Equifax Inc. (EFX, NYSE)
Industry: Consulting Services
Annual report, fiscal year 2013


## 2013 Annual Report
Delivering
Innovation



## Contents

1 Letter to shareholders

5 Corporate officers and Contacts

6 Index to financial section

Inside back cover:
Board of Directors

70 Shareholder information

## Business Description

Equifax is a global leader in consumer and commercial information solutions, providing businesses of all sizes and consumers with information they can trust. We organize and assimilate data on more than 600 million consumers and 80 million businesses worldwide, and use advanced analytics and proprietary technology to create and deliver customized insights that enrich both the performance of businesses and the lives of consumers.

Our continued focus on being the trusted provider of information solutions that empower our customers to make critical decisions with greater confidence is fueled by the strong Equifax heritage of innovation and leadership.

Headquartered in Atlanta, Equifax operates or has investments in 19 countries and is a member of Standard & Poor's (S&P) 500 \( ^{th} \)  Index. Its common stock is traded on the New York Stock Exchange (NYSE) under the symbol EFX. For more information, please visit www.equifax.com.

## Equifax (EFX) Highlights

<table><tr><td>Twelve months ended December 31,</td><td>2013</td><td>2012</td><td>Change</td></tr><tr><td>Operating revenue</td><td>$2,303.9</td><td>$2,073.0</td><td>11%</td></tr><tr><td>Adjusted operating revenue (Non-GAAP)*</td><td>$2,296.7</td><td>$2,073.0</td><td>11%</td></tr><tr><td>Operating income</td><td>$611.2</td><td>$480.0</td><td>27%</td></tr><tr><td>Operating margin</td><td>26.5%</td><td>23.2%</td><td>3.3 pts</td></tr><tr><td>Adjusted operating Margin (Non-GAAP)*</td><td>26.7%</td><td>25.3%</td><td>1.4 pts</td></tr><tr><td>Consolidated net income from continuing operations</td><td>$341.5</td><td>$275.3</td><td>24%</td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$333.4</td><td>$266.6</td><td>25%</td></tr><tr><td>Diluted earnings per share (EPS) from continuing operations attributable to Equifax</td><td>$2.69</td><td>$2.18</td><td>24%</td></tr><tr><td>Diluted earnings per share from continuing operations attributable to Equifax, adjusted for certain items (Non-GAAP)</td><td>$3.60</td><td>$2.91</td><td>24%</td></tr><tr><td>Weighted-average common shares outstanding in millions (diluted)</td><td>123.7</td><td>122.5</td><td>1%</td></tr><tr><td>Stock price per share at December 31,</td><td>$69.09</td><td>$54.12</td><td>28%</td></tr></table>

* See reconciliations of non-GAAP financial measures to the corresponding GAAP financial measure on page 67.

## Equifax Board of Directors

Richard F. Smith
Chairman and
Chief Executive Officer
Equifax Inc.

James E. Copeland, Jr.
Retired Chief Executive
Officer

Deloitte & Touche and
Deloitte Touche
Tohmatsu

Robert D. Daleo
Retired Vice Chairman
Thomson Reuters

Walter W. Driver, Jr.
Chairman and
Goldsman Sachs & Co.

Mark L. Feidler
Founding Partner
McSouth Equity Partners

L. Phillip Humann
Retired Chairman and
Chief Executive Officer
SunTrust Banks, Inc.

Robert D. Marcus
Chairman and
Chief Executive Officer
Time Warner Cable Inc.

Siri S. Marshall
Retired Senior
Vice President,
General Counsel and
Secretary
General Mills, Inc.

John A. McKinley
CEO - SaferAging, Inc.
and Co-Founder,
LaunchBox Digital

Mark B. Templeton
President and
Chief Operating Officer
Citrix Systems, Inc.



DESIGN: EQUIFAX CREATIVE SERVICES © 2013, BARD WIRSLY PHOTOGRAPHY

## Photo, left to right:

L. Phillip Humann, John A. McKinley, Richard F. Smith, Walter W. Driver, Jr., Siri S. Marshall, Mark L. Feidler, Robert D. Marcus, James E. Copeland, Jr., Robert D. Daleo, Mark B. Templeton.



## Delivering Insights

Great companies are known for the problems they solve, not the products they sell. Once considered a traditional credit reporting company, Equifax is now a global leader in consumer and commercial information solutions. We still accumulate large amounts of differentiated data – and that will always be at the core of all we do. Indeed, to date, we have information on more than 600 million consumers and 80 million businesses worldwide.

The markets we serve today require us to interpret our data, provide insights from it, and deliver technological capabilities and solutions which meet the customer’s changing needs. For auto dealers, it means the ease of having multiple customer scores combined into one report. For banks and credit unions, it means better insights that result in more targeted and successful customer outreach efforts. For state governments, it means improved unemployment benefits tracking and less fraud. And, for savvy consumers, it’s insights that help them manage their financial lives, protect their identities and get access to the credit they deserve at a fair price.

Our vertical market focus has enabled us to delve deeper into customer issues and better anticipate and address their needs. It is the basis for our Decision360 \( ^{®} \)  comprehensive solutions framework. This strategic approach combines and analyzes our differentiated data, business intelligence, analytics and state-of-the-art technology to help customers solve their most complex business challenges.

## Delivering the Future

At Equifax, we feel confident about our future. We will continue evolving our growth strategy around the strong foundation we have developed over the past seven years.

We will always innovate and execute. Our customers have come to expect a lot from us, and they can continue to rely on us for creative, yet practical solutions.

We will also continue to leverage our analytics and software capabilities to provide insights related to risk, marketing and fraud that are needed across all industries. This will enable us to enter new, long-term growth markets while continuing to penetrate current markets.

We are engaged in a business of trust and empowerment. We have the information, analytics and solutions to provide actionable insights to both businesses and consumers. These insights give us unlimited potential to help all types of businesses improve their performance and give consumers the confidence and control to be their financial best.

We have paved a proven path to success and have systemically changed the growth trajectory of this company for the long-term. We will use our position of strength to make even greater strides in the coming year.

Sincerely,



Richard F. Smith
Chairman and Chief Executive Officer



#1 in market

#2 in market



WORKFORCE SOLUTIONS
TOTAL RECORDS
(TH WEORK NUMBER)
(IN MILLIONS)



To Our Shareholders

As a global leader delivering information and insights for businesses and consumers, everything Equifax does revolves around trust. Whether safeguarding the data entrusted to us by customers and consumers, delivering high-value decisioning tools to our customers, or driving value for our shareholders, we know we are only as good as our word. That is why we are relentless about delivering on what we promise.

