EQUIFAX
ANNOUNCES SPINOFF OF PAYMENT SERVICES DIVISION TO ITS SHAREHOLDERS
Separation
of Payment Services from Information Services Allows for Faster Growth,
More Focused Management and Better Allocation of Resources
Atlanta,
Georgia, October 2, 2000
Equifax
Inc. (NYSE: EFX), a worldwide leader in enabling and securing global
commerce through its information, direct marketing and payment processing
businesses, announced today that its Board of Directors has approved
a plan to separate the Company into two independent public companies:
Information Services, the world's leading provider of consumer and commercial
information and a leading provider of direct marketing services worldwide;
and Payment Services, a preeminent provider of credit card processing
and check risk management services around the world.
The
Company intends to accomplish the separation through a spinoff of Payment
Services to its shareholders. The spinoff is expected to take the form
of a tax-free stock dividend.
Tom
Chapman, chairman and chief executive officer of Equifax Inc., said,
"Separating Information Services from Payment Services creates
two very strong companies - each with its own management team and Board
of Directors focused on taking advantage of significant growth opportunities
in their respective markets. As independent companies, each will set
its own strategy for acquisitions, alliances, and resource allocation;
and make marketing and management decisions more effectively. We believe
that spinning off Payment Services will help unlock the value of these
successful, market-leading businesses and provide the financial community
with a more focused investment decision."
Chapman
continued, "Both Information Services and Payment Services are
highly profitable, yet separate businesses with very different strategic
objectives. The two businesses have their own sales forces, different
technologies and segregated databases. Their markets and customers are
distinct, and there are few meaningful synergies between them. We strongly
believe that splitting Information Services and Payment Services into
two separate public companies is the optimal way to enable each business
to realize its full potential and create the greatest value for shareholders.
"Information
Services and Payment Services each will be better able to aggressively
pursue its own growth opportunities as a separate company. The ability
of Information Services and Payment Services to attract new customers
and pursue new business opportunities has at times been hampered by
the fact that the largest customers served by Information Services pose
a significant competitive threat to the customer base served by Payment
Services' largest unit, Equifax Card Solutions," Chapman added.
Outlook
The
Company noted that its earnings for 2000 are on track and it expects
to achieve EPS in the range of $1.67 to $1.71, consistent with current
analyst estimates. For 2001, Equifax expects total revenue from both
businesses in the aggregate to increase by 10 to 12 percent. For Information
Services, the increase in revenue is expected to be in the range of
8 to 10 percent and, for Payment Services, revenue is expected to grow
approximately 13 to 15 percent in 2001.
The
Company expects to record a one-time charge in connection with the spinoff
which will be taken in the quarter in which the spinoff occurs.
Equifax
has not yet finalized the capital structures of the post-spinoff Information
Services and Payment Services companies. However, by the time of the
spin the Company expects to significantly reduce debt.
Information
Services
Equifax
Information Services, in its 102nd year of operations, is the leading
provider of consumer and commercial information worldwide, including
the world's largest repository of consumer credit information and a
world-class consumer lifestyle and demographic database. Information
Services had revenues and EBITDA (before general corporate expenses)
of $1,121.9 million and $416.5 million, respectively, for the twelve
months ending June 30, 2000. Information Services is comprised of three
units: Credit Services, Consumer Information Services (CIS) and Equifax
Internet Solutions. Information Services provides value-added information
that facilitates transactions with consumers and businesses around the
world.
Credit Services, operating in North America, Latin America and Europe,
provides information-based, value-added products and services to assess
risk, market credit offers, and detect fraud. These products and services
are offered to customers representing a wide array of industries, including:
financial services, retail, automotive, telecommunications and utility
clients. Information Services provides credit reporting, customer relationship
management, modeling and analytics on over 400 million consumers and
businesses to customers in major markets throughout the world, including
the U.S., Canada, the U.K., Spain, Portugal, Chile, Brazil, Argentina,
Peru, and El Salvador.
