consolidated group. The new guidance requires the income tax resulting from these transactions to be recognized in the income statement in the period in which the sale or transfer of the asset occurs. Further, the new guidance requires a modified retrospective approach upon adoption, with any previously established prepaid assets resulting from past intercompany sales or transfers to be reversed with an offset to retained earnings. On January 1, 2018, we adopted this guidance and reclassified our previously established prepaid assets, which were not material, to retained earnings. |
Recent Accounting Pronouncement not yet Adopted | Recent Accounting Pronouncements Not Yet Adopted On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . During 2018, the FASB issued additional update improvements related to lease accounting. This series of comprehensive guidance, among other things, will require us to record the future discounted present value of all future lease payments as a liability on our balance sheet, as well as a corresponding “right-to-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 have adopted this guidance effective January 1, 2019, on a prospective basis, including the package of transition practical expedients available per paragraph 842-10-65-1(f). Upon adoption, we estimate that the impact on our Consolidated Balance Sheet will be to record a lease liability and offsetting right-of-use asset of approximately $75 million to $85 million , with no significant impact to our Consolidated Statements of Income. 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 and related amendments is effective for annual reporting periods beginning after December 15, 2019, including interim periods therein. We are currently assessing the impact this guidance will have on our consolidated financial statements. On August 28, 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. The new standard is intended to improve and simplify accounting rules around hedge accounting. The guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods therein. We have adopted this ASU and related amendments effective January 1, 2019 and have applied the modified retrospective transition method that allows for a cumulative-effect adjustment to reclassify cumulative ineffectiveness previously recorded in other comprehensive income to retained earnings in the period of adoption. The adjustment was not material to our consolidated financial statements. On February 14, 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. These amendments provide an option to reclassify stranded tax effects within accumulated other comprehensive income to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (the “Act”) is recorded. This guidance is effective for fiscal years beginning after December 15, 2018, and interim periods therein. This guidance will not have a material impact on our consolidated financial statements. On August 27, 2018, the FASB issued ASU 2018-13 Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify the disclosure requirements in Topic 820 by removing, adding or modifying certain fair value measurement disclosures. This guidance is effective for fiscal years beginning after December 15, 2018, and interim periods therein. While we are currently assessing the guidance, we do not expect it to impact our financial statements other than our fair value disclosures. |
Business Acquisitions Busines_2
Business Acquisitions Business Acquisition (Tables) - Callcredit [Member] | 12 Months Ended |
Dec. 31, 2018 | |
Business Acquisition [Line Items] | |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The preliminary fair values of the amortizable intangible assets acquired consisted of the following as of December 31, 2018: (in millions) Estimated Useful Life Fair Value Database and credit files 15 years $ 502.0 Customer relationships 15 years 155.0 Technology and software 5 years 67.4 Trademarks 2 years 0.7 Total identifiable assets $ 725.1 We estimate the preliminary weighted-average useful life of the identifiable intangible assets to be approximately 14.1 years , resulting in an approximate amortization of $51.6 million per year. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Our current estimated acquisition-date fair value of the assets acquired and liabilities assumed, consisted of the following: (in millions) Fair Value Trade accounts receivable $ 19.7 Property and equipment 3.2 Goodwill (1) 744.2 Identifiable intangible assets 725.1 All other assets 51.8 Assets of discontinued operations (2) 58.4 Total assets acquired 1,602.4 Existing debt — All other liabilities (174.6 ) Liabilities of discontinued operations (2) (19.6 ) Net assets of the acquired company $ 1,408.2 (1) For tax purposes, we estimate that none of goodwill is tax deductible. (2) We have categorized certain businesses of Callcredit as discontinued operations in our consolidated financial statements. The preliminary fair value of assets and liabilities of these discontinued operations include an estimate of the fair value of the identifiable intangible assets and goodwill acquired. We will revise these estimates as we finalize our analysis of these discontinued operations and purchase price allocation. |
Other Current Assets (Tables)
Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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 $ 77.1 $ 59.0 Other investments 23.6 18.3 Other receivables 14.3 16.5 Income taxes receivable 5.5 23.7 Marketable securities 2.9 3.3 Contract assets 1.0 — Deferred financing fees 0.6 0.6 CFPB escrow deposit — 13.9 Other 11.5 10.9 Total other current assets $ 136.5 $ 146.2 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets [Abstract] | |
Other assets | Other assets consisted of the following: (in millions) December 31, December 31, Investments in affiliated companies $ 81.9 $ 79.2 Interest rate caps 16.5 9.4 Other investments 12.4 13.5 Marketable securities 12.4 12.7 Deposits 3.8 14.6 Deferred financing fees 1.6 2.0 Other 7.7 5.2 Total other assets $ 136.3 $ 136.6 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 December 31, 2017 Computer equipment and furniture $ 341.0 $ 276.1 Purchased software 134.4 119.4 Building and building improvements 107.9 99.2 Land 3.2 3.2 Total cost of property, plant and equipment 586.5 497.9 Less: accumulated depreciation (366.2 ) (299.3 ) Total property, plant and equipment, net of accumulated depreciation $ 220.3 $ 198.6 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill [Abstract] | |
Changes in the carrying amount of goodwill | Goodwill allocated to our reportable segments as of December 31, 2018 , 2017 and 2016 , 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, 2016 $ 1,245.7 $ 687.0 $ 241.2 $ 2,173.9 Purchase accounting adjustments 14.2 — — 14.2 Acquisitions 161.4 — — 161.4 Foreign exchange rate adjustment — 19.3 — 19.3 Balance, December 31, 2017 $ 1,421.3 $ 706.3 $ 241.2 $ 2,368.8 Purchase accounting adjustments 33.0 — — 33.0 Acquisitions 230.1 744.2 — 974.3 Disposals — (0.1 ) — (0.1 ) Foreign exchange rate adjustment — (82.4 ) — (82.4 ) Balance, December 31, 2018 $ 1,684.4 $ 1,368.0 $ 241.2 $ 3,293.6 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Liabilities, Current [Abstract] | |
Other Current Liabilities | Other current liabilities consisted of the following: (in millions) December 31, December 31, Accrued payroll $ 102.5 $ 84.6 Deferred revenue 73.1 13.2 Accrued employee benefits 35.1 34.1 Accrued legal and regulatory 33.2 46.3 Income taxes payable 17.0 8.5 Accrued interest 2.5 1.5 Contingent consideration 1.2 1.1 Other 19.5 18.5 Total other current liabilities $ 284.1 $ 207.8 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible assets | Intangible assets consisted of the following: December 31, 2018 December 31, 2017 (in millions) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Database and credit files $ 1,380.4 $ (375.7 ) $ 1,004.7 $ 854.8 $ (302.0 ) $ 552.8 Internal use software 1,163.6 (582.6 ) 581.0 946.2 (489.4 ) 456.8 Customer relationships 632.3 (143.9 ) 488.4 439.5 (114.4 ) 325.1 Trademarks, copyrights and patents 571.7 (99.4 ) 472.3 572.1 (84.2 ) 487.9 Noncompete and other agreements 6.8 (5.1 ) 1.7 6.8 (3.6 ) 3.2 Total intangible assets $ 3,754.8 $ (1,206.7 ) $ 2,548.1 $ 2,819.4 $ (993.6 ) $ 1,825.8 |
Estimated future amortization expense related to purchased intangible | Estimated future amortization expense related to intangible assets at December 31, 2018 , is as follows: (in millions) Annual Amortization Expense 2019 $ 258.5 2020 239.1 2021 223.0 2022 214.1 2023 193.0 Thereafter 1,420.4 Total future amortization expense $ 2,548.1 |
Investments in Affiliated Com_2
Investments in Affiliated Companies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Investments in Affiliated Companies [Abstract] | |
Investments in and Advances to Affiliates | Investments in affiliated companies consisted of the following: (in millions) December 31, December 31, Total equity method investments $ 44.0 $ 42.8 Cost Method investments 37.9 36.4 Total investments in affiliated companies $ 81.9 $ 79.2 |
Schedule Of Equity Investments Income Statement Information | 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) 2018 2017 2016 Earnings from equity method investments $ 9.9 $ 9.1 $ 8.6 Dividends received from equity method investments $ 9.8 $ 7.4 $ 8.0 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Liabilities, Noncurrent [Abstract] | |
Other Noncurrent Liabilities | Other liabilities consisted of the following: (in millions) December 31, December 31, Unrecognized tax benefits $ 19.6 $ 12.3 Interest rate swap 10.7 — Retirement benefits 10.2 12.2 Income tax payable 5.0 25.6 Deferred revenue 0.9 — Contingent consideration 0.1 — Purchase consideration payable — 12.2 Other 8.2 8.5 Total other liabilities $ 54.7 $ 70.8 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt outstanding | Debt outstanding consisted of the following: (in millions) December 31, December 31, Senior Secured Term Loan B-3, payable in quarterly installments through April 9, 2023, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (4.52% at December 31, 2018 and 3.57% at December 31, 2017), including original issue discount and deferred financing fees of $5.0 million and $4.6 million, respectively, at December 31, 2018, and original issue discount and deferred financing fees of $6.2 million and $3.7 million, respectively, at December 31, 2017 $ 1,892.0 $ 1,971.5 Senior Secured Term Loan A-2, payable in quarterly installments through August 9, 2022, and periodic variable interest at LIBOR or alternate base rate, plus applicable margin (4.27% at December 31, 2018 and 3.07% at December 31, 2017), including original issue discount and deferred financing fees of $2.8 million and $3.6 million, respectively, at December 31, 2018, and original issue discount and deferred financing fees of $1.4 million and $0.3 million, respectively, at December 31, 2017 1,166.0 395.8 Senior Secured Term Loan B-4, payable in quarterly installments through June 19, 2025, with periodic variable interest at LIBOR or alternate base rate, plus applicable margin (4.52% at December 31, 2018), net of original issue discount and deferred financing fees of $2.3 million and $10.7 million, respectively, at December 31, 2018 982.0 — Senior Secured Revolving Line of Credit — 85.0 Other notes payable 7.3 11.0 Capital lease obligations 0.8 1.3 Total debt 4,048.1 2,464.6 Less short-term debt and current portion of long-term debt (71.7 ) (119.3 ) Total long-term debt $ 3,976.4 $ 2,345.3 |
Schedule of maturities of long-term debt | Excluding any potential additional principal payments which may become 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, 2018 , were as follows: (in millions) December 31, 2019 $ 71.7 2020 93.5 2021 89.9 2022 1,044.9 2023 1,832.1 Thereafter 945.0 Unamortized original issue discounts and deferred financing fees (29.0 ) Total debt $ 4,048.1 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Basic and diluted weighted average shares outstanding and earnings per share were as follows: Twelve Months Ended December 31, (in millions, except per share data) 2018 2017 2016 Income from continuing operations $ 289.0 $ 451.6 $ 131.4 Less: income from continuing operations attributable to noncontrolling interests (10.9 ) (10.4 ) (10.8 ) Income from continuing operations attributable to TransUnion $ 278.1 $ 441.2 $ 120.6 Discontinued operations, net of tax (1) (1.5 ) — — Net income attributable to TransUnion $ 276.6 $ 441.2 $ 120.6 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.51 $ 2.42 $ 0.66 Discontinued operations, net of tax (0.01 ) — — Net Income attributable to TransUnion $ 1.50 $ 2.42 $ 0.66 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.46 $ 2.32 $ 0.65 Discontinued operations, net of tax (1) (0.01 ) — — Net Income attributable to TransUnion $ 1.45 $ 2.32 $ 0.65 Weighted-average shares outstanding: Basic 184.6 182.4 182.6 Dilutive impact of stock based awards 6.2 7.4 2.0 Diluted 190.9 189.9 184.6 (1) Discontinued operations for the twelve months ended December 31, 2017 and 2016 is zero . |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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) 2018 2017 2016 Federal Current $ 62.7 $ 82.3 $ 53.9 Deferred (57.0 ) (221.8 ) (21.3 ) State Current 11.9 8.4 6.9 Deferred (3.9 ) 9.9 10.6 Foreign Current 48.9 43.0 35.4 Deferred (8.1 ) (0.9 ) (11.5 ) Total provision (benefit) for income taxes $ 54.5 $ (79.1 ) $ 74.0 |
