-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LHJlC4TIHdTgc33s9DN155wea1wlC6tarxA5f9Sx1jDSH7+JTf8QOq2GK+JhpqDr BIPUkwsgi4h8hdapIb1+3w== 0000931763-96-001021.txt : 19961210 0000931763-96-001021.hdr.sgml : 19961210 ACCESSION NUMBER: 0000931763-96-001021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961209 ITEM INFORMATION: Other events FILED AS OF DATE: 19961209 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUIFAX INC CENTRAL INDEX KEY: 0000033185 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] IRS NUMBER: 580401110 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06605 FILM NUMBER: 96677460 BUSINESS ADDRESS: STREET 1: 1600 PEACHTREE ST NW CITY: ATLANTA STATE: GA ZIP: 30302 BUSINESS PHONE: 4048858000 MAIL ADDRESS: STREET 1: 1600 PEACHTREE ST NW CITY: ATLANTA STATE: GA ZIP: 30309 FORMER COMPANY: FORMER CONFORMED NAME: RETAIL CREDIT CO DATE OF NAME CHANGE: 19760222 8-K 1 FORM 8-K 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 of earliest event reported): December 9, 1996 EQUIFAX INC. (Exact name of registrant as specified in its charter) GEORGIA 1-6605 58-0401110 (State or other juris- (Commission (I.R.S. Employer diction of incorporation) File Number) Identification No.) 1600 PEACHTREE STREET, N.W. ATLANTA, GEORGIA 30309 (Address of principal executive offices) (404) 885-8000 (Registrant's telephone number, including area code) Page 1 of 5 Exhibit Index on Page 3 Item 5. Other Events - ------- ------------ Attached hereto as Exhibit 99 is a press release, dated December 9, 1996, announcing Equifax Inc.'s plan to spin off its insurance- related businesses, which is incorporated herein by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned hereunto duly authorized. EQUIFAX INC. (Registrant) Date: December 9, 1996 By:/s/ D. W. McGlaughlin ------------------------------- D. W. McGlaughlin President and Chief Executive Officer Page 2 of 5 EXHIBIT INDEX Exhibit Description of Exhibit Page Number ------- ---------------------- ----------- 99 Press release, dated December 9, 1996 4 Page 3 of 5 EX-99 2 NEWS RELEASE EXHIBIT 99 [LETTERHEAD OF EQUIFAX APPEARS HERE] - -------------------------------------------------------------------------------- NEWS RELEASE FOR IMMEDIATE RELEASE CONTACT: NORMAN BLACK Public Affairs 404-888-5040 (o) 770-578-0679 (h) Blacknorm@aol.com EQUIFAX TO SPIN OFF INSURANCE INFORMATION SERVICES TWO INDEPENDENT COMPANIES TO EMERGE ATLANTA, DEC. 9, 1996 -- Equifax Inc., which operates in both the financial and insurance service sectors, today announced its intention to split into two independent public companies. The split will be accomplished through a spinoff of the Insurance Information Services Group, giving Equifax stockholders direct share ownership of that Group. The move was approved by the Equifax Board of Directors today, subject, among other things, to receipt of a favorable IRS ruling on tax-free distributions of shares. The spinoff is designed as a tax-free dividend to Equifax shareholders. The split is being pursued because the corporation's two business groups have diverged in their products, customers and strategies. By setting up independent companies, the two will be better positioned to pursue new opportunities and able to respond that much more quickly and efficiently to changes in each of their marketplaces, without competing for corporate resources. "We start today with a 97-year-old company that's generating $1.7 billion in revenues and has posted 19 consecutive quarters of record earnings," said Daniel W. McGlaughlin, President and CEO. "So we clearly have not been under pressure to split up. Rather, what we do have here is a great opportunity, an opportunity to establish more focused, swifter companies ready for the 21st century. This change in structure is going to increase our competitiveness." - more - Page 4 of 5 EQUIFAX SPLIT 2-2-2 Until the spinoff takes place, the management and structure of Equifax will remain unchanged. Once the spinoff is completed, McGlaughlin will become the vice chairman and CEO of Equifax, and Thomas F. Chapman, now executive vice president, will become the president and chief operating officer. Derek V. Smith, now executive vice president, will become the president and CEO of the new insurance information services company. C.B. "Jack" Rogers Jr., will continue to serve as chairman of the Equifax Board of Directors. Once finalized, current shares will reflect a new Equifax represented by the Financial Services Group, which already is a world leader in the fast growing financial information markets. This new Equifax will accelerate a stunning global expansion that has seen it launch operations in 14 countries in just the past six years. Today, with $1.2 billion in annual revenue and sales in 40 countries, the new Equifax is known for credit and commercial information, card processing, check authorization, analytics and consulting, econometric forecasting and financial software. The insurance spinoff, with $559 million in annual revenue and more than 4,500 employees, will continue to specialize in providing risk management information to all sectors of the insurance industry as well as such services as employment pre-screening, drug screening, laboratory testing, public records information and computer software systems. The plan to spin off the Insurance Information Services Group envisions a tax-free, pro rata distribution of stock as a dividend to Equifax shareholders. Final implementation will not occur before receipt of a favorable IRS ruling, among other things, but is projected to be completed in roughly six months. The new insurance information services company, which has yet to select its new name, will have its own Board of Directors and its stock will trade on a national exchange. # # # Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----