8-K TLO Material Definitive Agreement
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date Earliest Event Reported): December 12, 2013
TransUnion Holding Company, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
(Commission File Number)
(IRS Employer Identification No.)
555 West Adams Street, Chicago, Illinois
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (312) 985-2000
Check the appropriate box below if the Form 8−K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a−12 under the Exchange Act (17 CFR 240.14a−12)
Pre−commencement communications pursuant to Rule 14d−2(b) under the Exchange Act (17 CFR 240.14d−2(b))
Pre−commencement communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e− 4(c))
Item 1.01 Entry into a Material Definitive Agreement.
As announced on November 22, 2013, the U.S. Bankruptcy Court for the Southern District of Florida has approved TransUnion’s bid to acquire TLO, LLC, a leading company in the risk information and analytics industry based in Boca Raton, Fla. On December 12, 2013, TransUnion Risk and Alternative Data Solutions, Inc. (the “Company”), a wholly owned subsidiary of TransUnion Holding Company, Inc. and TransUnion Corp., entered into an Amended and Restated Asset Purchase Agreement, dated December 12, 2013 (the “Asset Purchase Agreement”), with TLO, LLC, pursuant to which the Company will purchase substantially all of the assets of TLO, LLC for $154 million in cash (the “Acquisition”).
The Asset Purchase Agreement contains customary representations and warranties and covenants by both parties, and consummation of the Acquisition is conditioned on certain customary closing conditions. TransUnion Corp. guaranteed the performance of the Company’s obligations under the Asset Purchase Agreement.
The foregoing description of the material terms of the Asset Purchase Agreement is qualified in its entirety by reference to the Asset Purchase Agreement, a copy of which will be filed with the Securities and Exchange Commission.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.
TRANSUNION HOLDING COMPANY, INC.
Date: December 17, 2013
By: /s/ Mick Forde
Name: Mick Forde
Title: Vice President