Summary of components of income (loss) from continuing operations before income taxes | The components of income before income taxes consisted of the following: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Domestic $ 256.5 $ 265.7 $ 128.0 Foreign 87.0 106.8 77.4 Income before income taxes $ 343.5 $ 372.5 $ 205.4 |
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) 2018 2017 2016 Income taxes at statutory rate $ 72.1 21.0 % $ 130.4 35.0 % $ 71.9 35.0 % Increase (decrease) resulting from: State taxes, net of federal benefit 10.2 3.0 % 5.6 1.5 % 15.4 7.5 % Foreign rate differential 9.7 2.8 % (5.3 ) (1.4 )% (1.8 ) (0.9 )% Tax impact of unremitted foreign earnings 5.7 1.7 % 2.1 0.6 % (6.4 ) (3.1 )% U.S. tax impact of foreign earnings (24.2 ) (7.0 )% 6.5 1.8 % 4.7 2.3 % R&D & DPAD tax credit (2.2 ) (0.7 )% (3.8 ) (1.0 )% (5.0 ) (2.4 )% One-time impacts of U.S. tax reform 5.3 1.5 % (175.3 ) (47.1 )% — — % Excess Tax Benefit on stock-based compensation (30.2 ) (8.8 )% (39.3 ) (10.5 )% — — % Nondeductible transaction costs 3.1 0.9 % 1.1 0.3 % 0.7 0.4 % Other 5.0 1.5 % (1.1 ) (0.4 )% (5.5 ) (2.8 )% Total $ 54.5 15.9 % $ (79.1 ) (21.2 )% $ 74.0 36.0 % |
Components of net deferred income tax | Components of net deferred income tax consisted of the following: (in millions) December 31, 2018 December 31, 2017 Deferred income tax assets: Compensation $ 24.1 $ 16.4 Employee benefits 13.1 2.5 Legal reserves and settlements 3.9 5.2 Hedge investments 1.2 1.1 Financing related costs 2.5 — Loss and credit carryforwards 103.7 105.7 Other 11.8 7.7 Gross deferred income tax assets 160.3 138.6 Valuation allowance (51.9 ) (85.3 ) Total deferred income tax assets, net $ 108.4 $ 53.3 Deferred income tax liabilities: Depreciation and amortization $ (568.8 ) $ (454.7 ) Taxes on undistributed foreign earnings (11.0 ) (7.3 ) Other (4.2 ) (8.8 ) Total deferred income tax liability (584.0 ) (470.8 ) Net deferred income tax liability $ (475.6 ) $ (417.5 ) |
Total amount of unrecognized tax benefits | The total amount of unrecognized tax benefits consisted of the following: (in millions) December 31, 2018 December 31, 2017 Balance as of beginning of period $ 12.3 $ 4.8 Increase in tax positions of prior years 7.6 2.8 Decrease in tax positions of prior years (1.0 ) — Increase in tax positions of current year 0.7 4.7 Balance as of end of period $ 19.6 $ 12.3 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Intrinsic Value of Options Exercised and Fair Value of Options vested | The intrinsic value of options exercised and the fair value of options vested for the periods presented are as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Intrinsic value of options exercised $ 134.4 $ 120.3 $ 19.4 Total fair value of options vested $ 10.3 $ 14.0 $ 3.9 |
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 | Stock option activity as of December 31, 2018 and 2017 , and for the year ended December 31, 2018 , consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2017 5,494,372 $ 7.42 5.4 $ 261.2 Granted — — Exercised (2,335,312 ) 7.11 Forfeited (78,912 ) 13.59 Expired — — Outstanding as of December 31, 2018 3,080,148 $ 7.49 4.4 $ 151.9 Expected to vest as of December 31, 2018 220,165 $ 12.87 5.8 $ 9.7 Exercisable as of December 31, 2018 2,854,770 $ 7.07 4.3 $ 142.0 |
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 | Shares Weighted Fair Value Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2017 1,990,114 $ 32.89 1.5 $ 109.4 Granted 904,592 64.21 Vested (56,117 ) 44.07 Forfeited (145,594 ) 38.90 Expired — — Outstanding as of December 31, 2018 2,692,995 $ 42.86 1.1 $ 153.0 Expected to vest as of December 31, 2018 3,374,991 $ 40.93 0.9 $ 191.7 |
iovation [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | Shares Weighted Fair Value Weighted Average Remaining Contractual Term (in years) Aggregate Outstanding as of December 31, 2017 — $ — — $ — Granted 1,126,090 71.66 Vested — — Forfeited (9,769 ) 71.64 Expired — — Outstanding as of December 31, 2018 1,116,321 $ 71.66 2.0 $ 63.4 Expected to vest as of December 31, 2018 653,293 $ 71.66 2.0 $ 37.1 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018: (in millions) Total Level 1 Level 2 Level 3 Assets Interest rate caps $ 16.5 $ — $ 16.5 $ — Trading securities 12.4 7.8 4.6 — Available-for-sale securities 2.9 — 2.9 — Total $ 31.8 $ 7.8 $ 24.0 $ — Liabilities Interest rate swaps $ (10.7 ) $ — $ (10.7 ) $ — Contingent consideration (1.3 ) — — (1.3 ) Total $ (12.0 ) $ — $ (10.7 ) $ (1.3 ) |
Reportable Segments (Tables)
Reportable Segments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information, by segment | Selected segment financial information and disaggregated revenue consisted of the following: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Gross revenue: U.S. Information Services: Financial Services $ 765.1 $ 620.0 $ 551.7 Emerging Verticals 679.6 584.1 493.4 Total U.S. Information Services $ 1,444.7 $ 1,204.1 $ 1,045.1 International: Canada $ 96.0 $ 85.8 $ 73.9 Latin America 102.3 98.4 86.9 United Kingdom 71.3 — — Africa 64.2 61.3 60.6 India 81.8 64.6 47.5 Asia Pacific 56.7 51.9 45.0 Total International $ 472.4 $ 361.9 $ 313.9 Total Consumer Interactive $ 475.8 $ 432.1 $ 407.1 Total revenue, gross $ 2,392.9 $ 1,998.1 $ 1,766.0 Intersegment revenue eliminations: U.S. Information Services $ (70.0 ) $ (59.3 ) $ (57.0 ) International (5.1 ) (4.8 ) (4.0 ) Consumer Interactive (0.7 ) (0.2 ) — Total intersegment eliminations (75.7 ) (64.2 ) (61.1 ) Total revenues, net $ 2,317.2 $ 1,933.8 $ 1,704.9 Adjusted EBITDA: U.S. Information Services $ 576.1 $ 492.3 $ 428.6 International 193.0 135.0 113.7 Consumer Interactive 237.6 211.0 181.6 Corporate (89.8 ) (90.2 ) (87.2 ) Consolidated Adjusted EBITDA $ 916.9 $ 748.1 $ 636.8 As a result of displaying amounts in millions, rounding differences may exist in the tables above and below. |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | A reconciliation of net income attributable to TransUnion to Adjusted EBITDA for the periods presented is as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 Net income attributable to TransUnion $ 276.6 $ 441.2 $ 120.6 Discontinued operations 1.5 — — Net income from continuing operations attributable to TransUnion 278.1 441.2 120.6 Net interest expense 132.0 82.1 80.9 Provision (benefit) for income taxes 54.5 (79.1 ) 74.0 Depreciation and amortization 306.9 238.0 265.2 EBITDA 771.5 682.2 540.7 Adjustments to EBITDA: Acquisition-related revenue adjustments 28.1 — — Stock-based compensation 61.4 47.7 31.2 Mergers and acquisitions, divestitures and business optimization 38.7 8.5 18.5 Technology transformation — — 23.3 Other 17.2 9.7 23.1 Total adjustments to EBITDA 145.4 65.9 96.1 Adjusted EBITDA $ 916.9 $ 748.1 $ 636.8 |
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) 2018 2017 2016 U.S. Information Services $ 2.6 $ 2.0 $ 1.9 International 7.3 7.1 6.7 Total $ 9.9 $ 9.1 $ 8.6 |
Reconciliation of Assets from Segment to Consolidated | Total assets, by segment, consisted of the following: (in millions) December 31, 2018 December 31, 2017 U.S. Information Services $ 3,541.2 $ 3,070.9 International 2,991.4 1,538.0 Consumer Interactive 466.9 431.9 Corporate 40.3 77.7 Total $ 7,039.8 $ 5,118.5 |
Cash paid for capital expenditures, by segment | Cash paid for capital expenditures, by segment, was as follows: Twelve Months Ended December 31, (in millions) 2018 2017 2016 U.S. Information Services $ 122.7 $ 88.8 $ 82.5 International 44.1 34.3 30.2 Consumer Interactive 11.2 9.6 9.1 Corporate 2.1 2.6 2.2 Total $ 180.1 $ 135.3 $ 124.0 |
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) 2018 2017 2016 U.S. Information Services $ 191.2 $ 160.6 $ 191.0 International 98.4 61.5 57.2 Consumer Interactive 12.2 10.7 11.7 Corporate 5.1 5.2 5.3 Total $ 306.9 $ 238.0 $ 265.2 |
Revenue based on the country | Percentage of revenue based on where it was earned, was as follows: Twelve Months Ended December 31, 2018 2017 2016 Domestic 80 % 82 % 82 % International 20 % 18 % 18 % |
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, 2018 2017 2016 Domestic 60 % 78 % 78 % International 40 % 22 % 22 % The increase in the percentage of International long-lived assets in 2018 is a result of our Callcredit acquisition. |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 , are payable as follows: (in millions) Operating Leases Purchase Obligations and Other Total 2019 $ 21.7 $ 251.3 $ 273.0 2020 18.9 45.7 64.6 2021 15.4 29.6 45.0 2022 10.5 4.1 14.6 2023 8.7 0.6 9.3 Thereafter 20.7 0.2 20.9 Totals $ 95.9 $ 331.5 $ 427.4 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Summary of quarterly financial data | The quarterly financial data for 2018 and 2017 consisted of the following: Three Months Ended (in millions) December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 Revenue $ 613.1 $ 603.6 $ 563.1 $ 537.4 Operating income 130.7 122.1 134.4 125.2 Income from continuing operations 105.5 50.8 57.3 75.4 Net income 105.4 49.4 57.3 75.4 Net income attributable to TransUnion 102.1 46.3 55.0 73.1 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 0.55 $ 0.26 $ 0.30 $ 0.40 Net Income attributable to TransUnion $ 0.55 $ 0.25 $ 0.30 $ 0.40 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 0.53 $ 0.25 $ 0.29 $ 0.38 Net Income attributable to TransUnion $ 0.53 $ 0.24 $ 0.29 $ 0.38 Three Months Ended (in millions) December 31, 2017 (1) September 30, 2017 June 30, 2017 March 31, 2017 Revenue $ 506.1 $ 498.0 $ 474.8 $ 455.0 Operating income 121.5 126.6 115.5 101.1 Income from continuing operations 247.9 71.9 67.3 64.5 Net income 247.9 71.9 67.3 64.5 Net income attributable to TransUnion 245.1 68.8 64.9 62.3 Basic earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.34 $ 0.38 $ 0.36 $ 0.34 Net Income attributable to TransUnion $ 1.34 $ 0.38 $ 0.36 $ 0.34 Diluted earnings per common share from: Income from continuing operations attributable to TransUnion $ 1.29 $ 0.36 $ 0.34 $ 0.33 Net Income attributable to TransUnion $ 1.29 $ 0.36 $ 0.34 $ 0.33 (1) Net income, net income attributable to TransUnion, and basic and diluted earnings per share for the fourth quarter of 2017 included a significant tax provision benefit as a result of the impact of the Act. See Note 15, “Income Taxes,” for further information. As a result of displaying amounts in millions, rounding differences compared to the annual totals may exist in the table above. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Component accumulated other comprehensive income (loss) | The following table sets forth the changes in each component of accumulated other comprehensive 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 Loss 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 ) Change 33.1 6.5 (0.1 ) 39.5 Balance, December 31, 2017 $ (134.5 ) $ (1.0 ) $ 0.2 $ (135.3 ) Change (145.1 ) (2.3 ) — (147.4 ) Balance, December 31, 2018 $ (279.6 ) $ (3.3 ) $ 0.2 $ (282.7 ) The change in foreign currency translation adjustment in 2018 includes the impact of foreign currency related to our acquisition of Callcredit in June 2018. |
Significant Accounting and Re_3
Significant Accounting and Reporting Policies (Details Textual) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2018USD ($)Segmentsegment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Global Presence, Number of Countries | 30 | |||
Number of Data Sources | 90,000 | |||
Number of Operating Segments | segment | 4 | |||
Number of reportable segments | Segment | 3 | |||
Number of Types of Performance Obligations | 2 | |||
Advertising costs | $ 79,300,000 | $ 76,500,000 | $ 79,000,000 | |
Depreciation and amortization | 306,900,000 | 238,000,000 | 265,200,000 | |
Exchange rate gains (losses) | (3,800,000) | 2,200,000 | 300,000 | |
Impairment of intangible assets, finite-lived | 0 | 0 | 0 | |
Indefinite-lived Intangible Assets (Excluding Goodwill) | 0 | |||
Realized and Unrealized Gains and Losses on Available For Sales Securities | 0 | |||
Expenses related to defined contribution profit sharing plan | $ 28,400,000 | 22,000,000 | 19,100,000 | |
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] | Other Assets [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] | Other Assets [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Estimated useful life of the asset | 7 years | |||