In 2013, that meant another year of strong, broad-based performance backed by the highest standards of trust and integrity. In fact, 2013 was the best performance on the company has experienced since I have been its CEO. Revenue grew 11 percent to a record $2.3 billion and Adjusted Earnings per Share (EPS) (non-GAAP, adjusted to exclude items affecting comparability of results) grew 24 percent to $3.60. Our shareholders were rewarded as well, as the stock closed the year at $69.09, up 28 percent year-over-year.

The ability to produce results at these levels takes dedication and commitment. We have developed a strong set of principles and management processes to which we adhere unfailingly. And we have a clear vision supported by a disciplined strategy.

## Delivering Growth

Looking back on our performance over the years, one word comes to mind: consistency. Year after year, in the face of economic, regulatory, competitive and other external uncertainties, we have met or exceeded our targets. We grow best when we sow the seeds of new growth initiatives in our core businesses, in combination with acquisitions that complement our growth plan. The balance of organic and inorganic growth with disciplined execution has enabled Equifax to outperform the S&P 500 Index.

In 2013, our 5 business units drove 7 percent core, non-mortgage market organic growth. This strong, fundamental growth came from a broad portfolio of offerings and an increasingly diverse customer base, which helped to offset the anticipated decline in U.S. mortgage market activity. Key to our strength is our ability to combine proprietary and other data with analytics and technology to help our customers make better decisions that improve their business operations and create new growth opportunities for them and us.

For example, our Workforce Solutions business unit, which provides income and employment verification services and onboarding, compliance and pay reporting, is assisting the Centers for Medicare & Medicaid Services (CMS) in its administration of the Affordable Care Act. We developed a customized solution in record time and our verifications processing has been operating without a hitch since its implementation. The contract positions us to work with CMS for up to five years as they implement and oversee the program.

“Year after year, in the face of economic, regulatory, competitive and other external uncertainties, we have met or exceeded our targets.”

EQUIFAX THREE - YEAR TOTAL SHAREHOLDER RETURN OVER THE S&P 500 THREE - YEAR TOTAL SHAREHOLDER RETURN






Workforce Solutions also achieved two significant operational milestones in 2013 with over 3,100 employers contributing data to its instant employment verification service, The Work Number \( ^{®} \) . As the largest central source of consolidated employment and income information in the United States with more than 55 million active records and 235 million total records, The Work Number is one of our core assets. Our Verification Services growth is driven by the number of consumer records and the markets we serve to enable customers to reduce fraud and improve verifications' accuracy.

The second milestone is that in the past year, The Work Number processed a record 34 million instant income and employment verifications, a 39 percent increase from 2012.

Diversification is an integral part of our company strategy. This includes geographic expansion as well as the addition of new, business-relevant capabilities. For example, from late 2012 through early 2014, we acquired four companies in the United Kingdom and Latin America that enhanced and broadened our credit and collections services capabilities. With the addition of these companies, we can further penetrate our served customers and provide higher value services throughout our geographic footprint.

The international markets we serve have provided healthy revenue growth opportunities in 2013 accounting for 22 percent of our total company revenue. In Europe alone, despite weak economic conditions and increased regulatory oversight, we grew at 9 percent this past year. International is a segment where we continue to make strategic investments to add to our capabilities, reach and growth prospects.

Consider that just days into 2014, we acquired TDX Group, the United Kingdom’s largest debt placement services and debt management platform company, which will enable us to be a leader in the growing collections industry by combining streamlined collections processes with our insights and analytics.

Another significant 2013 revenue and EBITDA growth contributor came from the purchase and integration of the assets and business operations acquired from our CSC Credit Services affiliate at the end of 2012. We achieved all of our integration objectives as they were seamlessly folded into our U.S. Consumer Information Services (USCIS) business unit, which leverages a diverse portfolio of consumer data assets for a very broad customer base. With the acquisition, we were able to launch a number of initiatives that will enable us to further penetrate the customer base in 2014 and beyond.

Our Personal Solutions (PSOL) business unit enhanced its identity theft protection capabilities by acquiring TrustedID \( ^{®} \)  to address a market where one in 20 Americans was a victim of identity theft in 2013. This startup specializes in protecting consumer privacy and reputation on social media platforms and services, and provides Equifax access to consumer market segments through partnerships.

To ensure our corporate assets are well aligned with our strategy, we continually evaluate our portfolio management process and divest as necessary, redirecting a significant percentage of the proceeds to more strategic and higher growth opportunities. As a result, in 2013, we sold our mortgage settlement services business (Equifax Settlement Services) as well as an employee testing and assessment firm (Talent Management Services).

## Delivering Innovation

Innovation is a critical element of our DNA and is deeply embedded in all of our business unit strategies. And, while it’s a creative endeavor, we have established a robust process with a repeatable pattern for new product innovation that transforms our customers’ challenges into opportunities. As a result, new products contribute on average, 3 percentage points of annual revenue growth in their third year.

This past year for example, our USCIS unit launched two new products that address long-standing, critical issues for financial institutions. Equifax Dimensions \( ^{™} \)  helps banks and credit unions better predict future consumer credit trends by providing a more in-depth, time-oriented profile of the consumer’s past credit behavior. This product analyzes hundreds of detailed payment characteristics, from spending patterns and

## EQUIFAX REVENUE BY INDUSTRY \( ^{®} $  (2013)



<table><tr><td>Financial</td><td>26%</td></tr><tr><td>Mortgage</td><td>16%</td></tr><tr><td>Consumer</td><td>10%</td></tr><tr><td>Employers</td><td>10%</td></tr><tr><td>Telco</td><td>6%</td></tr><tr><td>Auto</td><td>6%</td></tr><tr><td>Resellers</td><td>6%</td></tr><tr><td>Commercial</td><td>5%</td></tr><tr><td>Retail</td><td>4%</td></tr><tr><td>Government</td><td>3%</td></tr><tr><td>Other</td><td>8%</td></tr></table>

* From continuing operations

## EQUIFAX REVENUE BY BUSINESS UNIT (2013)



<table><tr><td>USCIS</td><td>44%</td></tr><tr><td>International</td><td>22%</td></tr><tr><td>Workforce Solutions</td><td>21%</td></tr><tr><td>PSOL</td><td>9%</td></tr><tr><td>NACS</td><td>4%</td></tr></table>

* From continuing operations

credit utilization, to the likelihood of someone opening an account. And, to help lenders minimize bankruptcy losses by making more informed underwriting decisions, USCIS also introduced The Equifax Bankruptcy Navigator Index 4.0, our most comprehensive and predictive bankruptcy score to date. The product utilizes more than 500 different attributes to help lenders make more confident risk decisions.

Our identity and fraud services are at the vanguard of innovative solutions to help consumers, governments and companies protect identities from the point of application as well as through each transaction. Financial institutions lose 3-5 percent of their top line revenue to fraud, while the government loses billions to IRS, Medicare and Medicaid fraud. The Identity and Fraud unit has created truly revolutionary, multi-layered identity detection/protection products, which are now being used by the U.S. government and many national banks.