Consumer Information Services provides value-added consumer direct marketing
services to Equifax's traditional customers as well as to catalog, publishing,
high tech, travel and manufacturing clients. The CIS products include
direct marketing data and support, and analytical services using demographic,
lifestyle and specialty data. CIS also provides data capture, database
management, and registration card programs for consumer durable goods
manufacturers, and conducts its own proprietary Survey of America.
By combining increasingly sophisticated, non-regulated consumer data
with analytic optimization software, CIS provides commercial customers
with highly targeted, customized solutions that not only identify qualified
buyers but also likely buyers, significantly reducing customer acquisition
costs and increasing the profitability of CIS' customers.
Equifax Internet Solutions provides e-commerce solutions that enable
enterprises to authenticate identity, secure business applications and
both issue and manage digital certificates. Furthermore, through its
online consumer direct initiatives, it offers consumers the opportunity
to view their credit profiles online and to subscribe to credit monitoring
services.
Chapman
said, "In our 'information economy,' data and data analytics are
critical for customers to make good business decisions. Information
Services provides the crucial data and data analytics that enable its
customers to transact business successfully. Information Services continues
its strong momentum. Equifax is expanding into new markets such as insurance
and brokerage, and continues to develop and implement new products that
support our core information product offerings as well as customers'
emerging e-commerce needs. In fact, we have more new products in our
pipeline today than at any time in our history."
Chapman
continued, "While the value of consumer and commercial credit information
has been long recognized in the U.S., its benefit is becoming increasingly
evident to companies in Latin America and Europe, where our business
continues to grow, and in the Asia Pacific region, where we see strong
opportunities to expand our franchise. As the trusted steward of the
world's largest repository of consumer credit information and as an
internationally recognized brand name, Equifax Information Services
is in a unique position to capitalize on these international growth
opportunities.
"We
believe that CIS will be an important contributor to our long-term revenue
growth. CIS' comprehensive consumer lifestyle and demographic databases
complement Information Services' industry-leading credit information,
analytic, decisioning and e-commerce services. This creates a powerful
consumer marketing platform," Chapman said.
"Through
Equifax Internet Solutions, we offer an array of Internet-based products
and services designed to deliver information or facilitate a transaction
on demand," Chapman added. "We expect to achieve success in
this business by leveraging our proprietary databases and the core competencies
developed in our information businesses to enable and secure transactions
over the Internet. Today, we provide e-commerce solutions to customers
including e-Bay, Checkfree, Microsoft and Paymentech. In addition, we
offer a suite of direct-to-consumer products. We are also using the
Internet to broaden our distribution for all our information products."
Payment
Services
Payment
Services, the premier provider of payment solutions in the U.S. and
abroad, had revenues and EBITDA (before general corporate expenses)
of $736.0 million and $181.7 million, respectively, for the twelve months
ending June 30, 2000. Payment Services, which manages approximately
30 million card accounts worldwide and processes over 2 billion payment
transactions annually, includes two units: Card Solutions and Check
Solutions.
Card Solutions is the number one provider of comprehensive cardholder
processing solutions to community banks and credit unions. Services
include credit and debit card transaction processing, card processing
software, portfolio management and analysis, cardholder customer service,
card enhancements, credit marketing, risk management, merchant processing,
and collections to independent banks and credit unions in the U.S. and
major card issuers abroad.
Check Solutions is the leading provider of check risk management services,
which include check guarantee and authorization, and related services
such as data file exchanges, risk management consulting, check collections,
and database marketing in the U.S., the U.K., Canada, France, Ireland,
Australia, and New Zealand.
Lee
Kennedy, president and chief operating officer of Equifax Inc., said,
"We expect to see continued growth in Payment Services both domestically
and in its international markets. Card Solutions is in a unique position
in its market - we are the number one provider of card processing services
to approximately 5,500 independent banks and credit unions, a market
that continues to see growth. Our premier position in this market is
strengthened by long-term contracts with both the Independent Community
Bankers Association and Card Services for Credit Unions. Card Solutions
continues to experience solid growth reflecting our expanding presence
within the community bank and credit union markets.