Stand Ready Performance Obligations [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Revenue, Performance Obligation, Description of Good or Service | those that require us to stand ready to provide goods and services to a customer to use as and when requested (“Stand Ready Performance Obligations”) | |||
Other Performance Obligations [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Revenue, Performance Obligation, Description of Good or Service | those that do not require us to stand ready (“Other Performance Obligations”) | |||
Accounting Standards Update 2016-02 [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 0 | |||
Accounting Standards Update 2016-02 [Member] | Minimum [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 75,000,000 | |||
Accounting Standards Update 2016-02 [Member] | Maximum [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 85,000,000 |
Business Acquisitions Callcredi
Business Acquisitions Callcredit Acquisition (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 19, 2018 | |
Assets | |||||
Goodwill | $ 2,368.8 | $ 3,293.6 | $ 2,368.8 | $ 2,173.9 | |
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Amortization of Intangible Assets | $ 230.3 | 170.1 | $ 197.5 | ||
Healthcare Payment Specialists (HPS) [Member] | |||||
Callcredit Acquisition [Abstract] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Business Acquisition, Name of Acquired Entity | Healthcare Payment Specialists, LLC (“HPS”) | ||||
Business Acquisition, Description of Acquired Entity | HPS provides expertise and technology solutions to help medical care providers maximize Medicare reimbursements. | ||||
Callcredit [Member] | |||||
Callcredit Acquisition [Abstract] | |||||
Business Acquisition, Effective Date of Acquisition | Jun. 19, 2018 | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Business Acquisition, Name of Acquired Entity | Callcredit Information Group, Ltd. (“Callcredit”) | ||||
Payments to Acquire Businesses, Gross | $ 1,408.2 | ||||
Contingent consideration | $ 0 | ||||
Business Acquisition, Description of Acquired Entity | Callcredit, founded in 2000, is an U.K.-based information solutions company that, like TransUnion, provides data, analytics and technology solutions to help businesses and consumers make informed decisions. | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | $ 71.3 | ||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 28.2 | ||||
Business Acquisition, Pro Forma Revenue | 2,405 | 2,066 | |||
Business Acquisition, Pro Forma Net Income (Loss) | $ 267.5 | 283.1 | |||
Number of Businesses Sold | 1 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||||
Business Combination, Segment Reporting, Assignment of Goodwill Not Complete | The allocation of the purchase price to the identifiable assets acquired and liabilities assumed is preliminary pending finalization of our fair value assessment, which we expect to complete within one year from the date of acquisition. Any changes to these preliminary estimates could be significant. | ||||
Assets | |||||
Trade accounts receivable | $ 19.7 | ||||
Property and equipment | 3.2 | ||||
Goodwill | 744.2 | ||||
Identifiable intangible assets | 725.1 | ||||
All other assets | 51.8 | ||||
Assets of discontinued operations(2) | 58.4 | ||||
Total assets acquired | 1,602.4 | ||||
Liabilities and stockholders’ equity | |||||
Existing debt | 0 | ||||
All other liabilities | (174.6) | ||||
Liabilities of discontinued operations(2) | (19.6) | ||||
Net assets of the acquired company | 1,408.2 | ||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 0 | ||||
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Finite-lived Intangible Assets Acquired | $ 725.1 | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 14 years 1 month | ||||
Business Acquisition, Transaction Costs | 0.5 | $ 19.9 | $ 0.5 | ||
Amortization of Intangible Assets | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 51.6 | ||||
finite-lived intangible assets, amortization expense, year six | 51.6 | ||||
Finite-Lived Intangible Assets,Amortization Expense, Year Seven | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Eight | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Nine | 51.6 | ||||
Finite-Lived Intangibles Assets, Amortization Expense, Year Ten | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Eleven | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Twelve | 51.6 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Thirteen | 51.6 | ||||
Acquisition-related Costs [Member] | Callcredit [Member] | |||||
Callcredit Acquisition [Abstract] | |||||
Business Combination, Acquisition Related Costs | $ 0.5 | 19.4 | |||
Acquisition-related financing costs [Member] | Callcredit [Member] | |||||
Callcredit Acquisition [Abstract] | |||||
Business Combination, Acquisition Related Costs | $ 9.4 | ||||
Customer Relationships [Member] | Callcredit [Member] | |||||
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||||
Finite-lived Intangible Assets Acquired | $ 155 | ||||
Technology-Based Intangible Assets [Member] | Callcredit [Member] | |||||
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||||
Finite-lived Intangible Assets Acquired | $ 67.4 | ||||
Trademarks [Member] | |||||
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Finite-Lived Intangible Asset, Useful Life | 40 years | ||||
Trademarks [Member] | Callcredit [Member] | |||||
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Finite-Lived Intangible Asset, Useful Life | 2 years | ||||
Finite-lived Intangible Assets Acquired | $ 0.7 | ||||
Database Rights [Member] | Callcredit [Member] | |||||
Identifiable Amortizable Intangible Assets [Abstract] | |||||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||||
Finite-lived Intangible Assets Acquired | $ 502 |
Business Acquisitions iovation,
Business Acquisitions iovation, Inc.; Healthcare Payment Specialists, LLC; and Rubixis Inc. Acquisitions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,293.6 | $ 2,368.8 | $ 2,173.9 |
iovation [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Business Acquisition, Name of Acquired Entity | iovation, Inc. (“iovation”) | ||
Business Acquisition, Description of Acquired Entity | iovation is a provider of advanced device identity and consumer authentication services that helps businesses and consumers safely transact in a digital world. | ||
Healthcare Payment Specialists (HPS) [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Business Acquisition, Name of Acquired Entity | Healthcare Payment Specialists, LLC (“HPS”) | ||
Business Acquisition, Description of Acquired Entity | HPS provides expertise and technology solutions to help medical care providers maximize Medicare reimbursements. | ||
Rubixis [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Business Acquisition, Name of Acquired Entity | Rubixis, Inc (“Rubixis”) | ||
Business Acquisition, Description of Acquired Entity | Rubixis is an innovative healthcare revenue cycle solutions company that helps providers maximize reimbursement from insurance payers. | ||
iovation, Healthcare Payment Specialists, & Rubixis Combined [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Segment Reporting, Assignment of Goodwill Not Complete | The allocation of the purchase price to the identifiable assets acquired and liabilities assumed for each of these acquisitions is preliminary pending full fair value assessments, which we expect to complete within one year of the acquisition dates. | ||
Goodwill | $ 230.1 | ||
Identifiable intangible assets | $ 243.5 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years 4 months |
Other Current Assets (Details)
Other Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Other current assets | ||
Prepaid expenses | $ 77.1 | $ 59 |
Other investments | 23.6 | 18.3 |
Other receivables | 14.3 | 16.5 |
Income taxes receivable | 5.5 | 23.7 |
Marketable securities | 2.9 | 3.3 |
Contract assets | 1 | 0 |
Deferred financing fees | 0.6 | 0.6 |
CFPB escrow deposit | 0 | 13.9 |
Other | 11.5 | 10.9 |
Total other current assets | $ 136.5 | $ 146.2 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Other Assets [Abstract] | ||
Investments in affiliated companies | $ 81.9 | $ 79.2 |
Interest rate caps | 16.5 | 9.4 |
Other investments | 12.4 | 13.5 |
Marketable securities | 12.4 | 12.7 |
Deposits | 3.8 | 14.6 |
Deferred financing fees | 1.6 | 2 |
Other | 7.7 | 5.2 |
Total other assets | $ 136.3 | $ 136.6 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Property, plant and equipment | ||
Computer equipment and furniture | $ 341 | $ 276.1 |
Purchased software | 134.4 | 119.4 |
Building and building improvements | 107.9 | 99.2 |
Land | 3.2 | 3.2 |
Total cost of property, plant and equipment | 586.5 | 497.9 |
Less: accumulated depreciation | (366.2) | (299.3) |
Total property, plant and equipment, net of accumulated depreciation | $ 220.3 | $ 198.6 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment (Textual) [Abstract] | |||
Depreciation expense | $ 76.6 | $ 67.9 | $ 67.7 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Changes in the carrying amount of goodwill | ||
Beginning balance | $ 2,368.8 | $ 2,173.9 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 33 | 14.2 |
Acquisitions | 974.3 | 161.4 |
Goodwill, Written off Related to Sale of Business Unit | (0.1) | |
Foreign exchange rate adjustment | (82.4) | 19.3 |
Ending balance | 3,293.6 | 2,368.8 |
USIS [Member] | ||
Changes in the carrying amount of goodwill | ||
Beginning balance | 1,421.3 | 1,245.7 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 33 | 14.2 |
Acquisitions | 230.1 | 161.4 |
Goodwill, Written off Related to Sale of Business Unit | 0 | |
Foreign exchange rate adjustment | 0 | 0 |
Ending balance | 1,684.4 | 1,421.3 |
International [Member] | ||
Changes in the carrying amount of goodwill | ||
Beginning balance | 706.3 | 687 |
Purchase accounting adjustments related to acquisition of TransUnion Corp | 0 | 0 |
Acquisitions | 744.2 | 0 |
Goodwill, Written off Related to Sale of Business Unit | (0.1) | |
Foreign exchange rate adjustment | (82.4) | 19.3 |
Ending balance | 1,368 | 706.3 |
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 |
Goodwill, Written off Related to Sale of Business Unit | 0 | |
Foreign exchange rate adjustment | 0 | 0 |
Ending balance | $ 241.2 | $ 241.2 |
Other Current Liabilities (Deta
Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Other current liabilities | ||
Accrued payroll | $ 102.5 | $ 84.6 |
Deferred revenue | 73.1 | 13.2 |
Accrued employee benefits | 35.1 | 34.1 |
Accrued legal and regulatory | 33.2 | 46.3 |
Income taxes payable | 17 | 8.5 |
Accrued interest | 2.5 | 1.5 |
Contingent consideration | 1.2 | 1.1 |
Other | 19.5 | 18.5 |
Total other current liabilities | $ 284.1 | $ 207.8 |
Goodwill (Details Textual)
Goodwill (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill (Textual) [Abstract] | |||
Decrease in the estimated cash flows | 10.00% | ||
Impaired Intangible Asset, Method for Fair Value Determination | 10.00% | ||
Goodwill, Impairment Loss | $ 0 | $ 0 | $ 0 |
Accumulated goodwill impairment losses | $ 0 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Intangible assets | ||
Gross | $ 3,754.8 | $ 2,819.4 |
Accumulated amortization | (1,206.7) | (993.6) |
Total future amortization expense | 2,548.1 | 1,825.8 |
Database and credit files [Member] | ||
Intangible assets | ||
Gross | 1,380.4 | 854.8 |
Accumulated amortization | (375.7) | (302) |
Total future amortization expense | 1,004.7 | 552.8 |
Internal Use Software [Member] | ||
Intangible assets | ||
Gross | 1,163.6 | 946.2 |
Accumulated amortization | (582.6) | (489.4) |
Total future amortization expense | 581 | 456.8 |
Customer relationships [Member] | ||
Intangible assets | ||
Gross | 632.3 | 439.5 |
Accumulated amortization | (143.9) | (114.4) |
Total future amortization expense | 488.4 | 325.1 |
Trademarks, copyrights and patents [Member] | ||
Intangible assets | ||
Gross | 571.7 | 572.1 |
Accumulated amortization | (99.4) | (84.2) |
Total future amortization expense | 472.3 | 487.9 |
Noncompete and other agreements [Member] | ||
Intangible assets | ||
Gross | 6.8 | 6.8 |
Accumulated amortization | (5.1) | (3.6) |
Total future amortization expense | $ 1.7 | $ 3.2 |
Intangible Assets (Details 1)
Intangible Assets (Details 1) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Estimated future amortization expense related to purchased intangible | ||
2,018 | $ 258.5 | |
2,019 | 239.1 | |
2,020 | 223 | |
2,021 | 214.1 | |
2,022 | 193 | |
Thereafter | 1,420.4 | |
Total future amortization expense | $ 2,548.1 | $ 1,825.8 |
Intangible Assets (Details Text
Intangible Assets (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Intangible Assets (Textual) [Abstract] | |||
Indefinite-lived Intangible Assets Acquired | $ 935.4 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 15 years | ||
Amortization expense for intangible assets | $ 230.3 | $ 170.1 | $ 197.5 |
Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 40 years | ||