Our experience tells us that innovation trumps economic issues. Our North America Commercial Services (NACS) business unit, which helps fuel growth for our customers serving the small- and medium-enterprise sector, developed solutions such as OTC Advantage which enables enterprises to streamline their business processes and help companies gain a deeper understanding of their customers and prospects.

In addition to creating new solutions for customers, we also are innovating to improve our bottom line. LEAN process improvements help us reduce our expenses while increasing our productivity. Since 2007, when we launched our first LEAN initiative, we have improved our operating efficiency by an average of $20 million annually.

Where possible, we also find ways to help our customers meet their new regulatory compliance challenges. Last year, while the mortgage industry was preparing itself for sweeping changes in 2014, our USCIS business developed relevant solutions such as Risk Reveal while Workforce Solutions launched an enhanced Point In Time product. Both of these products use automated technology to create more borrower transparency from loan origination to closing, significantly reducing the level of risk for mortgage and loan companies.

The innovation expertise we demonstrate with our customers is also being recognized by industry leaders. In 2013, a Workforce Solutions' software application addressing benefit eligibility and compliance risks for the Affordable Care Act was named a Top Product of the Year by Human Resource Executive \( ^{®} \)  Magazine.

## Delivering through Exceptional Execution

All the innovation in the world is meaningless if the ideas aren’t implemented. Therefore, our focus on execution is every bit as important as our focus on innovation.

Furthermore, we have established a business protocol that drives the leveraging of our successes across different industries, countries and markets. NACS uses its U.S.-based financial institution expertise to benefit communications, business services, and manufacturing and transportation companies in Canada. Our Personal Solutions and International business units are now leveraging the same consumer credit services platform, resulting in customer-tested and proven consumer products being launched in Canada and the United Kingdom, and soon in Argentina.

Data, and the accuracy of that data, are the foundations of our business and core to our ability to execute effectively. Our goal for accuracy is simple – perfection – and we will continue to be relentless in our efforts and consistent in our commitment to achieve it. We’re also innovating and implementing measures to improve our consumer interactions. For instance, Equifax helped spearhead an industry effort implemented in 2013 that reduces processing time for consumer dispute resolutions by up to 40 percent.

Our data enables consumers to quickly and efficiently obtain credit, helping them to achieve their dreams. We, like the consumers we serve, are connected to assure the maximum accuracy of that data. It empowers our customers to make timely and more informed decisions realizing that the more accurate the data, the better the decision, which benefits all parties. We have made – and will continue to make – significant investments to ensure that we have the highest caliber and most accurate data, so businesses and consumers can feel confident with the services we furnish.

## REVENUE \( ^{®} $  AND ADJUSTED EARNINGS PER SHARE \( ^{**} \) 



Adjusted EPS
CAGR (Compound Annual Growth Rate)
*$ in millions, excluding Brazil and
divested operations – 10%
**Adjusted Earnings Per Share – 14%

## USCIS REVENUE BY INDUSTRY \( ^{®} $  (2013)



<table><tr><td>Financial</td><td>31%</td></tr><tr><td>Mortgage</td><td>24%</td></tr><tr><td>Reseller**</td><td>11%</td></tr><tr><td>Auto</td><td>10%</td></tr><tr><td>Telco</td><td>9%</td></tr><tr><td>Retail</td><td>4%</td></tr><tr><td>Insurance</td><td>3%</td></tr><tr><td>Other ***</td><td>8%</td></tr></table>

* From continuing operations
**Predominantly sold to companies who serve the direct-to-consumer market and includes other small end-user markets
***Includes our Management Services Group government and other miscellaneous end-user markets



## CORPORATE OFFICERS AND CONTACTS

## CORPORATE OFFICERS

Richard F. Smith
Chairman of the Board and
Chief Executive Officer

Lee Adrean
Corporate Vice President,
Chief Financial Officer

John J. Kelley, III
Corporate Vice President,
Chief Legal Officer

Coretha M. Rushing
Corporate Vice President,
Chief Human Resources Officer

Paul J. Springman
Corporate Vice President,
Chief Marketing Officer

David C. Webb
Chief Information Officer

Dean C. Arvidson
Corporate Secretary

Nuala M. King
Corporate Controller

Mark E. Young
Treasurer

## CONTACTS

Corporate Offices
Equifax Inc.
1550 Peachtree Street, N.W.
Atlanta, Georgia 30309
Telephone (404) 885-8000
www.equifax.com

Shareholder Services
Kathryn J. Harris
Office of the Corporate Secretary
corpsec@equifax.com

Investor Relations
Jeffrey L. Dodge
investor@equifax.com

Public Relations
Timothy J. Klein
tim.klein@equifax.com

Transfer Agent and Registrar
American Stock Transfer & Trust Company
59 Maiden Lane, Plaza Level
New York, New York 10038
Telephone (866) 665-2279

Independent Registered
Public Accounting Firm
Ernst & Young LLP
55 Ivan Allen Jr. Boulevard, Suite 1000
Atlanta, Georgia 30308

## INDEX TO FINANCIAL SECTION

7. Selected Financial Data
9. Management’s Discussion and Analysis of Financial Condition and Results of Operations
29. Management’s Report on Internal Control Over Financial Reporting
30. Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting
31. Report of Independent Registered Public Accounting Firm
32. Consolidated Statements of Income for each of the three years in the period ended December 31, 2013
33. Consolidated Statements of Comprehensive Income for each of the three years in the period ended December 31, 2013
34. Consolidated Balance Sheets at December 31, 2013 and 2012
35. Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2013
36. Consolidated Statements of Shareholders’ Equity and Other Comprehensive Income for each of the three years in the period ended December 31, 2013
38. Notes to Consolidated Financial Statements
66. Schedule II — Valuation and Qualifying Accounts
67. Reconciliations Related to Non-GAAP Financial Measures

## FORWARD-LOOKING STATEMENTS

This report contains information that may constitute “forward-looking statements.” Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “will” and similar expressions identify forward-looking statements, which generally are not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future are forward-looking statements. Management believes that these forward-looking statements are reasonable as and when made. However, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our Company’s historical experience and our present expectations or projections, including without limitation our expectations regarding the Company’s outlook, long-term organic and inorganic growth, and customer acceptance of our business solutions referenced under “Business Environment and Company Outlook.” These risks and uncertainties include, but are not limited to, those described below in this Annual Report, in our 2013 Annual Report on Form 10-K under “Risk Factors,” and those described from time to time in our future reports filed with the United States Securities and Exchange Commission, or SEC. As a result of such risks and uncertainties, we urge you not to place undue reliance on any such forward-looking statements. Forward-looking statements speak only as of the date when made. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.



