8-KMaterial AgreementsRegulation FDExhibits & Filings

EQUIFAX INC 8-K Report, Material Agreement (Feb 7, 2005)

Filed February 7, 2005For Securities:EFX

Summary

Equifax Inc. (EFX) announced on February 3, 2005, a definitive agreement to acquire APPRO Systems, Inc. (APPRO) for approximately $92 million in cash. APPRO is a privately-held company specializing in automated credit risk management and financial technologies for the banking sector. This strategic acquisition is expected to enhance Equifax's technology offerings and expand its presence in financial services. The company plans to finance the acquisition through existing credit facilities, noting that no amounts were outstanding under these facilities as of December 31, 2004. The transaction is subject to customary closing conditions, including regulatory approval under the Hart-Scott-Rodino Antitrust Improvements Act. This move signifies Equifax's commitment to inorganic growth and strengthening its position in the financial technology market.

Key Highlights

  • 1Equifax Inc. to acquire APPRO Systems, Inc. for approximately $92 million in cash.
  • 2APPRO Systems is a provider of automated credit risk management and financial technologies for banks.
  • 3The acquisition is intended to enhance Equifax's technology capabilities and market reach in the financial sector.
  • 4The purchase price will be financed through existing credit facilities.
  • 5The transaction is subject to antitrust review (Hart-Scott-Rodino) and other customary closing conditions.
  • 6Steve Uffman, CEO of APPRO, is expected to join Equifax in a leadership role focused on enabling technologies.
  • 7A related party transaction is disclosed involving Credit Bureau of Baton Rouge, Inc., a 5% shareholder of APPRO and a customer of Equifax.

Frequently Asked Questions

The acquisition of APPRO Systems is aimed at bolstering Equifax's technology offerings, particularly in automated credit risk management and financial technologies for lending operations within the consumer, commercial, and retail banking sectors. This move is expected to strengthen Equifax's position in the financial technology market.

Equifax plans to fund the $92 million cash purchase price through borrowings under its existing credit facilities. These include a trade-receivables backed revolving credit facility with available borrowing capacity and a $500 million senior unsecured revolving credit facility. Importantly, no amounts were outstanding under these facilities as of December 31, 2004, indicating available capacity.

The merger is contingent upon the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as other standard closing conditions typical for such transactions.

Upon closing the merger, APPRO will become a wholly owned subsidiary of Equifax. Steve Uffman, the current founder, Chairman, and CEO of APPRO, is expected to join Equifax as Group Executive, Enabling Technologies, indicating a focus on integrating and leveraging APPRO's expertise.