8-K/AOther Events

MOODYS CORP /DE/ 8-K/A Report (Jun 26, 2002)

Filed June 26, 2002For Securities:MCO

Summary

This filing is an amendment to a previous 8-K report by Moody's Corporation, filed on June 26, 2002. The primary purpose of this amendment is to include the financial statements of KMV LLC and KMV Corporation, as well as unaudited pro forma financial information related to Moody's acquisition of KMV. This acquisition, announced on February 11, 2002, involved an all-cash transaction for $210 million. The included financial statements for KMV show that for the year ended December 31, 2001, KMV generated revenues of $44.2 million and a net income of $0.9 million. As of December 31, 2001, KMV had total assets of $24.2 million and a stockholders' and members' deficit of $2.0 million. The pro forma information provides a combined view of Moody's and KMV as if the acquisition had occurred earlier, indicating a pro forma net income for Moody's of $71.7 million for the three months ended March 31, 2002, and $205.6 million for the year ended December 31, 2001.

Key Highlights

  • 1Moody's Corporation filed an amendment to its Form 8-K to include financial statements for the acquired company, KMV LLC and KMV Corporation.
  • 2The acquisition of KMV was an all-cash transaction valued at $210 million, announced on February 11, 2002.
  • 3KMV reported revenue of $44.2 million and net income of $0.9 million for the fiscal year ended December 31, 2001.
  • 4As of December 31, 2001, KMV had total assets of $24.2 million and a stockholders' and members' deficit of $2.0 million.
  • 5Unaudited pro forma financial information is provided, presenting Moody's and KMV's combined results as if the acquisition occurred earlier.
  • 6Pro forma net income for Moody's, reflecting the acquisition, was $71.7 million for the first quarter of 2002 and $205.6 million for the full year 2001.
  • 7The filing includes consents from PricewaterhouseCoopers LLP and BDO Seidman LLP, the respective auditors for Moody's and KMV.

Frequently Asked Questions

This filing is an amendment to a previously filed 8-K report. Its main purpose is to provide investors with the audited financial statements of KMV LLC and KMV Corporation, which Moody's Corporation acquired, and to present unaudited pro forma financial information that combines the results of Moody's and KMV as if the acquisition had been completed earlier.

For the fiscal year ended December 31, 2001, KMV reported total revenue of $44.2 million and a net income of $0.9 million. As of the same date, KMV's balance sheet showed total assets of $24.2 million and a stockholders' and members' deficit of $2.0 million.

The unaudited pro forma financial information suggests that the acquisition of KMV would have a positive impact on Moody's overall results. For the three months ended March 31, 2002, the combined entity is projected to have a net income of $71.7 million. For the full year 2001, the pro forma net income is estimated at $205.6 million, indicating a slight increase compared to Moody's standalone historical net income for 2001 ($212.2 million).

The acquisition of KMV was an all-cash transaction for $210 million, as announced on February 11, 2002.