Database and credit files [Member] | Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 12 years | ||
Database and credit files [Member] | Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||
Internal Use Software [Member] | Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Internal Use Software [Member] | Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 7 years | ||
Customer relationships [Member] | Minimum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||
Customer relationships [Member] | Maximum [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 20 years | ||
Trademarks, copyrights and patents [Member] | |||
Intangible Assets (Textual) [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 40 years |
Investments in Affiliated Com_3
Investments in Affiliated Companies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Investments [Line Items] | |||
Total equity method investments | $ 44 | $ 42.8 | |
Nonmarketable equity securities | 37.9 | 36.4 | |
Total investments in affiliated companies | 81.9 | 79.2 | |
Summary of Investments in affiliated companies | |||
Earnings from equity method investments | 9.9 | 9.1 | $ 8.6 |
Dividends received from equity method investments | $ 9.8 | $ 7.4 | $ 8 |
Investments in Affiliated Com_4
Investments in Affiliated Companies (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Dividends or Distributions Nonmarketable Equity Securities | $ 1.1 | $ 1 | $ 0.9 |
Unrealized Gain (Loss) on Securities | $ 0 | $ 0 | $ 0 |
Revenue Revenue (Details)
Revenue Revenue (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Number of Types of Performance Obligations | 2 | |
Contract with Customer, Liability, Revenue Recognized | $ 20,200,000 | |
Contract with Customer, Refund Liability | $ 0 | |
Stand Ready Performance Obligations [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Performance Obligation, Description of Good or Service | those that require us to stand ready to provide goods and services to a customer to use as and when requested (“Stand Ready Performance Obligations”) | |
Other Performance Obligations [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Performance Obligation, Description of Good or Service | those that do not require us to stand ready (“Other Performance Obligations”) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Feb. 07, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 13, 2017 | |
Common Stock, Dividends, Per Share, Declared | $ 0.075 | ||||||
Stock Repurchase Program, Authorized Amount | $ 300 | ||||||
Stock Repurchase Program, Period in Force | 3 years | ||||||
Treasury Stock, Shares, Acquired | 1,650,000 | 1,850,000 | |||||
Payments for Repurchase of Common Stock | $ 65.2 | $ 68.3 | $ 0 | $ 133.5 | $ 0.7 | ||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 | |||||
Preferred Stock, Shares Issued | 0 | 0 | |||||
Preferred Stock, Shares Outstanding | 0 | 0 | |||||
Dividend Declared [Member] | |||||||
Dividends, Common Stock, Cash | $ 42.6 | ||||||
Dividend Paid [Member] | |||||||
Dividends, Common Stock, Cash | $ 41.6 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Other Liabilities, Noncurrent [Abstract] | ||
Unrecognized tax benefits | $ 19.6 | $ 12.3 |
Interest rate swap | 10.7 | 0 |
Retirement benefits | 10.2 | 12.2 |
Income tax payable | 5 | 25.6 |
Deferred revenue | 0.9 | 0 |
Contingent consideration | 0.1 | 0 |
Purchase consideration payable | 0 | 12.2 |
Other | 8.2 | 8.5 |
Total other liabilities | $ 54.7 | $ 70.8 |
Debt Outstanding (Details)
Debt Outstanding (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 4,048.1 | $ 2,464.6 |
Less short-term debt and current portion of long-term debt | (71.7) | (119.3) |
Long-term debt | 3,976.4 | 2,345.3 |
Deferred financing fees | 1.6 | 2 |
Senior Secured Term Loan B-3 [Member] | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 1,892 | $ 1,971.5 |
Debt Instrument, Maturity Date | Apr. 9, 2023 | |
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 4.52% | 3.57% |
Debt Instrument, Unamortized Discount (Premium), Net | $ 5 | $ 6.2 |
Deferred financing fees | 4.6 | 3.7 |
Senior Secured Term Loan A [Member] | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 1,166 | $ 395.8 |
Debt Instrument, Maturity Date | Aug. 9, 2022 | |
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 4.27% | 3.07% |
Debt Instrument, Unamortized Discount (Premium), Net | $ 2.8 | $ 1.4 |
Deferred financing fees | 3.6 | 0.3 |
Senior Secured Term Loan B-4 [Member] [Member] | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 982 | 0 |
Debt Instrument, Maturity Date | Jun. 19, 2025 | |
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 4.52% | |
Debt Instrument, Unamortized Discount (Premium), Net | $ 2.3 | 0 |
Deferred financing fees | 10.7 | 0 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | 0 | 85 |
Line of Credit Facility, Remaining Borrowing Capacity | 300 | |
Other notes payable | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | 7.3 | 11 |
Capital lease obligations | ||
Debt Instrument [Line Items] | ||
Debt and Capital Lease Obligations Outstanding | $ 0.8 | $ 1.3 |
Schedule of Debt Matuities (Det
Schedule of Debt Matuities (Details) $ in Millions | Dec. 31, 2018USD ($) |
Schedule of Debt Maturities | |
2,019 | $ 71.7 |
2,020 | 93.5 |
2,021 | 89.9 |
2,022 | 1,044.9 |
2,023 | 1,832.1 |
Thereafter | 945 |
Unamortized original issue discounts and deferred financing fees | (29) |
Total debt | $ 4,048.1 |
Senior Secured Credit Facility
Senior Secured Credit Facility (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | ||||||
Net Leverage Ratio Requirement | 5.5 | 5.5 | ||||
Net Leverage Ratio Requirement, Dividends | 4.75 | 4.75 | ||||
Gains (Losses) on Extinguishment of Debt | $ (12,000,000) | $ (10,500,000) | $ 0 | |||
Repayments of Lines of Credit | 210,000,000 | 130,000,000 | 145,000,000 | |||
Incremental Borrowings, Amount | $ 675,000,000 | $ 675,000,000 | ||||
Incremental Borrowings Criteria, Percentage of Consolidated EBITDA | 100.00% | 100.00% | ||||
Leverage Ratio Resulting in Adjusted EBITDA Borrowing Reduction | 4.25 | 4.25 | ||||
Incremental Borrowings Criteria, Senior Secured Leverage ratio | 4.25 | 4.25 | ||||
Net change on interest rate cap | $ 7,600,000 | 10,100,000 | (12,000,000) | |||
Interest Rate Swap [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, Notional Amount | $ 1,450,000,000 | 1,450,000,000 | ||||
Net change on interest rate cap | 8,100,000 | |||||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | 1,500,000 | |||||
Derivative, Gain (Loss) on Derivative, Net | $ 0 | |||||
Interest Rate Cap [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, Cap Interest Rate | 0.75% | 0.75% | 0.75% | |||
Derivative, Notional Amount | $ 1,451,800,000 | $ 1,451,800,000 | ||||
Net change on interest rate cap | 5,700,000 | (6,200,000) | 7,500,000 | |||
Derivative, Net Hedge Ineffectiveness Gain (Loss) | (700,000) | 300,000 | 500,000 | |||
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion | 2,400,000 | 4,300,000 | 1,600,000 | |||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 1,500,000 | $ 2,800,000 | $ 1,000,000 | |||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | $ 6,200,000 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | |||||
Proceeds from Lines of Credit | $ 125,000,000 | |||||
Senior Secured Term Loan A -2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Principle Payment Quarterly Percent | 0.625% | |||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | |||||
Stepped-up Percent Principle Payment | 1.25% | |||||
Proceeds from Issuance of Debt | $ 800,000,000 | |||||
Senior Secured Term Loan B-4 [Member] [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 4.52% | 4.52% | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||
Debt Instrument, Payment Terms | 0.0025 | |||||
Proceeds from Issuance of Debt | 400,000,000 | |||||
Proceeds from Issuance of Senior Long-term Debt | $ 600,000,000 | |||||
Debt Instrument, Fair Value Disclosure | $ 958,900,000 | $ 958,900,000 | ||||
Senior Secured Term Loan B-3 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 4.52% | 4.52% | 3.57% | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||
Principle Payment Quarterly Percent | 0.25% | |||||
Additional Debt Payment | $ 60,000,000 | |||||
Debt Instrument, Fair Value Disclosure | $ 1,837,400,000 | $ 1,837,400,000 | ||||
Senior Secured Term Loan A [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 4.27% | 4.27% | 3.07% | |||
Debt Instrument, Fair Value Disclosure | $ 1,166,000,000 | $ 1,166,000,000 | ||||
Credit Agreement [Domain] | ||||||
Debt Instrument [Line Items] | ||||||
Excess cash flows | 0 | |||||
Excess Principal Payments | 0 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 300,000,000 | 300,000,000 | ||||
Repayments of Lines of Credit | 210,000,000 | |||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 300,000,000 | $ 300,000,000 | ||||
Senior secured term loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | |||||
Minimum 1 [Member] | Interest Rate Swap [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, Fixed Interest Rate | 2.647% | 2.647% | ||||
Minimum 1 [Member] | Interest Rate Cap [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, Fixed Interest Rate | 0.98% | 0.98% | ||||
Minimum 1 [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||||
Line of Credit Facility, Commitment Fee Percentage | 0.20% | |||||
Minimum 1 [Member] | Senior Secured Term Loan A -2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||||
Minimum 1 [Member] | Credit Agreement [Domain] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of Excess Cash Flows to Determine Principal Payment | 0.00% | |||||
Mid-Point [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||
Line of Credit Facility, Commitment Fee Percentage | 0.25% | |||||
Mid-Point [Member] | Senior Secured Term Loan A -2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||
Maximum 1 [Member] | Interest Rate Swap [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, Fixed Interest Rate | 2.706% | 2.706% | ||||
Maximum 1 [Member] | Interest Rate Cap [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, Fixed Interest Rate | 0.994% | 0.994% | ||||
Maximum 1 [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||
Line of Credit Facility, Commitment Fee Percentage | 0.30% | |||||
Maximum 1 [Member] | Senior Secured Term Loan A -2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||
Maximum 1 [Member] | Credit Agreement [Domain] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of Excess Cash Flows to Determine Principal Payment | 50.00% | |||||
May Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt refinance fees | $ 100,000 | |||||
Payments of Debt Issuance Costs | 2,600,000 | |||||
June Amendments [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt refinance fees | 12,000,000 | |||||
Payments of Debt Issuance Costs | $ 19,700,000 |
Fair Value of Debt (Details)
Fair Value of Debt (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | |
Document Period End Date | Dec. 31, 2018 |
Senior Secured Term Loan B-3 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | $ 1,837.4 |
Senior Secured Term Loan A [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | $ 1,166 |
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, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive stock outstanding | 0.1 | 0.1 | 0.1 | ||||||||
Weighted average shares outstanding | 184.6 | 182.4 | 182.6 | ||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 6.2 | 7.4 | 2 | ||||||||
Income (Loss) from Continuing Operations, Per Basic Share | $ 0.55 | $ 0.26 | $ 0.30 | $ 0.40 | $ 1.34 | $ 0.38 | $ 0.36 | $ 0.34 | $ 1.51 | $ 2.42 | $ 0.66 |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | $ (0.01) | $ 0 | $ 0 | ||||||||
Income from continuing operations | $ 105.5 | $ 50.8 | $ 57.3 | $ 75.4 | $ 247.9 | $ 71.9 | $ 67.3 | $ 64.5 | $ 289 | $ 451.6 | $ 131.4 |
Net Income (Loss) Attributable to Noncontrolling Interest | (10.9) | (10.4) | (10.8) | ||||||||
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 278.1 | 441.2 | 120.6 | ||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | (1.5) | 0 | 0 | ||||||||
Net income | $ 102.1 | $ 46.3 | $ 55 | $ 73.1 | $ 245.1 | $ 68.8 | $ 64.9 | $ 62.3 | $ 276.6 | $ 441.2 | $ 120.6 |
Income (Loss) from Continuing Operations, Per Diluted Share | $ 0.53 | $ 0.25 | $ 0.29 | $ 0.38 | $ 1.29 | $ 0.36 | $ 0.34 | $ 0.33 | $ 1.46 | $ 2.32 | $ 0.65 |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | (0.01) | 0 | 0 | ||||||||
Earnings Per Share, Basic | 0.55 | 0.25 | 0.30 | 0.40 | 1.34 | 0.38 | 0.36 | 0.34 | $ 1.50 | $ 2.42 | $ 0.66 |
Weighted average dilutive shares outstanding | 190.9 | 189.9 | 184.6 | ||||||||
Earnings Per Share, Diluted | $ 0.53 | $ 0.24 | $ 0.29 | $ 0.38 | $ 1.29 | $ 0.36 | $ 0.34 | $ 0.33 | $ 1.45 | $ 2.32 | $ 0.65 |
Performance Shares [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive stock outstanding | 1.1 | 0 | 5.9 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Federal | |||