The table below summarizes our selected historical financial information for each of the last five years. The summary of operations data for the years ended December 31, 2013, 2012, 2011, and the balance sheet data as of December 31, 2013 and 2012, have been derived from our audited Consolidated Financial Statements included in this report. The summary of operations data for the years ended December 31, 2010 and 2009, and the balance sheet data as of December 31, 2011, 2010 and 2009, have been derived from our audited Consolidated Financial Statements not included in this report. The historical selected financial information may not be indicative of our future performance and should be read in conjunction with the information contained in Management's Discussion and Analysis of Financial Condition and Results of Operations, and the Consolidated Financial Statements and the accompanying Notes to the Consolidated Financial Statements in this report.

<table><tr><td rowspan="2">(In millions, except per share data)</td><td colspan="5">Twelve Months Ended</td></tr><tr><td colspan="5">December 31,</td></tr><tr><td>Summary of Operations:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Operating revenue</td><td>$2,303.9</td><td>$2,073.0</td><td>$1,893.2</td><td>$1,797.5</td><td>$1,669.1</td></tr><tr><td>Operating expenses</td><td>1,692.7</td><td>1,593.0</td><td>1,424.6</td><td>1,375.1</td><td>1,288.5</td></tr><tr><td>Operating income</td><td>611.2</td><td>480.0</td><td>468.6</td><td>422.4</td><td>380.6</td></tr><tr><td>Consolidated income from continuing operations</td><td>341.5</td><td>275.3</td><td>238.8</td><td>238.8</td><td>223.3</td></tr><tr><td>Discontinued operations, net of tax \( ^{(1)(6)} \)</td><td>18.4</td><td>5.5</td><td>2.9</td><td>36.0</td><td>17.2</td></tr><tr><td>Net income attributable to Equifax</td><td>351.8</td><td>272.1</td><td>232.9</td><td>266.7</td><td>233.9</td></tr><tr><td>Dividends paid to Equifax shareholders</td><td>106.7</td><td>86.0</td><td>78.1</td><td>35.2</td><td>20.2</td></tr><tr><td>Diluted earnings per common share</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$ 2.69</td><td>$ 2.18</td><td>$ 1.86</td><td>$ 1.83</td><td>$ 1.69</td></tr><tr><td>Discontinued operations attributable to Equifax</td><td>0.15</td><td>0.04</td><td>0.02</td><td>0.28</td><td>0.14</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 2.84</td><td>$ 2.22</td><td>$ 1.88</td><td>$ 2.11</td><td>$ 1.83</td></tr><tr><td>Cash dividends declared per common share</td><td>$ 0.88</td><td>$ 0.72</td><td>$ 0.64</td><td>$ 0.28</td><td>$ 0.16</td></tr><tr><td>Weighted-average common shares outstanding (diluted)</td><td>123.7</td><td>122.5</td><td>123.7</td><td>126.5</td><td>127.9</td></tr></table>

<table><tr><td></td><td>2013</td><td>2012</td><td>2011</td><td>2010</td><td>2009(7)</td></tr></table>

Balance Sheet Data:
Total assets $4,539.9 $4,520.1 $3,518.7 $3,437.5 $3,550.5
Short-term debt and current maturities 296.5 283.3 47.2 20.7 183.2
Long-term debt, net of current portion 1,145.5 1,447.4 966.0 978.9 990.9
Total debt, net 1,442.0 1,730.7 1,013.2 999.6 1,174.1
Total equity 2,341.0 1,959.2 1,722.1 1,708.4 1,615.0

(1) During the first quarter of 2013, we divested of two non-strategic business lines, Equifax Settlement Services, which was part of our Mortgage business within the US CIS operating segment, and Talent Management Services, which was part of our Employer Services business within our Workforce Solutions operating segment, for a total of $47.5 million. We have presented the Equifax Settlement Services and Talent Management Services operations as discontinued operations for all periods presented. For additional information about these divestitures, see Note 3 of the Notes to Consolidated Financial Statements in this report.

(2) During the fourth quarter of 2013, the management of Boa Vista Services S.A., in which we hold a 15% cost method investment, revised its near-term outlook and its operating plans to reflect reduced near-term market expectations for credit information services in Brazil and increased investment needed to achieve its strategic objectives. As a result of these changes, and the associated near-term changes in cash flow expected from the business, we recorded a 40 million Brazilian Reais ($17.0 million) impairment of our original investment of 130 million Brazilian Reais. For additional information, see Note 2 of the Notes to Consolidated Financial Statements in this report.

(3) On December 28, 2012, we acquired certain credit services business assets and operations of Computer Sciences Corporation (the "CSC Credit Services Acquisition") for $1.0 billion. We financed the acquisition with available cash, the issuance of $500 million of 3.30% ten-year senior notes, and commercial paper borrowings under our CP program. The results of this acquisition are included in our USCIS segment after the date of acquisition and were not material for 2012. For additional information, see Note 4 of the Notes to Consolidated Financial Statements in this report.

(4) During the fourth quarter of 2012, we offered certain former employees a voluntary lump sum payment option of their pension benefits or a reduced monthly annuity. Approximately 64% of the vested terminated participants elected to receive the lump sum payment which resulted in a payment of $62.6 million from the assets in the pension plan. An amendment to the USRIP was also approved which froze future salary increases for non-grandfathered participants and offered a one-time 9% increase to the service benefit. The settlement and amendment resulted in a $38.7 million pension charge. For additional information, see Note 11 of the Notes to Consolidated Financial Statements in this report.

(8) During 2009, we recorded a $7.3 million income tax benefit related to our ability to utilize foreign tax credits beyond 2009.
(9) During 2009, we recorded a $7.3 million income tax benefit related to our ability to utilize foreign tax credits beyond 2009.

(6) On April 23, 2010, we sold our APPRO product line ("APPRO") for approximately $72 million. On July 1, 2010, we sold the assets of our Direct Marketing Services division ("DMS") for approximately $117 million. Both of these were previously reported in our U.S. Consumer Information Solutions segment. We have presented the APPRO and DMS operations as discontinued operations for all periods presented.



As used herein, the terms Equifax, the Company, we, our and us refer to Equifax Inc., a Georgia corporation, and its consolidated subsidiaries as a combined entity, except where it is clear that the terms mean only Equifax Inc.

All references to earnings per share data in Management’s Discussion and Analysis, or MD&A, are to diluted earnings per share, or EPS, unless otherwise noted. Diluted EPS is calculated to reflect the potential dilution that would occur if stock options or other contracts to issue common stock were exercised and resulted in additional common shares outstanding.

## BUSINESS OVERVIEW

We are a leading global provider of information solutions and human resources business process outsourcing services for businesses, governments, and consumers. We leverage some of the largest sources of consumer and commercial data, along with advanced analytics and proprietary decisioning technology, to create customized insights which enable our business clients to grow faster, more efficiently and more profitably, and to inform and empower consumers.