"We
continue to see increases in the number of customers, the number of
cards and transactions processed. Our Check Solutions business is also
realizing strong growth. Customers recognize the superior performance
of our risk management systems. Innovative products, such as PayCheck
AcceptSM, have facilitated our entry into new markets such as payroll
check acceptance," Kennedy added.
"While
our domestic business continues to be strong, we believe that the greatest
growth will come from our international operations where we have recently
achieved several milestones, including our recent contract with National
Australia Bank. We are well positioned to capitalize on rapid international
card growth and the accelerating trend toward outsourcing," Kennedy
concluded.
The
Company noted that Payment Services is now processing 73 percent more
cards abroad than a year ago due to its extraordinary growth in Brazil
and the U.K. The Company's strong presence in Brazil and Chile is a
beachhead for further expansion into other Latin American countries.
In Asia-Pacific Payment Services recently won a five-year card processing
contract with National Australia Bank to process 4.5 million cards in
four countries. This opportunity represents a critical step forward
in the Company's expansion in that region, and it expects the relationship
to generate over $100 million in revenue over the next five years. The
scalability, portability and flexibility of Payment Services' proprietary
software systems have created a significant competitive advantage contributing
to the Company's international success. These systems operate in 26
countries supporting over 100 million accounts.
Management
Tom
Chapman will remain chairman and chief executive officer of Equifax
and will become chairman of the new Payment Services company. Lee Kennedy,
currently president and chief operating officer of Equifax, will become
president and chief executive officer of the new Payment Services company.
Phil
Mazzilli, currently executive vice president and chief financial officer
of Equifax, will become president and chief operating officer of Equifax.
Larry Towe, currently executive vice president and group executive of
Payment Services, will become executive vice president and chief operating
officer of the new Payment Services company.
The
new Payment Services Company, which has yet to be named, will have its
own Board of Directors. The headquarters staffs of both companies will
be located in Atlanta. The Company does not anticipate, at this time,
any reduction in jobs nor any facilities closures due to separating
the two businesses.
Approvals
The
spinoff is subject to a favorable Internal Revenue Service ruling regarding
the tax-free distribution of shares and final approval of the transaction
by the Board of Directors of Equifax. The Company expects to complete
the spinoff by the summer of 2001.
Dividend
Equifax
expects to continue its $0.37 annual dividend until the spinoff. The
respective Boards of Directors will decide on their Company's post-spinoff
dividend policy.
Advisors
Bear,
Stearns & Co. Inc. is acting as financial advisor, and Kilpatrick
Stockton LLP is legal counsel to Equifax.
About
Equifax
Equifax
Inc., a worldwide leader in enabling and securing global commerce, brings
buyers and sellers together through its information management, transaction
processing, direct marketing, and customer relationship management businesses.
Atlanta-based Equifax (NYSE: EFX) serves the financial services, retail,
credit card, telecommunications/utilities, transportation, information
technology and healthcare industries and government. Equifax adds knowledge,
expertise, convenience and security to provide value-added solutions
and processes for its customers wherever they do business, including
the Internet and other networks. Equifax employs about 15,000 associates
in 16 countries with sales in almost 50 and has $1.9 billion in revenue.
Forward
Looking Statement
Statements
in this press release that relate to Equifax's future plans, objectives,
expectations, performance, events and the like are "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995 and the Securities Exchange Act of 1934. Future events,
risks and uncertainties, individually or in the aggregate, could cause
actual results to differ materially from those expressed or implied
in these statements. Those factors could include changes in worldwide
and U.S. economic conditions that materially impact consumer spending
and consumer debt, changes in demand for the Company's products and
services, risks associated with the integration of acquisitions and
other investments, the spinoff of Payment Services on a timely basis
without adverse impact on the Company's operations, and other factors
discussed in the "forward-looking information" section in
the management's discussion and analysis included in the annual report
on Form 10-K for the year ended December 31, 1999 and 10-Q for the period
ending June 30, 2000.
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