Current | $ 62.7 | $ 82.3 | $ 53.9 |
Deferred | (57) | (221.8) | (21.3) |
State | |||
Current | 11.9 | 8.4 | 6.9 |
Deferred | (3.9) | 9.9 | 10.6 |
Foreign | |||
Current | 48.9 | 43 | 35.4 |
Deferred | (8.1) | (0.9) | (11.5) |
Total (benefit) provision for income taxes | $ 54.5 | $ (79.1) | $ 74 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Domestic | $ 256.5 | $ 265.7 | $ 128 |
Foreign | 87 | 106.8 | 77.4 |
Income from continuing operations before income taxes | $ 343.5 | $ 372.5 | $ 205.4 |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Income taxes at statutory rate | $ 72.1 | $ 130.4 | $ 71.9 |
State taxes, net of federal benefit | 10.2 | 5.6 | 15.4 |
Foreign rate differential | 9.7 | (5.3) | (1.8) |
Tax impact of unremitted foreign earnings | 5.7 | 2.1 | (6.4) |
U.S. tax impact of foreign earnings | 24.2 | (6.5) | (4.7) |
R&D & DPAD tax credit | 2.2 | 3.8 | 5 |
One-time impacts of U.S. tax reform | 5.3 | (175.3) | 0 |
Excess Tax Benefit on stock-based compensation | (30.2) | (39.3) | 0 |
Nondeductible transaction costs | 3.1 | 1.1 | 0.7 |
Other | 5 | (1.1) | (5.5) |
Total (benefit) provision for income taxes | $ 54.5 | $ (79.1) | $ 74 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Income taxes at statutory rate | 21.00% | 35.00% | 35.00% |
State taxes, net of federal benefit | 3.00% | 1.50% | 7.50% |
Foreign rate differential | 2.80% | (1.40%) | (0.90%) |
Tax impact of unremitted foreign earnings | 1.70% | 0.60% | (3.10%) |
U.S. tax impact of foreign earnings | 7.00% | (1.80%) | (2.30%) |
R&D & DPAD tax credit | 0.70% | 1.00% | 2.40% |
One-time impacts of U.S. tax reform | 1.50% | (47.10%) | 0.00% |
Excess Tax Benefit on stock-based compensation | (8.80%) | (10.50%) | 0.00% |
Nondeductible transaction costs | 0.90% | 0.30% | 0.40% |
Other | 1.50% | (0.40%) | (2.80%) |
Effective Income Tax Rate Reconciliation, Percent | 15.90% | (21.20%) | 36.00% |
Deferred income tax assets: | |||
Compensation | $ 24.1 | $ 16.4 | |
Employee benefits | 13.1 | 2.5 | |
Legal reserves and settlements | 3.9 | 5.2 | |
Hedge investments | 1.2 | 1.1 | |
Financing related costs | 2.5 | 0 | |
Loss and credit carryforwards | 103.7 | 105.7 | |
Other | 11.8 | 7.7 | |
Gross deferred income tax assets | 160.3 | 138.6 | |
Valuation allowance | (51.9) | (85.3) | |
Total deferred income tax assets, net | 108.4 | 53.3 | |
Deferred income tax liabilities: | |||
Depreciation and amortization | (568.8) | (454.7) | |
Taxes on undistributed foreign earnings | (11) | (7.3) | |
Other | (4.2) | (8.8) | |
Total deferred income tax liability | (584) | (470.8) | |
Net deferred income tax liability | $ 475.6 | $ 417.5 |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Unrecognized tax benefits | ||
Balance as of beginning of period | $ 12.3 | $ 4.8 |
Increase in tax positions of prior years | 7.6 | 2.8 |
Decrease in tax positions of prior years | (1) | 0 |
Increase in tax positions of current year | 0.7 | 4.7 |
Balance as of December 31 | $ 19.6 | $ 12.3 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Contingency [Line Items] | ||||
Income Tax Examination, Penalties Expense | $ 0 | $ 0 | $ 0 | |
One-time impacts of U.S. tax reform | $ 5,300,000 | $ (175,300,000) | $ 0 | |
Income taxes at statutory rate | 21.00% | 35.00% | 35.00% | |
Deferred taxes | $ (69,000,000) | $ (212,800,000) | $ (22,200,000) | |
Effective Income Tax Rate Reconciliation, Percent | 15.90% | (21.20%) | 36.00% | |
Deferred Foreign Income Tax Expense (Benefit) | $ (8,100,000) | $ (900,000) | $ (11,500,000) | |
Deferred Tax Assets, Net | 2,400,000 | 1,900,000 | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 33,400,000 | |||
Foreign credit carryforward expiration period | 10 years | |||
Unrecognized Tax Benefits | $ 19,600,000 | 12,300,000 | 4,800,000 | |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 12,300,000 | 8,200,000 | ||
Income Tax Examination, Penalties Accrued | 0 | 0 | ||
Income Tax Examination, Interest Expense | 0 | 0 | 0 | |
Income Tax Examination, Interest Accrued | 0 | |||
SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member] | ||||
Income Tax Contingency [Line Items] | ||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount | $ 51,900,000 | $ 85,300,000 | $ 59,200,000 | $ 46,700,000 |
Minimum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Operating Loss Carry Forward expiration period | 12 years | |||
Capital loss carryforward expiration period | 1 year | |||
Foreign loss carryforward expiration period | 6 years | |||
State Operating Loss Carry Forward expiration period | 2 years | |||
Maximum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Operating Loss Carry Forward expiration period | 16 years | |||
Capital loss carryforward expiration period | 3 years | |||
State Operating Loss Carry Forward expiration period | 18 years | |||
Tax Year 2010 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,010 | |||
Tax Year 2011 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,011 | |||
Tax Year 2011 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,011 | |||
Tax Year 2012 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,012 | |||
Tax Year 2012 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,012 | |||
Tax Year 2013 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,013 | |||
Tax Year 2013 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,013 | |||
Tax Year 2013 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,013 | |||
Tax Year 2014 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,014 | |||
Tax Year 2014 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,014 | |||
Tax Year 2014 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,014 | |||
Tax Year 2015 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,015 | |||
Tax Year 2015 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,015 | |||
Tax Year 2015 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,015 | |||
Tax Year 2016 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,016 | |||
Tax Year 2016 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,016 | |||
Tax Year 2016 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,016 | |||
Tax Year 2017 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,017 | |||
Tax Year 2017 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,017 | |||
Tax Year 2017 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,017 | |||
Tax Year 2018 [Member] | Foreign Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,018 | |||
Tax Year 2018 [Member] | State and Local Jurisdiction [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,018 | |||
Tax Year 2018 [Member] | Domestic Tax Authority [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Open Tax Year | 2,018 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Textual) - USD ($) $ in Millions | 12 Months Ended | 42 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | Jun. 25, 2015 | |
Stock Based Compensation (Textual) [Abstract] | |||||
Stock-based compensation expense | $ 61.4 | $ 47.7 | $ 31.2 | ||
Income tax benefit | 14.9 | 16.3 | 11.3 | ||
Employee share purchase plan | 500,000 | ||||
Cash-settleable Liability Awards [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Stock-based compensation expense | $ 3.5 | $ 14.6 | $ 6.8 | ||
Employee Stock [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Shares authorized for grant | 2,400,000 | ||||
2012 Management Equity Plan [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Shares authorized for grant | 10,100,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0 | ||||
2015 Management Equity Plan [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Shares authorized for grant | 5,400,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 2,700,000 | 2,700,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 100,000 | ||||
2015 Management Equity Plan [Member] | Restricted Stock [Member] | |||||
Stock Based Compensation (Textual) [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 25,868 | 24,800 |
2012 Plan (Details)
2012 Plan (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 42 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | |
2012 Management Equity Plan [Member] | Equity Option [Member] | ||||
Stock Options [Abstract] | ||||
Deferred Compensation Arrangement with Individual, Maximum Contractual Term | 10 years | |||
Percentage of Service Condition Awards Vesting | 20.00% | |||
Percentage of Grants Based on Service Condition Award Vesting Each Quarter | 5.00% | |||
Granted | 0 | 0 | 0 | |
Stock option activity consisted of the following: | ||||
Outstanding, shares, beginning balance | 5,494,372 | |||
Granted | 0 | 0 | 0 | |
Exercise of stock options | 2,335,312 | |||
Shares, forfeited | (78,912) | |||
Shares, expired | 0 | |||
Outstanding, shares, ending balance | 3,080,148 | 5,494,372 | 3,080,148 | |
Expected to vest as of December 31, 2018 | 220,165 | 220,165 | ||
Exercisable as of December 31, 2018 | 2,854,770 | 2,854,770 | ||
Options, Outstanding, Weighted Average Exercise Price | $ 7.49 | $ 7.42 | $ 7.49 | |
Options, Grants in Period, Weighted Average Exercise Price | 0 | |||
Options, Exercises in Period, Weighted Average Exercise Price | 7.11 | |||
Options, Forfeited, Weighed Average Grant Date Fair Value | 13.59 | |||
Options, Expirations in Period, Weighted Average Exercise Price | 0 | |||
Weighted Exercise Price at Grant Expected to Vest | 12.87 | 12.87 | ||
Weighted Average Exercise Price, Exercisable as of December 31, 2018 | $ 7.07 | $ 7.07 | ||
Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 5 months | 5 years 5 months | ||
Weighted Average Remaining Contractual Term, Expected to vest as of December 31, 2018 | 5 years 9 months | |||
Weighted Average Remaining Contractual Term, Exercisable as of December 31, 2018 | 4 years 4 months | |||
Options, Outstanding, Intrinsic Value | $ 151.9 | $ 261.2 | $ 151.9 | |
Aggregate Intrinsic Value Expected to Vest | 9.7 | 9.7 | ||
Options, Exercisable, Intrinsic Value | 142 | 142 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 0.9 | 0.9 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 2 months | |||
Proceeds from Stock Options Exercised | $ 16.6 | |||
Employee Service Share-based Compensation, Tax Benefit from Exercise of Stock Options | 32.3 | |||
Value of Options Exercised [Abstract] | ||||
Intrinsic value of options exercised | 134.4 | 120.3 | $ 19.4 | |
Total fair value of options vested | $ 10.3 | $ 14 | $ 3.9 | |
Stock Appreciation Rights [Abstract] | ||||
Deferred Compensation Arrangement with Individual, Maximum Contractual Term | 10 years | |||
2012 Management Equity Plan [Member] | Equity Option [Member] | Service Condition Option [Member] | ||||
Stock Options [Abstract] | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 40.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Stock Appreciation Rights [Abstract] | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 40.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
2012 Management Equity Plan [Member] | Equity Option [Member] | Market Condition Option [Member] | ||||
Stock Options [Abstract] | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Market Condition Award | 60.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Stock Appreciation Rights [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Market Condition Award | 60.00% | |||
2012 Management Equity Plan [Member] | Stock Appreciation Rights (SARs) [Member] | ||||
Stock Options [Abstract] | ||||
Deferred Compensation Arrangement with Individual, Maximum Contractual Term | 10 years | |||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 40.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Stock Appreciation Rights [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 0 | 0 | 0 | |
Deferred Compensation Arrangement with Individual, Maximum Contractual Term | 10 years | |||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 40.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (100,000) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 100,000 | |||
Share-based Compensation Arrangement by share-based Payment Award, Equity Instruments Other than Options, Exercised in Period | 100,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Share-based Liabilities Paid | $ 6.2 | $ 13.5 | $ 1.8 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 0.4 | $ 0.4 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 200,000 | 200,000 | ||
2012 Management Equity Plan [Member] | Stock Appreciation Rights (SARs) [Member] | Market Condition Option [Member] | ||||
Stock Options [Abstract] | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Market Condition Award | 60.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Stock Appreciation Rights [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Market Condition Award | 60.00% | |||
2015 Management Equity Plan [Member] | ||||
Stock Appreciation Rights [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (100,000) | |||