Clients rely on us for consumer and business credit intelligence, credit portfolio management, fraud detection, decisioning technology, marketing tools, and human resources and payroll services. We also offer a portfolio of products that enable individual consumers to manage their financial affairs and protect their identity. Our revenue stream is diversified among individual consumers and among businesses across a wide range of industries and international geographies.

## Segment and Geographic Information

Segments. The U.S. Consumer Information Solutions, or USCIS, segment, the largest of our five segments, consists of three product and service lines: Online Consumer Information Solutions, or OCI; Mortgage Solutions; and Consumer Financial Marketing Services. OCIS and Mortgage Solutions revenue is principally transaction-based and is derived from our sales of products such as consumer credit reporting and scoring, identity management and authentication, fraud detection and modeling services. USCIS also markets certain of our decisioning products which facilitate and automate a variety of consumer credit-oriented decisions. Consumer Financial Marketing Services revenue is principally project- and subscription-based and is derived from our sales of batch credit, consumer wealth or demographic information such as those that assist clients in acquiring new customers, cross-selling to existing customers and managing portfolio risk.
The International segment consists of Latin America, Europe and Canada Consumer. Canada Consumer's products and services are similar to our USCIS offerings, while Europe and Latin America are made up of varying mixes of product lines that are in our USCIS, North America Commercial Solutions and North America Personal Solutions reportable segments.

The Workforce Solutions segment consists of the Verification Services and Employer Services business units. Verification Services revenue is transaction based and is derived primarily from employment, income and social security number verifications. Employer Services revenues are derived from our provision of certain human resources business process outsourcing services that include both transaction- and subscription-based product offerings. These services assist our clients with the administration of unemployment claims and employer-based tax credits and the handling of certain payroll-related transaction processing.

North America Personal Solutions revenue is both transaction- and subscription-based and is derived from the sale of credit monitoring and identity theft protection products, which we deliver electronically to consumers primarily via the internet and to a lesser extent through mail.

North America Commercial Solutions revenue is principally transaction based, with the remainder project based, and is derived from the sale of business information, credit scores and portfolio analytics that enable clients to utilize our reports to make financial, marketing and purchasing decisions related to businesses.

Geographic Information. We currently operate in the following countries: Argentina, Brazil, Canada, Chile, Costa Rica, Ecuador, El Salvador, Honduras, Mexico, Paraguay, Peru, Portugal, the Republic of Ireland, Spain, the U.K., Uruguay, and the U.S. Our operations in the Republic of Ireland focus on data handling and customer support activities. We have an investment in the second largest consumer and commercial credit information company in Brazil and offer consumer credit services in India and Russia through joint ventures. Of the countries we operate in, 77% of our revenue was generated in the U.S. during the twelve months ended December 31, 2013.
Key Performance Indicators. Management focuses on a variety of key indicators to monitor operating and financial performance. These performance indicators include measurements of operating revenue, change in operating revenue, operating income, operating margin, net income, diluted earnings per share, cash provided by operating activities and capital expenditures. Key performance indicators for the twelve months ended December 31, 2013, 2012 and 2011, include the following:

<table><tr><td></td><td colspan="3">Key Performance Indicators</td></tr><tr><td></td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td></td><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>(Dollars in millions, except per share data)</td><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Operating revenue</td><td>$2,303.9</td><td>$2,073.0</td><td>$1,893.2</td></tr><tr><td>Operating revenue change</td><td>11%</td><td>10%</td><td>5%</td></tr><tr><td>Operating income</td><td>$ 611.2</td><td>$ 480.0</td><td>$ 468.6</td></tr><tr><td>Operating margin</td><td>26.5%</td><td>23.2%</td><td>24.8%</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 351.8</td><td>$ 272.1</td><td>$ 232.9</td></tr><tr><td>Diluted earnings per share from continuing operations</td><td>$ 2.69</td><td>$ 2.18</td><td>$ 1.86</td></tr><tr><td>Cash provided by operating activities</td><td>$ 566.3</td><td>$ 496.3</td><td>$ 408.7</td></tr><tr><td>Capital expenditures</td><td>$ 83.3</td><td>$ 66.0</td><td>$ 75.0</td></tr></table>

## Business Environment and Company Outlook

Demand for our services tends to be correlated to general levels of economic activity, to consumer credit activity, to a lesser extent small commercial credit and marketing activity, and to our own initiatives to expand our products and markets served. In 2013, in the United States, we experienced modest growth in overall economic activity and in general consumer credit, a moderate year-over-year decline in consumer mortgage activity, and continuing benefits from our internal product and market initiatives. As expected, after growing in the first half of 2013, total company mortgage related revenues declined significantly in the second half of 2013, a trend we expect will continue into the first half of 2014. As a result, our Mortgage Solutions business unit's rate of year-over-year revenue growth slowed in 2013 and the mortgage-related components of revenue included in USCIS' Online Consumer Information Solutions and Workforce Solutions' Verification Services each declined in absolute terms compared to 2012. While we continue to expect modest growth in overall economic activity and general consumer credit to continue in 2014, mortgage market origination activity is expected to continue declining due to elevated interest rates. Internationally, the environment continues to be challenging as various countries address their particular political, fiscal and economic issues. In addition, recent weakening in foreign exchange rates of certain of the countries in which we participate will reduce growth in revenue and profit when reported in U.S. dollars. Offsetting these challenges, we continue to expect that our ongoing investments in new product innovation, business execution, enterprise growth initiatives, technology infrastructure, and continuous process improvement will enable us, in a modestly growing economy, to deliver long-term average organic revenue growth ranging between 6% and 8% with additional growth of 1% to 2% derived from strategic acquisitions consistent with our long term business strategy. We also expect to grow earnings per share at a somewhat faster rate than revenue over time as a result of both operating and financial leverage. In 2014, we expect to offset the negative growth in mortgage-related revenues with strong revenue growth in our core, non-mortgage market initiatives.

