Summary
This Form 8-K filing by Equifax Inc. (EFX) on May 15, 2007, primarily announces the completion of its acquisition of TALX Corporation. The merger, which became effective on May 15, 2007, involved TALX merging into Equifax's subsidiary, Chipper Corporation, making TALX a wholly owned subsidiary of Equifax. The acquisition was financed through a combination of cash and Equifax common stock, with TALX shareholders receiving either 0.861 shares of Equifax common stock or $35.50 in cash per share. The total consideration for the transaction, including assumed indebtedness, was approximately $1.3 billion. Equifax has also amended its credit agreement to increase its borrowing capacity to $850 million to fund these transactions.
Key Highlights
- 1Equifax Inc. has successfully completed the acquisition of TALX Corporation, effective May 15, 2007.
- 2The acquisition was structured as a merger where TALX became a wholly owned subsidiary of Equifax.
- 3The total transaction value, including assumed debt, is approximately $1.3 billion.
- 4Consideration for TALX shareholders included a mix of Equifax common stock (0.861 shares per TALX share) or cash ($35.50 per TALX share).
- 5Equifax funded the acquisition through borrowings under an amended credit facility, increasing its borrowing limit to $850 million.
- 6William W. Canfield, former CEO of TALX, has been appointed to Equifax's Board of Directors and as president of the TALX business unit.
- 7Detailed financial statements and pro forma information for the acquired TALX business will be filed by amendment later.
Frequently Asked Questions
The primary purpose of this 8-K filing is to report the completion of Equifax Inc.'s acquisition of TALX Corporation.
Equifax financed the acquisition through borrowings under its existing credit facility, which was amended to increase the borrowing limit to $850 million. Approximately $283 million was borrowed to pay the merger consideration, and another $97 million was borrowed in anticipation of repaying TALX's credit facility.
The total value of the merger consideration, including approximately $172 million in assumed indebtedness, was approximately $1.3 billion, based on Equifax's stock price on the acquisition date.
Yes, Equifax has stated that the consolidated financial statements of TALX Corporation and pro forma financial information will be filed by amendment to this Current Report on or before July 30, 2007.