2015 Management Equity Plan [Member] | Restricted Stock [Member] | ||||
Stock Options [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||
Stock option activity consisted of the following: | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 5 months | |||
Stock Appreciation Rights [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (25,868) | (24,800) | ||
iovation [Member] | Performance Shares [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, Outstanding, Weighted Average Remaining Contractual Terms | 2 years | 0 years | ||
Stock option activity consisted of the following: | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||
Stock Appreciation Rights [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,126,090 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 9,769 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 |
Stock-Based Compensation 2015 P
Stock-Based Compensation 2015 Plan (Details) - USD ($) | 12 Months Ended | 42 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | |
2015 Management Equity Plan [Member] | ||||
Restricted stock unit activity consisted of the following: [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 2,700,000 | 2,700,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 100,000 | |||
Restricted Stock [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 100,000 | |||
Restricted Stock Units (RSUs) [Member] | 2015 Management Equity Plan [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Service Condition Award | 50.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Restricted stock unit activity consisted of the following: [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 2,692,995 | 1,990,114 | 2,692,995 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 904,592 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 56,117 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 145,594 | |||
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 Option, Expected to Vest | 3,374,991 | 3,374,991 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 42.86 | $ 32.89 | $ 42.86 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 64.21 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 44.07 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 38.90 | |||
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, Expected to Vest Weighted Average Grant Date Fair Value | $ 40.93 | $ 40.93 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 1 year 1 month | 1 year 6 months | ||
Weighted Average Remaining Contractual Term Expected to Vest, other than options | 11 months | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ 153,000,000 | $ 109,400,000 | $ 153,000,000 | |
Other than intrinsic value expected to vest other than options | 191,700,000 | 191,700,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | 2,500,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested | 3,500,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 68,800,000 | 68,800,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 11 months | |||
Restricted Stock [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 64.21 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 56,117 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 2,500,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 68,800,000 | $ 68,800,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 11 months | |||
Performance Shares [Member] | 2015 Management Equity Plan [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Percentage of Stock Options, RSUs and Stock Appreciation Rights Vest Granted Based on Performance Condition Award | 50.00% | |||
Performance Shares [Member] | iovation [Member] | ||||
Restricted stock unit activity consisted of the following: [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,116,321 | 0 | 1,116,321 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,126,090 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 9,769 | |||
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 Option, Expected to Vest | 653,293 | 653,293 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 71.66 | $ 0 | $ 71.66 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 71.66 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 71.64 | |||
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, Expected to Vest Weighted Average Grant Date Fair Value | $ 71.66 | $ 71.66 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 2 years | 0 years | ||
Weighted Average Remaining Contractual Term Expected to Vest, other than options | 2 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ 63,400,000 | $ 0 | $ 63,400,000 | |
Other than intrinsic value expected to vest other than options | 37,100,000 | 37,100,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 40,800,000 | 40,800,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||
Restricted Stock [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 71.66 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 40,800,000 | $ 40,800,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||
Restricted Stock [Member] | 2015 Management Equity Plan [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||
Restricted stock unit activity consisted of the following: [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 25,868 | 24,800 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 69.66 | $ 40.58 | $ 30.24 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 40.58 | $ 30.24 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 500,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 5 months | |||
Restricted Stock [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 19,372 | 25,868 | 24,800 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 69.66 | $ 40.58 | $ 30.24 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 25,868 | 24,800 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 40.58 | $ 30.24 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 500,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 5 months | |||
Minimum [Member] | Performance Shares [Member] | 2015 Management Equity Plan [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | |||
Minimum [Member] | Performance Shares [Member] | iovation [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | |||
Maximum [Member] | Performance Shares [Member] | 2015 Management Equity Plan [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 200.00% | |||
Maximum [Member] | Performance Shares [Member] | iovation [Member] | ||||
Restricted Stock Units [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 250.00% |
Other (Details)
Other (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2018 | |
Performance share unit activity associated with the acquisition of iovation [Abstract] | ||||
Allocated Share-based Compensation Expense | $ 61.4 | $ 47.7 | $ 31.2 | |
Performance Shares [Member] | iovation [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 | 1,100,000 | |||
Performance share unit activity associated with the acquisition of iovation [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,116,321 | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 71.66 | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 2 years | 0 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ 63.4 | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,126,090 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 71.66 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (9,769) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 71.64 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Expired in Period | 0 | |||
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 Option, Expected to Vest | 653,293 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Expected to Vest Weighted Average Grant Date Fair Value | $ 71.66 | |||
Weighted Average Remaining Contractual Term Expected to Vest, other than options | 2 years | |||
Other than intrinsic value expected to vest other than options | $ 37.1 | |||
Allocated Share-based Compensation Expense | 9.4 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 40.8 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||
Minimum [Member] | Performance Shares [Member] | iovation [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | |||
Maximum [Member] | Performance Shares [Member] | iovation [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 250.00% |
Fair Value (Details)
Fair Value (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Financial instruments measured at fair value, on a recurring basis | |||
Interest rate caps | $ 16,500,000 | $ 9,400,000 | |
Interest rate swaps | (10,700,000) | 0 | |
Realized and Unrealized Gains and Losses on Available For Sales Securities | 0 | 0 | $ 0 |
Realized and Unrealized Gains and Losses on Available For Sales Securities | 0 | ||
Trading Securities, Realized Gain (Loss) | $ 0 | 0 | 0 |
Loss Contingency, Date of Dismissal | Dec. 31, 2018 | ||
Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Interest rate caps | $ 16,500,000 | ||
Trading securities | 12,400,000 | ||
Available-for-sale securities | 2,900,000 | ||
Total | 31,800,000 | ||
Interest rate swaps | (10,700,000) | ||
Contingent consideration | (1,300,000) | ||
Total | (12,000,000) | ||
Level 1 [Member] | Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Interest rate caps | 0 | ||
Trading securities | 7,800,000 | ||
Available-for-sale securities | 0 | ||
Total | 7,800,000 | ||
Interest rate swaps | 0 | ||
Contingent consideration | 0 | ||
Total | 0 | ||
Level 2 [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Other than Temporary Impairment Losses, Investments, Portion Recognized in Earnings, Net, Available-for-sale Securities | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, before Tax | 0 | 0 | 0 |
Available-for-sale Securities, Gross Realized Gain (Loss) | 0 | $ 0 | $ 0 |
Level 2 [Member] | Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Interest rate caps | 16,500,000 | ||
Trading securities | 4,600,000 | ||
Available-for-sale securities | 2,900,000 | ||
Total | 24,000,000 | ||
Interest rate swaps | (10,700,000) | ||
Contingent consideration | 0 | ||
Total | (10,700,000) | ||
Level 3 [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 4,200,000 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Gain (Loss) Included in Earnings | 400,000 | ||
Level 3 [Member] | Fair Value, Recurring [Member] | |||
Financial instruments measured at fair value, on a recurring basis | |||
Interest rate caps | 0 | ||
Trading securities | 0 | ||
Available-for-sale securities | 0 | ||
Total | 0 | ||
Interest rate swaps | 0 | ||
Contingent consideration | (1,300,000) | ||
Total | $ (1,300,000) | ||
Maximum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt Securities, Available-for-sale, Maturity, Date | Dec. 31, 2033 | ||
Minimum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt Securities, Available-for-sale, Maturity, Date | Jan. 1, 2027 |
Reportable Segments (Details)
Reportable Segments (Details) | 12 Months Ended |
Dec. 31, 2018Segmentsegment | |
Segment Reporting Information [Line Items] | |
Number of Reportable Segments | Segment | 3 |
Number of Corporate Units | segment | 1 |
Financial Services [Member] | U.S. Information Services [Member] | |
Segment Reporting Information [Line Items] | |
Concentration Risk, Percentage | 53.00% |
Reportable Segments (Details 1)
Reportable Segments (Details 1) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 613.1 | $ 603.6 | $ 563.1 | $ 537.4 | $ 506.1 | $ 498 | $ 474.8 | $ 455 | $ 2,317.2 | $ 1,933.8 | $ 1,704.9 |
Net income | $ 102.1 | $ 46.3 | $ 55 | $ 73.1 | $ 245.1 | $ 68.8 | $ 64.9 | $ 62.3 | 276.6 | 441.2 | 120.6 |
Adjusted EBITDA | 916.9 | 748.1 | 636.8 | ||||||||
U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,444.7 | 1,204.1 | 1,045.1 | ||||||||
Adjusted EBITDA | 576.1 | 492.3 | 428.6 | ||||||||
International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | 193 | 135 | 113.7 | ||||||||
Interactive [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | 237.6 | 211 | 181.6 | ||||||||
Corporate Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | (89.8) | (90.2) | (87.2) | ||||||||
Intersegment Eliminations [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (75.7) | (64.2) | (61.1) | ||||||||
Intersegment Eliminations [Member] | U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (70) | (59.3) | (57) | ||||||||
Intersegment Eliminations [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (5.1) | (4.8) | (4) | ||||||||
Intersegment Eliminations [Member] | Interactive [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | (0.7) | (0.2) | 0 | ||||||||
Financial Services [Member] | U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 765.1 | 620 | 551.7 | ||||||||
Emerging Verticals [Member] | U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 679.6 | 584.1 | 493.4 | ||||||||
Online Data Services [Member] | U.S. Information Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 2,392.9 | 1,998.1 | 1,766 | ||||||||