RESULTS OF OPERATIONS — TWELVE MONTHS ENDED DECEMBER 31, 2013, 2012 AND 2011

<table><tr><td colspan="7">Consolidated Financial Results</td></tr><tr><td colspan="7">Operating Revenue</td></tr><tr><td>Operating Revenue</td><td colspan="3">Twelve Months Ended December 31,</td><td colspan="3">Change</td></tr><tr><td></td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td></tr><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>$</td><td>%</td><td>%</td></tr><tr><td>U.S. Consumer Information Solutions</td><td>$1,013.4</td><td>$ 869.3</td><td>$ 765.0</td><td>$144.1</td><td>17%</td><td>$104.3</td></tr><tr><td>International</td><td>513.5</td><td>486.2</td><td>492.9</td><td>27.3</td><td>6%</td><td>(6.7)</td></tr><tr><td>Workforce Solutions</td><td>474.1</td><td>442.1</td><td>382.1</td><td>32.0</td><td>7%</td><td>60.0</td></tr><tr><td>North America Personal Solutions</td><td>207.4</td><td>185.5</td><td>163.9</td><td>21.9</td><td>12%</td><td>21.6</td></tr><tr><td>North America Commercial Solutions</td><td>95.5</td><td>89.9</td><td>89.3</td><td>5.6</td><td>6%</td><td>0.6</td></tr><tr><td>Consolidated operating revenue</td><td>$2,303.9</td><td>$2,073.0</td><td>$1,893.2</td><td>$230.9</td><td>11%</td><td>$179.8</td></tr></table>



Revenue for 2013 increased by 11% compared to 2012. The growth was driven by the acquisition of CSC Credit Services in the fourth quarter of 2012 (“CSC Credit Services Acquisition”) and the impact of strategic growth initiatives across our businesses. The first half of 2013 also benefitted from the impact of increased mortgage refinancing activity in the U.S., which, as expected, began to decline in the second half of 2013 as compared to the prior year. This expected decline reduced reported growth rates in our USCIS and Workforce Solutions business units for the second half of 2013 as compared to the first half of 2013. For the full year, the net decline in mortgage market activity reduced our revenue growth rate by approximately 1.7%. The effect of foreign exchange rates reduced revenue by $20.4 million in the 2013 compared to 2012.

## Operating Expenses

<table><tr><td colspan="3">Operating Expenses</td><td colspan="6">Twelve Months Ended December 31,</td><td colspan="3">Change</td></tr><tr><td></td><td></td><td></td><td></td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td><td></td></tr><tr><td>(Dollars in millions)</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Consolidated cost of services</td><td>$</td><td>787.3</td><td>$</td><td>759.5</td><td>$</td><td>703.9</td><td>$27.8</td><td>4%</td><td>$</td><td>55.6</td><td>8%</td></tr><tr><td>Consolidated selling, general and administrative expenses</td><td>715.8</td><td>673.5</td><td>560.1</td><td>42.3</td><td>6%</td><td>113.4</td><td>20%</td><td></td><td></td><td></td><td></td></tr><tr><td>Consolidated depreciation and amortization expense</td><td>189.6</td><td>160.0</td><td>160.6</td><td>29.6</td><td>19%</td><td>(0.6)</td><td>0%</td><td></td><td></td><td></td><td></td></tr><tr><td>Consolidated operating expenses</td><td>$1,692.7</td><td>$1,593.0</td><td>$1,424.6</td><td>$997.6</td><td></td><td>1,024.6</td><td></td><td></td><td></td><td></td><td></td></tr></table>

Cost of Services. Cost of services increased $27.8 million in 2013 compared to the prior year. The increase in cost of services, when compared to 2012, was due primarily to increased salary and benefit costs of $27.8 million as well as smaller increases across other categories. The CSC Credit Services Acquisition did not have a material impact on cost of services as this business had already been processed on our systems under our previous affiliate arrangement. The effect of changes in foreign exchange rates reduced cost of services by $4.9 million.

Cost of services increased $55.6 million in 2012 compared to the prior year. The increase was due primarily to the impact of increased salary expense, direct production expenses and contract service expenses of $63.2 million as well as smaller increases in other expenses to support revenue growth. The increase in expense in 2012 was partially offset by decreases related to the deconsolidation of our Brazilian business. The impact of changes in foreign currency exchange rates decreased our cost of services by $3.4 million.

Selling, General and Administrative Expenses. Selling, general and administrative expenses increased $42.3 million in 2013 as compared to 2012. The increase was due primarily to increased salary, severance, advertising, litigation and regulatory compliance expenses of $56.4 million as well as smaller increases in expense in various categories as we continue to support our business growth. 2013 expenses were also impacted by the CSC Credit Services Acquisition which contributed approximately $19 million of incremental selling, general and administrative expenses some of which are transitional expenses as we integrate the business. These expenses were Revenue for 2012 increased by 9% compared to 2011. The deconsolidation of our Brazilian business, which resulted from the merger of our business into a larger entity during the second quarter of 2011, negatively impacted revenue growth by $35.4 million in 2012, compared to the prior year, while all other revenue increased by 12% compared to 2011. The growth in 2012 was driven by strong execution of key strategic initiatives and the impact of increased mortgage refinancing activity in the U.S. The effect of foreign exchange rates, in locations other than Brazil, reduced revenue by $12.5 million in 2012 compared to the prior year.

partially offset by the $38.7 million non-cash pension settlement charge that occurred in the fourth quarter of 2012 and declines in incentive costs. The impact of changes in foreign currency exchange rates decreased our selling, general and administrative expenses by $4.4 million.

The increase in selling, general and administrative expenses in 2012, as compared to 2011, included a $38.7 million non-cash pension settlement charge that occurred in the fourth quarter of 2012. The remaining increase was primarily due to increased salary, incentive, and professional and contractor services expenses of $66.4 million as well as higher marketing and other expenses partially offset by decreases in expenses related to the deconsolidation of our Brazilian business. The impact of changes in foreign currency exchange rates decreased our selling, general and administrative expenses by $2.7 million.

Depreciation and Amortization. The increase in depreciation and amortization expense in 2013, as compared to 2012, was driven by $49.1 million of incremental expense resulting from the CSC Credit Services Acquisition primarily related to amortization of purchased intangibles. The CSC Credit Services Acquisition amortization is partially offset by certain purchased intangible assets related to the TALX acquisition in 2007 that became fully amortized during the second quarter of 2013 as well as other miscellaneous purchased intangible assets that fully depreciated during 2013.

The slight decrease in depreciation and amortization expense in 2012, as compared to 2011, is primarily due to the decline in amortization of certain purchased intangibles acquired as part of the TALX acquisition in 2007, which fully amortized during the second quarter of 2011, and the amortization and depreciation decrease.

Operating Income and Operating Margin

<table><tr><td>Operating Income and Operating Margin</td><td colspan="3">Twelve Months Ended December 31,</td></tr></table>

In 2013, operating income increased faster than revenue due to margin improvements in our Workforce Solutions, North America Personal Solutions and North America Commercial Solutions businesses, reflecting rapid revenue growth and the ability to leverage our existing cost base. Operating income in 2012 was also negatively impacted by the $38.7 million pension settlement recorded during the fourth quarter of 2012.

