0001552033-13-000022.txt : 20131217 0001552033-13-000022.hdr.sgml : 20131217 20131217130117 ACCESSION NUMBER: 0001552033-13-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131212 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20131217 DATE AS OF CHANGE: 20131217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TransUnion Holding Company, Inc. CENTRAL INDEX KEY: 0001552033 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] IRS NUMBER: 611678417 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-182948 FILM NUMBER: 131281257 BUSINESS ADDRESS: STREET 1: 555 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: (312) 985-2000 MAIL ADDRESS: STREET 1: 555 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRANSUNION CORP. CENTRAL INDEX KEY: 0001513514 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] IRS NUMBER: 743135689 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-172549 FILM NUMBER: 131281258 BUSINESS ADDRESS: STREET 1: 555 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: (312) 985-2000 MAIL ADDRESS: STREET 1: 555 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 8-K 1 a8-ktlomaterialdefinitivea.htm 8-K 8-K TLO Material Definitive Agreement


        



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
FORM 8-K
____________________
CURRENT REPORT
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.
TransUnion Corp.

(Exact name of registrant as specified in its charter)
____________________
 
 
 
 
 
Delaware
Delaware
 
333-182948
333-172549
 
36-1678417
74-3135689
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)


555 West Adams Street, Chicago, Illinois
 
60661
(Address of Principal Executive Offices)
 
(Zip Code)


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.


























SIGNATURES

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.
TRANSUNION CORP.
Date: December 17, 2013                        
By:     /s/ Mick Forde                
Name:    Mick Forde
Title:    Vice President