Online Data Services [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 472.4 | 361.9 | 313.9 | ||||||||
Online Data Services [Member] | Interactive [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 475.8 | 432.1 | 407.1 | ||||||||
CANADA | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 96 | 85.8 | 73.9 | ||||||||
Asia Pacific [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 56.7 | 51.9 | 45 | ||||||||
UNITED KINGDOM | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 71.3 | 0 | 0 | ||||||||
Africa [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 64.2 | 61.3 | 60.6 | ||||||||
INDIA | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 81.8 | 64.6 | 47.5 | ||||||||
Latin America [Member] | International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 102.3 | $ 98.4 | $ 86.9 |
Reportable Segments (Details 2)
Reportable Segments (Details 2) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||
Net income | $ 102.1 | $ 46.3 | $ 55 | $ 73.1 | $ 245.1 | $ 68.8 | $ 64.9 | $ 62.3 | $ 276.6 | $ 441.2 | $ 120.6 |
Other income and expense, net, included earnings (losses) from equity method investments | |||||||||||
Other income and expense, net from equity method investments | 9.9 | 9.1 | 8.6 | ||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | (1.5) | 0 | 0 | ||||||||
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 278.1 | 441.2 | 120.6 | ||||||||
Total (benefit) provision for income taxes | 54.5 | (79.1) | 74 | ||||||||
Depreciation and amortization | 306.9 | 238 | 265.2 | ||||||||
EBITDA | 771.5 | 682.2 | 540.7 | ||||||||
Adjustments to EBITDA: Acquisition-related revenue adjustments | 28.1 | 0 | 0 | ||||||||
Adjustments to EBITDA: Stock-based compensation | 61.4 | 47.7 | 31.2 | ||||||||
Mergers and acquisitions, divestitures and business optimization | 38.7 | 8.5 | 18.5 | ||||||||
Adjustments to EBITDA: Technology transformation | 0 | 0 | 23.3 | ||||||||
Other - Adjustments to EBITDA | 17.2 | 9.7 | 23.1 | ||||||||
Adjustments to EBITDA | 145.4 | 65.9 | 96.1 | ||||||||
Adjusted EBITDA | 916.9 | 748.1 | 636.8 | ||||||||
EBITDA Add back: Net interest expense | 132 | 82.1 | 80.9 | ||||||||
EBITDA Add back: (Provision) benefit for income taxes | 54.5 | (79.1) | 74 | ||||||||
EBITTDA Add back: Depreciation Expense | 306.9 | 238 | 265.2 | ||||||||
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 | 2.6 | 2 | 1.9 | ||||||||
Depreciation and amortization | 191.2 | 160.6 | 191 | ||||||||
Adjusted EBITDA | 576.1 | 492.3 | 428.6 | ||||||||
International [Member] | |||||||||||
Other income and expense, net, included earnings (losses) from equity method investments | |||||||||||
Other income and expense, net from equity method investments | 7.3 | 7.1 | 6.7 | ||||||||
Depreciation and amortization | 98.4 | 61.5 | 57.2 | ||||||||
Adjusted EBITDA | $ 193 | $ 135 | $ 113.7 |
Reportable Segments (Details 3)
Reportable Segments (Details 3) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Total assets, by segment | ||
Assets | $ 7,039.8 | $ 5,118.5 |
U.S. Information Services [Member] | ||
Total assets, by segment | ||
Assets | 3,541.2 | 3,070.9 |
International [Member] | ||
Total assets, by segment | ||
Assets | 2,991.4 | 1,538 |
Interactive [Member] | ||
Total assets, by segment | ||
Assets | 466.9 | 431.9 |
Corporate [Member] | ||
Total assets, by segment | ||
Assets | $ 40.3 | $ 77.7 |
Reportable Segments (Details 4)
Reportable Segments (Details 4) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | $ 180.1 | $ 135.3 | $ 124 |
U.S. Information Services [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | 122.7 | 88.8 | 82.5 |
International [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | 44.1 | 34.3 | 30.2 |
Interactive [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | 11.2 | 9.6 | 9.1 |
Corporate [Member] | |||
Cash paid for capital expenditures, by segment | |||
Payments to acquire property, plant, and equipment | $ 2.1 | $ 2.6 | $ 2.2 |
Reportable Segments (Details 5)
Reportable Segments (Details 5) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | $ 306.9 | $ 238 | $ 265.2 |
U.S. Information Services [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | 191.2 | 160.6 | 191 |
International [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | 98.4 | 61.5 | 57.2 |
Interactive [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | 12.2 | 10.7 | 11.7 |
Corporate [Member] | |||
Depreciation and amortization expense of continuing operations, by segment | |||
Depreciation and amortization expense of continuing operations, by segment | $ 5.1 | $ 5.2 | $ 5.3 |
Reportable Segments (Details 6)
Reportable Segments (Details 6) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Domestic | |||
Revenue based on the country | |||
Revenue earned | 80.00% | 82.00% | 82.00% |
International | |||
Revenue based on the country | |||
Revenue earned | 20.00% | 18.00% | 18.00% |
Reportable Segments (Details 7)
Reportable Segments (Details 7) | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
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 | 60.00% | 78.00% | 78.00% |
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 | 40.00% | 22.00% | 22.00% |
Reportable Segments (Details Te
Reportable Segments (Details Textual) | 12 Months Ended |
Dec. 31, 2018segment | |
Reportable Segments (Textual) [Abstract] | |
Number of reportable segments | 4 |
Commitments (Details)
Commitments (Details) $ in Millions | Dec. 31, 2018USD ($) |
Summary of future minimum payments for noncancelable operating leases, purchase obligations and other liabilities | |
Operating Leases, 2018 | $ 21.7 |
Operating Leases, 2019 | 18.9 |
Operating Leases, 2020 | 15.4 |
Operating Leases, 2021 | 10.5 |
Operating Leases, 2022 | 8.7 |
Operating Leases, Thereafter | 20.7 |
Totals, Operating Leases | 95.9 |
Purchase Obligations, 2018 | 251.3 |
Purchase Obligations, 2019 | 45.7 |
Purchase Obligations, 2020 | 29.6 |
Purchase Obligations, 2021 | 4.1 |
Purchase Obligations, 2022 | 0.6 |
Purchase Obligations, Thereafter | 0.2 |
Totals, Purchase Obligations | 331.5 |
Total, 2018 | 273 |
Total, 2019 | 64.6 |
Total, 2020 | 45 |
Total, 2021 | 14.6 |
Total, 2022 | 9.3 |
Total, Thereafter | 20.9 |
Totals | $ 427.4 |
Commitments (Details Textual)
Commitments (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Commitments [Abstract] | |||
Trade accounts payable | $ 169.9 | $ 131.3 | |
Operating Leases, Rent Expense, Net | 19.6 | $ 15.7 | $ 14 |
Minimum Payments Licensing Agreements | $ 0 |
Contingencies (Details)
Contingencies (Details) | 1 Months Ended | 6 Months Ended | 8 Months Ended | 12 Months Ended | ||
Aug. 31, 2016plantiff | Jun. 30, 2015plantiff | Dec. 31, 2014plantiff | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($)plantiff | Dec. 31, 2012USD ($) | |
Ramirez v. Trans Union LLC [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Number of Plaintiffs | plantiff | 8,000 | 8,185 | ||||
Amit Patel, et al. v. TransUnion LLC, TransUnion Rental Screening Solutions, Inc. and TransUnion Background Data Solutions, No.14-cv-0522-LB[Member] [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Damages Awarded, Value | $ 8,000,000 | |||||
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 | plantiff | 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 | plantiff | 3,000 | |||||
Larson v. TransUnion LLC [Member] | All Information [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Number of Plaintiffs | plantiff | 18,000 | |||||
Minimum [Member] | Ramirez v. Trans Union LLC [Member] | Statutory Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Estimate of Possible Loss | $ 100 | |||||
Minimum [Member] | Ramirez v. Trans Union LLC [Member] | Punitive Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Estimate of Possible Loss | $ 0 | |||||
Maximum [Member] | Ramirez v. Trans Union LLC [Member] | Statutory Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Estimate of Possible Loss | $ 5,000 | |||||
Maximum [Member] | Ramirez v. Trans Union LLC [Member] | Punitive Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Estimate of Possible Loss | 8,100,000 | |||||
Judicial Ruling [Member] | Ramirez v. Trans Union LLC [Member] | Statutory Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Damages Awarded, Value | 8,100,000 | |||||
Judicial Ruling [Member] | Ramirez v. Trans Union LLC [Member] | Punitive Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Damages Awarded, Value | 52,000,000 | |||||
Per person [Member] | Judicial Ruling [Member] | Ramirez v. Trans Union LLC [Member] | Statutory Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Damages Awarded, Value | 984.22 | |||||
Per person [Member] | Judicial Ruling [Member] | Ramirez v. Trans Union LLC [Member] | Punitive Damages [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency, Damages Awarded, Value | 6,353.08 | |||||
Other Liabilities [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency Accrual | $ 46,300,000 | $ 33,200,000 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 08, 2018 | |
Related Party Transaction [Line Items] | ||||
Debt and Capital Lease Obligations | $ 4,048.1 | $ 2,464.6 | ||
Interest rate swap | 10.7 | 0 | ||
Interest rate caps | 16.5 | 9.4 | ||
Senior Secured Term Loan B-4 [Member] [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt and Capital Lease Obligations | 982 | 0 | ||
Revolving Credit Facility [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt and Capital Lease Obligations | 0 | 85 | ||
Accrued Interest on Debt to Related Parties [Domain] | ||||
Related Party Transaction [Line Items] | ||||
Due to Related Parties | 0.1 | |||
Affiliates of Goldman Sachs and Company [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue from Related Parties | 10.5 | 5 | $ 1.4 | |
Interest Expense, Related Party | 2.4 | 6.4 | $ 3.9 | |
Affiliates of Goldman Sachs and Company [Member] | Interest Rate Swap [Member] | ||||
Related Party Transaction [Line Items] | ||||
Interest rate swap | 4.4 | |||
Affiliates of Goldman Sachs and Company [Member] | Interest Rate Cap [Member] | ||||
Related Party Transaction [Line Items] | ||||
Interest rate caps | 1.7 | 2.4 | ||
Affiliates of Goldman Sachs and Company [Member] | Senior Secured Term Loan B-4 [Member] [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt and Capital Lease Obligations | 1.6 | |||
Affiliates of Goldman Sachs and Company [Member] | Senior Secured Term Loan A -2 [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt and Capital Lease Obligations | 0 | 57.1 | ||
Affiliates of Goldman Sachs and Company [Member] | Revolving Credit Facility [Member] | ||||
Related Party Transaction [Line Items] | ||||
Line of Credit, Current | $ 0 | $ 12 | ||
Affiliates of Goldman Sachs and Company [Member] | one director [Member] | ||||
Related Party Transaction [Line Items] | ||||
Ownership Percentage | 10.00% | |||
BMC Software Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Description of Transaction | During the year ended December 31, 2018, TransUnion entered into a three-year contract with BMC Software Inc. (BMC) to provide us with ITSM SAAS (IT service management, software as a service) after a competitive bidding process. Robert Beauchamp, a Director of TransUnion as of June 20, 2018, was the Chairman of BMC’s Board until October 12, 2018, at which time he resigned, and was formerly BMC’s President and CEO. | |||
Related Party Transaction, Expenses from Transactions with Related Party | $ 2.8 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |||||||||||
Revenue | $ 613.1 | $ 603.6 | $ 563.1 | $ 537.4 | $ 506.1 | $ 498 | $ 474.8 | $ 455 | $ 2,317.2 | $ 1,933.8 | $ 1,704.9 |
Summary of quarterly financial data | |||||||||||
Operating income (loss) | 130.7 | 122.1 | 134.4 | 125.2 | 121.5 | 126.6 | 115.5 | 101.1 | 512.5 | 464.7 | 300.5 |
Income from continuing operations | 105.5 | 50.8 | 57.3 | 75.4 | 247.9 | 71.9 | 67.3 | 64.5 | 289 | 451.6 | 131.4 |
Other comprehensive income (loss): | 105.4 | 49.4 | 57.3 | 75.4 | 247.9 | 71.9 | 67.3 | 64.5 | 287.5 | 451.6 | 131.4 |
Net income (loss) attributable to TransUnion Intermediary | $ 102.1 | $ 46.3 | $ 55 | $ 73.1 | $ 245.1 | $ 68.8 | $ 64.9 | $ 62.3 | $ 276.6 | $ 441.2 | $ 120.6 |
Income (Loss) from Continuing Operations, Per Basic Share | $ 0.55 | $ 0.26 | $ 0.30 | $ 0.40 | $ 1.34 | $ 0.38 | $ 0.36 | $ 0.34 | $ 1.51 | $ 2.42 | $ 0.66 |
Earnings Per Share, Basic | 0.55 | 0.25 | 0.30 | 0.40 | 1.34 | 0.38 | 0.36 | 0.34 | 1.50 | 2.42 | 0.66 |
Earnings Per Share, Diluted | 0.53 | 0.24 | 0.29 | 0.38 | 1.29 | 0.36 | 0.34 | 0.33 | 1.45 | 2.32 | 0.65 |
Income (Loss) from Continuing Operations, Per Diluted Share | $ 0.53 | $ 0.25 | $ 0.29 | $ 0.38 | $ 1.29 | $ 0.36 | $ 0.34 | $ 0.33 | $ 1.46 | $ 2.32 | $ 0.65 |
Quarterly Financial Data (Una_4
Quarterly Financial Data (Unaudited) (Details 1) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |||||||||||