In 2012, operating income increased at a slightly faster rate than revenue, and operating income increased at a lower rate than revenue, due to a $38.7 million pension settlement recorded during

Other Expenses, Net

<table><tr><td rowspan="2">Other Expense, Net</td><td colspan="3">Twelve Months Ended December 31,</td><td colspan="3">Change</td></tr><tr><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td></tr><tr><td>(Dollars in millions)</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Consolidated interest expense</td><td>$     70.2</td><td>$     55.4</td><td>$     55.1</td><td>$     14.8</td><td>27%</td><td>$     0.3</td></tr><tr><td>Consolidated other expense (income), net</td><td>10.6</td><td>(6.7)</td><td>7.6</td><td>17.3</td><td>nm</td><td>(14.3)</td></tr><tr><td>Consolidated other expense, net</td><td>$     80.8</td><td>$     48.7</td><td>$     62.7</td><td>$     32.1</td><td>66%</td><td>$ (14.0)</td></tr><tr><td>Average cost of debt</td><td>4.6%</td><td>5.3%</td><td>5.5%</td><td></td><td></td><td></td></tr><tr><td>Total consolidated debt, net, at year end</td><td>$1,442.0</td><td>$1,730.7</td><td>$1,013.2</td><td>$(288.7)</td><td>-17%</td><td>$717.5</td></tr></table>

Interest expense increased in 2013, when compared to 2012, due primarily to the issuance of $500 million of 3.30% notes in December 2012 to fund the CSC Credit Services Acquisition. Our consolidated debt balance decreased, as compared to the prior year, as a result of paying down $265.0 million of commercial paper during 2013 that was used to partially fund the CSC Credit Services Acquisition. The decrease in the average cost of debt for 2013 is due to the issuance of the $500 million senior notes at a low interest rate and additional low rate commercial paper outstanding on average, which caused the average cost of debt to decrease as compared to the prior year.

Interest expense increased slightly in 2012, when compared to the same period in 2011, due to the issuance of $500 million of 3.30% ten-year senior notes in December 2012. Our consolidated debt balance increased at December 31, 2012, as a result of the issuance of the fourth quarter of 2012, partially offset by improvements in margins in four of our business segments. The overall operating margin decreased in 2012 compared to the prior year period due primarily to the pension settlement in 2012 which negatively impacted margin by 180 basis points, and by increases in corporate expenses other than the pension settlement, which increased faster than revenues. These negative impacts on operating margin were partially offset by improvements in margins in our USCIS, International, Workforce Solutions and Personal Solutions businesses, driven by revenue growth.

$500 million of 3.30% senior notes and additional borrowings in the form of commercial paper to partially fund the acquisition of CSC Credit Services. The decrease in the average cost of debt for 2012 is due to the issuance of the $500 million Senior Notes at a low interest rate and additional low rate commercial paper outstanding on average year to date, which caused the average cost of debt to decrease as compared to the prior year period.

The increase in other expense (income), net, in 2013 is due to the impairment of our cost method investment representing a 15% equity interest in Boa Vista Services S.A. ("BVS") recorded in 2013. During the fourth quarter of 2013, the management of BVS revised its near-term outlook and its operating plans to reflect reduced near-term market expectations for credit information services in Brazil and increased investment needed to achieve its strategic objectives. As a result of these changes, and the associated near-term changes in



cash flow expected from the business, we recorded a 40 million Brazilian Reais ($17.0 million) impairment of our original investment of 130 million Brazilian Reais. If the economic growth in Brazil remains at lower than trend levels for an extended period or if BVS is unsuccessful in effectively implementing its strategy, further write-downs could be recognized in future periods.

Other expense (income), net in 2013 also includes $6.5 million in foreign exchange losses related to dividends declared by our subsidiary in Argentina and losses incurred in repatriating these funds. These expenses were partially offset by an increase in our equity in the earnings of our Russian joint venture.

## Income Taxes

Provision for Income Taxes

Consolidated provision for income taxes

Effective income tax rate

Our effective tax rate was 35.6% for 2013, down from 36.2% for the same period in 2012. The 2013 rate benefitted by 3.7% as compared to the 2012 rate due to the unfavorable impact in 2012 of certain one-time effects caused by certain international tax planning implemented during 2012. This was offset by a one-time 2.8% benefit in 2012 associated with a tax method change approved by tax authorities in 2012. The 2013 effective rate increased by 0.6% as compared to 2012 due to increases in state income tax rates, which become effective in 2013. We expect our effective tax rate in 2014 to be in the range of 36% to 37%.

## Net Income

Net Income

(in millions, except per share amounts)

Consolidated operating income

Consolidated other expense, net

Consolidated provision for income taxes

Consolidated net income from

continuing operations

Discontinued operations, net of tax

Net income attributable to

noncontrolling interests

Net income attributable to Equifax

Diluted earnings per common share

Net income from continuing operations

attributable to Equifax

Discontinued operations attributable

to Equifax

Net income attributable to Equifax

Weighted-average shares used in computing

diluted earnings per share

Other expense (income), net, from continuing operations for 2012, decreased $14.3 million, as compared to the prior year periods. The decrease is primarily due to the merger of our Brazilian business during the second quarter of 2011. On May 31, 2011, we completed the merger of our Brazilian business with BVS, which was accounted for as a sale and deconsolidated, in exchange for a 15% equity interest in BVS (the "Brazilian Transaction"). We recorded a $10.3 million pre-tax loss on the Brazilian Transaction in other expense (income), net. Other expense, net, was also reduced in 2012 by higher income from our minority investment in Russia and interest earned on higher cash balances during 2012.

<table><tr><td></td><td>123.7</td><td>122.5</td><td>123.7</td></tr></table>

Twelve Months Ended December 31,

<table><tr><td></td><td>2013</td><td>2012</td><td>2011</td></tr><tr><td></td><td>$158.0</td><td>$167.1</td><td>$32.9</td></tr><tr><td></td><td>36.2%</td><td>41.2%</td><td></td></tr></table>

Our effective rate was 36.2% for 2012, down from 41.2% for the same period in 2011. The 2011 rate was higher primarily due to the impact of the Brazilian Transaction which increased our effective rate by 5.2%. In addition, the 2012 rate increased by 4.7% compared to the prior year due the one-time effects of certain international tax planning implemented during the year. This was offset by a 3.5% one-time benefit associated with a tax method change approved by tax authorities in 2012. In addition, the 2012 rate benefitted from certain federal, state and international benefits that we do not expect to recur in future years.