Revenue | $ 613.1 | $ 603.6 | $ 563.1 | $ 537.4 | $ 506.1 | $ 498 | $ 474.8 | $ 455 | $ 2,317.2 | $ 1,933.8 | $ 1,704.9 |
Summary of quarterly financial data | |||||||||||
Operating income (loss) | 130.7 | 122.1 | 134.4 | 125.2 | 121.5 | 126.6 | 115.5 | 101.1 | 512.5 | 464.7 | 300.5 |
Income from continuing operations | 105.5 | 50.8 | 57.3 | 75.4 | 247.9 | 71.9 | 67.3 | 64.5 | 289 | 451.6 | 131.4 |
Other comprehensive income (loss): | 105.4 | 49.4 | 57.3 | 75.4 | 247.9 | 71.9 | 67.3 | 64.5 | 287.5 | 451.6 | 131.4 |
Net income (loss) attributable to TransUnion Intermediary | $ 102.1 | $ 46.3 | $ 55 | $ 73.1 | $ 245.1 | $ 68.8 | $ 64.9 | $ 62.3 | $ 276.6 | $ 441.2 | $ 120.6 |
Income (Loss) from Continuing Operations, Per Basic Share | $ 0.55 | $ 0.26 | $ 0.30 | $ 0.40 | $ 1.34 | $ 0.38 | $ 0.36 | $ 0.34 | $ 1.51 | $ 2.42 | $ 0.66 |
Earnings Per Share, Basic | 0.55 | 0.25 | 0.30 | 0.40 | 1.34 | 0.38 | 0.36 | 0.34 | 1.50 | 2.42 | 0.66 |
Income (Loss) from Continuing Operations, Per Diluted Share | 0.53 | 0.25 | 0.29 | 0.38 | 1.29 | 0.36 | 0.34 | 0.33 | 1.46 | 2.32 | 0.65 |
Earnings Per Share, Diluted | $ 0.53 | $ 0.24 | $ 0.29 | $ 0.38 | $ 1.29 | $ 0.36 | $ 0.34 | $ 0.33 | $ 1.45 | $ 2.32 | $ 0.65 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | $ (282.7) | $ (135.3) | $ (174.8) | $ (191.8) |
Change | (147.4) | 39.5 | 17 | |
Accumulated other comprehensive income (loss), total | (282.7) | (135.3) | (174.8) | |
Foreign Currency Translation Adjustment | ||||
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | (279.6) | (134.5) | (167.6) | (191.6) |
Change | (145.1) | 33.1 | 24 | |
Accumulated other comprehensive income (loss), total | (279.6) | (134.5) | (167.6) | |
Net Unrealized Gain/(Loss) On Hedges | ||||
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | (3.3) | (1) | (7.5) | (0.3) |
Change | (2.3) | 6.5 | (7.2) | |
Accumulated other comprehensive income (loss), total | (3.3) | (1) | (7.5) | |
Net Unrealized Gain/(Loss) On Available-for-sale Securities | ||||
Component accumulated other comprehensive income (loss) | ||||
Accumulated other comprehensive income (loss), total | 0.2 | 0.2 | 0.3 | $ 0.1 |
Change | 0 | (0.1) | 0.2 | |
Accumulated other comprehensive income (loss), total | $ 0.2 | $ 0.2 | $ 0.3 |
Condensed Financial Informati_2
Condensed Financial Information of TransUnion (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||||||||||||
Other current assets | $ 136.5 | $ 146.2 | $ 136.5 | $ 146.2 | |||||||||
Total current assets | 841.5 | 588.7 | 841.5 | 588.7 | |||||||||
Investment in TransUnion Intermediate | 44 | 42.8 | 44 | 42.8 | |||||||||
Total assets | 7,039.8 | 5,118.5 | 7,039.8 | 5,118.5 | |||||||||
Current liabilities: | |||||||||||||
Trade accounts payable | 169.9 | 131.3 | 169.9 | 131.3 | |||||||||
Other current liabilities | 284.1 | 207.8 | 284.1 | 207.8 | |||||||||
Total current liabilities | 548.5 | 458.4 | 548.5 | 458.4 | |||||||||
Other liabilities | 54.7 | 70.8 | 54.7 | 70.8 | |||||||||
Total liabilities | 5,057.6 | 3,293.9 | 5,057.6 | 3,293.9 | |||||||||
Stockholders’ equity: | |||||||||||||
Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2018 and December 31, 2017; 190.0 million and 187.4 million shares issued as of December 31, 2018 and December 31, 2017, respectively; and 185.7 million and 183.2 million shares outstanding as of December 31, 2018 and December 31, 2017, respectively | 1.9 | 1.9 | 1.9 | 1.9 | |||||||||
Additional paid-in capital | 1,947.3 | 1,863.5 | 1,947.3 | 1,863.5 | |||||||||
Treasury stock at cost; 4.2 million shares at December 31, 2018 and December 31, 2017 | (139.9) | (138.8) | (139.9) | (138.8) | |||||||||
Retained earnings | 363.1 | 137.4 | 363.1 | 137.4 | |||||||||
Accumulated other comprehensive loss | (282.7) | (135.3) | (282.7) | (135.3) | $ (174.8) | $ (191.8) | |||||||
Total stockholders’ equity | 1,982.2 | 1,824.6 | 1,982.2 | 1,824.6 | |||||||||
Total liabilities and stockholders’ equity | $ 7,039.8 | $ 5,118.5 | $ 7,039.8 | $ 5,118.5 | |||||||||
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 | |||||||||
Common stock, shares issued | 190 | 187.4 | 190 | 187.4 | |||||||||
Common stock, shares outstanding | 185.7 | 183.2 | 185.7 | 183.2 | |||||||||
Treasury stock at cost, shares | 4.2 | 4.2 | 4.2 | 4.2 | |||||||||
Statement of Income | |||||||||||||
Revenue | $ 613.1 | $ 603.6 | $ 563.1 | $ 537.4 | $ 506.1 | $ 498 | $ 474.8 | $ 455 | $ 2,317.2 | $ 1,933.8 | 1,704.9 | ||
Operating expenses | |||||||||||||
Selling, general and administrative | 707.7 | 585.4 | 560.1 | ||||||||||
Total operating expenses | 1,804.7 | 1,469.1 | 1,404.4 | ||||||||||
Operating income | 130.7 | 122.1 | 134.4 | 125.2 | 121.5 | 126.6 | 115.5 | 101.1 | 512.5 | 464.7 | 300.5 | ||
Non-operating income and (expense) | |||||||||||||
Earnings from equity method investments | 9.9 | 9.1 | 8.6 | ||||||||||
Other income and (expense), net | (46.9) | (19.2) | (22.8) | ||||||||||
Total non-operating income and (expense) | (169) | (92.2) | (95.1) | ||||||||||
Income before income taxes | 343.5 | 372.5 | 205.4 | ||||||||||
(Provision) benefit for income taxes | (54.5) | 79.1 | (74) | ||||||||||
Net income | 102.1 | $ 46.3 | $ 55 | $ 73.1 | 245.1 | $ 68.8 | 64.9 | 62.3 | 276.6 | 441.2 | 120.6 | ||
Statement of Comprehensive Income [Abstract] | |||||||||||||
Benefit for income taxes | (148.9) | 35.4 | 26.7 | ||||||||||
Benefit for income taxes | 0 | 0.6 | 2.7 | ||||||||||
Foreign currency translation, net | (148.9) | 36 | 29.4 | ||||||||||
Net change on interest rate cap | 7.6 | 10.1 | (12) | ||||||||||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, before Tax | (10.7) | 0 | 0 | ||||||||||
Amortization of accumulated loss | 0 | 0.4 | 0.4 | ||||||||||
Benefit (expense) for income taxes | 0.8 | (4) | 4.4 | ||||||||||
Hedges instruments, net | (2.3) | 6.5 | (7.2) | ||||||||||
Net unrealized (loss) gain | 0 | (0.1) | 0.4 | ||||||||||
Expense for income taxes | 0 | 0 | (0.2) | ||||||||||
Available-for-sale securities, net | 0 | (0.1) | 0.2 | ||||||||||
Total other comprehensive income (loss), net of tax | (151.2) | 42.4 | 22.4 | ||||||||||
Comprehensive income (loss) attributable to TransUnion | 129.2 | 480.7 | 137.6 | ||||||||||
Statement of Cash Flows | |||||||||||||
Net cash provided by (Used in) operating activities | 555.7 | 465.8 | 389.9 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Cash (used in) provided by investing activities | (2,017.7) | (480.8) | (495.8) | ||||||||||
Cash flows from financing activities: | |||||||||||||
Proceeds from issuance of common stock and exercise of stock options | 26.2 | 27.1 | 6 | ||||||||||
Dividends to stockholders | (41.6) | 0 | 0 | ||||||||||
Treasury stock purchased | $ (65.2) | $ (68.3) | 0 | (133.5) | (0.7) | ||||||||
Excess tax benefit | 0 | 0 | 6.3 | ||||||||||
Other | (1.2) | 0 | 0 | ||||||||||
Cash provided by (used in) financing activities | 1,540.2 | (51.7) | 153.8 | ||||||||||
Net change in cash and cash equivalents | $ 71.6 | (66.4) | 49 | ||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.075 | ||||||||||||
TransUnion Parent [Member] | |||||||||||||
Current assets: | |||||||||||||
Other current assets | 0.5 | 0.1 | $ 0.5 | 0.1 | |||||||||
Total current assets | 0.5 | 0.1 | 0.5 | 0.1 | |||||||||
Investment in TransUnion Intermediate | 1,928 | 1,739.4 | 1,928 | 1,739.4 | |||||||||
Other Assets | 6.8 | 8.1 | 6.8 | 8.1 | |||||||||
Total assets | 1,935.3 | 1,747.6 | 1,935.3 | 1,747.6 | |||||||||
Current liabilities: | |||||||||||||
Trade accounts payable | 0.3 | 0 | 0.3 | 0 | |||||||||
Due to TransUnion Intermediate | 42.6 | 18.9 | 42.6 | 18.9 | |||||||||
Other current liabilities | 0.5 | 0 | 0.5 | 0 | |||||||||
Total current liabilities | 43.4 | 18.9 | 43.4 | 18.9 | |||||||||
Other liabilities | 2.2 | 0 | 2.2 | 0 | |||||||||
Total liabilities | 45.6 | 18.9 | 45.6 | 18.9 | |||||||||
Stockholders’ equity: | |||||||||||||
Common stock, $0.01 par value; 1.0 billion shares authorized at December 31, 2018 and December 31, 2017; 190.0 million and 187.4 million shares issued as of December 31, 2018 and December 31, 2017, respectively; and 185.7 million and 183.2 million shares outstanding as of December 31, 2018 and December 31, 2017, respectively | 1.9 | 1.9 | 1.9 | 1.9 | |||||||||
Additional paid-in capital | 1,947.3 | 1,863.5 | 1,947.3 | 1,863.5 | |||||||||
Treasury stock at cost; 4.2 million shares at December 31, 2018 and December 31, 2017 | (139.9) | (138.8) | (139.9) | (138.8) | |||||||||
Retained earnings | 363.1 | 137.4 | 363.1 | 137.4 | |||||||||
Accumulated other comprehensive loss | (282.7) | (135.3) | (282.7) | (135.3) | |||||||||
Total stockholders’ equity | 1,889.7 | 1,728.7 | 1,889.7 | 1,728.7 | |||||||||
Total liabilities and stockholders’ equity | $ 1,935.3 | $ 1,747.6 | $ 1,935.3 | $ 1,747.6 | |||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |||||||||||
Common Stock, Shares Authorized | 1,000 | 1,000 | 1,000 | 1,000 | |||||||||
Common stock, shares issued | 190 | 187.4 | 190 | 187.4 | |||||||||
Common stock, shares outstanding | 185.7 | 183.2 | 185.7 | 183.2 | |||||||||
Treasury stock at cost, shares | 4.2 | 4.2 | 4.2 | 4.2 | |||||||||
Statement of Income | |||||||||||||
Revenue | $ 0 | $ 0 | 0 | ||||||||||
Operating expenses | |||||||||||||
Selling, general and administrative | 3.2 | 2.5 | 1.8 | ||||||||||
Total operating expenses | 3.2 | 2.5 | 1.8 | ||||||||||
Operating income | (3.2) | (2.5) | (1.8) | ||||||||||
Non-operating income and (expense) | |||||||||||||
Earnings from equity method investments | 279.3 | 448.1 | 124.3 | ||||||||||
Other income and (expense), net | (0.4) | (1.7) | (2.7) | ||||||||||
Total non-operating income and (expense) | 278.9 | 446.4 | 121.6 | ||||||||||
Income before income taxes | 275.7 | 443.9 | 119.8 | ||||||||||
(Provision) benefit for income taxes | 0.9 | (2.7) | 0.8 | ||||||||||
Net income | 276.6 | 441.2 | 120.6 | ||||||||||
Statement of Comprehensive Income [Abstract] | |||||||||||||
Benefit for income taxes | (145.1) | 32.5 | 21.3 | ||||||||||
Benefit for income taxes | 0 | 0.6 | 2.7 | ||||||||||
Foreign currency translation, net | (145.1) | 33.1 | 24 | ||||||||||
Net change on interest rate cap | 7.6 | 10.1 | (12) | ||||||||||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, before Tax | (10.7) | 0 | 0 | ||||||||||
Amortization of accumulated loss | 0 | 0.4 | 0.4 | ||||||||||
Benefit (expense) for income taxes | 0.8 | (4) | 4.4 | ||||||||||
Hedges instruments, net | (2.3) | 6.5 | (7.2) | ||||||||||
Net unrealized (loss) gain | 0 | (0.1) | 0.4 | ||||||||||
Expense for income taxes | 0 | 0 | (0.2) | ||||||||||
Available-for-sale securities, net | 0 | (0.1) | 0.2 | ||||||||||
Total other comprehensive income (loss), net of tax | (147.4) | 39.5 | 17 | ||||||||||
Comprehensive income (loss) attributable to TransUnion | 129.2 | 480.7 | 137.6 | ||||||||||
Statement of Cash Flows | |||||||||||||
Net cash provided by (Used in) operating activities | 16.6 | 106.4 | (11.6) | ||||||||||
Cash flows from investing activities: | |||||||||||||
Cash (used in) provided by investing activities | 0 | 0 | 0 | ||||||||||
Cash flows from financing activities: | |||||||||||||
Proceeds from issuance of common stock and exercise of stock options | 26.2 | 27.1 | 6 | ||||||||||
Dividends to stockholders | (41.6) | 0 | 0 | ||||||||||
Treasury stock purchased | 0 | (133.5) | (0.7) | ||||||||||
Excess tax benefit | 0 | 0 | 6.3 | ||||||||||
Other | (1.2) | 0 | 0 | ||||||||||
Cash provided by (used in) financing activities | $ (16.6) | $ (106.4) | 11.6 | ||||||||||
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | $ 0 | $ 0 | |||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.075 | ||||||||||||
Dividend Declared [Member] | |||||||||||||
Cash flows from financing activities: | |||||||||||||
Dividends, Common Stock, Cash | $ 42.6 | ||||||||||||
Dividend Declared [Member] | TransUnion Parent [Member] | |||||||||||||
Cash flows from financing activities: | |||||||||||||
Dividends, Common Stock, Cash | 42.6 | ||||||||||||
Dividend Paid [Member] | |||||||||||||
Cash flows from financing activities: | |||||||||||||
Dividends, Common Stock, Cash | 41.6 | ||||||||||||
Dividend Paid [Member] | TransUnion Parent [Member] | |||||||||||||
Cash flows from financing activities: | |||||||||||||
Dividends, Common Stock, Cash | $ 41.6 |
Valuation and Qualifying Acco_2
Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for doubtful accounts [Member] | |||
Movement in valuation allowances and reserves | |||
Balance at Beginning of Year | $ 9.9 | $ 6.2 | $ 4.2 |
Charged to Costs and Expenses | 4.6 | 5.1 | 4.3 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (1) | (1.4) | (2.3) |
Balance at End of Year | 13.5 | 9.9 | 6.2 |
Allowance for deferred tax assets [Member] | |||
Movement in valuation allowances and reserves | |||
Balance at Beginning of Year | 85.3 | 59.2 | 46.7 |
Charged to Costs and Expenses | 5.3 | 45.1 | 13.6 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (38.7) | (19) | (1.1) |
Balance at End of Year | $ 51.9 | $ 85.3 | $ 59.2 |