<table><tr><td></td><td>2013 vs. 2012</td><td>2012 vs. 2011</td></tr><tr><td></td><td>$</td><td>%</td></tr><tr><td>Change</td><td></td><td></td></tr><tr><td>Operating revenue:</td><td>$ 714.3</td><td>$626.0</td></tr><tr><td>Online Consumer Information Solutions</td><td>114.3</td><td>94.5</td></tr><tr><td>Mortgage Solutions</td><td>184.8</td><td>148.8</td></tr><tr><td>Consumer Financial Marketing Services</td><td>$1,013.4</td><td>$869.3</td></tr><tr><td>Total operating revenue</td><td>44%</td><td>42%</td></tr><tr><td>% of consolidated revenue</td><td>$ 397.8</td><td>$298.9</td></tr><tr><td>Total operating income</td><td>39.3%</td><td>39.1%</td></tr><tr><td>Operating margin</td><td></td><td></td></tr><tr><td>U.S. Consumer Information Solutions revenue increased 17% in 2013 as compared to the prior year. The CSC Credit Services Acquisition contributed 14% of the revenue growth in 2013. The remaining growth resulted from mid-single digit percentage growth from core non-mortgage products and from strategic product, market penetration and pricing initiatives in the mortgage market more than offsetting a 2% decline from lower mortgage market activity in 2013.</td><td></td><td></td></tr><tr><td>The increase in revenue in 2012 as compared to 2011 was due to the impact of a high level of mortgage activity as well as certain new product, pricing and market penetration initiatives implemented during 2011 and into 2012.</td><td></td><td></td></tr><tr><td>OCIS. Revenue for 2013 increased 14% when compared to the prior year. This increase was driven primarily by the incremental revenue from the CSC Credit Services Acquisition as compared to the prior year. Excluding the CSC Credit Services Acquisition, revenue increased 1% in 2013 as compared to a year ago. A 3% decline in 2013 in organic credit report transaction volume compared to the prior year was due to a decline in mortgage-related credit report volume and lower volume from select high volume but lower priced accounts in the financial services market as well as changes in usage</td><td></td><td></td></tr></table>

Weighted-average shares used in computing

diluted earnings per share

Consolidated net income from continuing operations increased by $66.2 million, or 24%, in 2013 compared to 2012 due to increased operating income in all five of our operating segments, net of associated income taxes and higher interest expense as a result of our CSC Credit Services Acquisition. Net income attributable to Equifax for 2013 was $14.3 million, or 1.1% of net income. Net income from increased income from discontinued operations, driven by a $18.4 million gain, after tax, on the sale of our Talent Management Services and Equifax Settlement Services business lines. This gain was primarily the result of an income tax benefit of $18.1 million, including $14.3 million of current tax benefits. This increase was partially offset by the absence of earnings from the discontinued operations which benefitted the prior year period.

## Segment Financial Results

## U.S. Consumer Information Solutions

U.S. Consumer Information Solutions

(Dollars in millions)

Operating revenue:

Online Consumer Information Solutions

Mortgage Solutions

Consumer Financial Marketing Services

Total operating revenue

% of consolidated revenue

Total operating income

Operating margin

U.S. Consumer Information Solutions revenue increased 17% in 2013 as compared to the prior year. The CSC Credit Services Acquisition contributed 14% of the revenue growth in 2013. The remaining growth resulted from mid-single digit percentage growth from core non-mortgage products and from strategic product, market penetration and pricing initiatives in the mortgage market more than offsetting a 2% decline from lower mortgage market activity in 2013.

The increase in revenue in 2012 as compared to 2011 was due to the impact of a high level of mortgage activity as well as certain new product, pricing and market penetration initiatives implemented during 2011 and into 2012.

OCIS. Revenue for 2013 increased 14% when compared to the prior year. This increase was driven primarily by the incremental revenue from the CSC Credit Services Acquisition as compared to the prior year. Excluding the CSC Credit Services Acquisition, revenue increased 1% in 2013 as compared to a year ago. A 3% decline in 2013 in organic credit report transaction volume compared to the prior year was due to a decline in mortgage-related credit report volume and lower volume from select high volume but lower priced accounts in the financial services market as well as changes in usage
Consolidated net income from continuing operations increased by $36.5 million, or 15%, in 2012 compared to 2011 due primarily to an $11.4 million increase in operating income in 2012, driven by improvements in four of our five business segments, and the $27.8 million loss recorded on the Brazilian Transaction (reflected in other expense and income tax expense, as previously described) in 2011, for which no comparable losses were incurred in 2012.

<table><tr><td></td><td>2013 vs. 2012</td><td>2012 vs. 2011</td></tr><tr><td>$</td><td>%</td><td></td></tr><tr><td>$</td><td>14%</td><td></td></tr><tr><td>$</td><td>19.8</td><td>21%</td></tr><tr><td>$</td><td>36.0</td><td>24%</td></tr><tr><td>$</td><td>144.1</td><td>17%</td></tr><tr><td>$</td><td>42%</td><td>40%</td></tr><tr><td>$</td><td>298.9</td><td></td></tr><tr><td>$</td><td>39.1%</td><td></td></tr></table>

in the telecommunications sector. This was offset by higher average unit revenue due to pricing initiatives and more favorable mix.

2012 revenue increased 17% when compared to the prior year. About half of the increase resulted from increased volume and improved pricing in mortgage end-use markets, while the other half came predominantly from pricing and new product initiatives. For the year, core credit decision transaction volume increased by 4% while average revenue per transaction increased by 9%, resulting from the increase in mortgage volume (at higher than average pricing) as a share of our overall mix and from specific market segment pricing initiatives, while the remainder of our 17% growth came from products billed on a subscription basis and other revenue sources.

Mortgage Solutions. Revenue increased 21% in 2013 when compared to the prior year period, due primarily to the incremental revenue resulting from the CSC Credit Services Acquisition which contributed 18% of the growth in 2013. Revenue also benefitted from increased new product sales and market share gains from existing customers. Revenue increased in 2012 when compared to 2011 due primarily to increased sales in core mortgage reporting services as a result of higher mortgage refinancings stimulated by historically low mortgage interest rates; the sale of new mortgage information



## North America Personal Solutions

<table><tr><td colspan="3">North America Personal Solutions</td><td colspan="4">Twelve Months Ended December 31,</td><td colspan="4">Change</td></tr><tr><td></td><td></td><td></td><td></td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td></tr><tr><td>(Dollars in millions)</td><td></td><td></td><td></td><td></td><td></td><td></td><td>$</td><td>%</td><td>$</td><td>%</td></tr><tr><td>Total operating revenue</td><td></td><td>$207.4</td><td>$185.5</td><td>$163.9</td><td>$21.9</td><td>12%</td><td>$21.6</td><td>13%</td><td></td><td></td></tr><tr><td>% of consolidated revenue</td><td></td><td>9%</td><td>9%</td><td>9%</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Total operating income</td><td></td><td>$58.6</td><td>$50.4</td><td>$41.3</td><td>$8.2</td><td>16%</td><td>$9.1</td><td>22%</td><td></td><td></td></tr><tr><td>Operating margin</td><td></td><td>28.2%</td><td>27.2%</td><td>25.2%</td><td>1.0 pts</td><td></td><td>2.0 pts</td><td></td><td></td><td></td></tr></table>

Revenue increased 12% in 2013 as compared to the prior year primarily due to increased direct to consumer, Equifax-branded U.S.-based subscription service revenue which was up 10% in 2013 as well as strong growth of services in the Canadian market and the acquisition of TrustedID completed in the third quarter of 2013. The increase in the direct to consumer, Equifax-branded U.S.-based subscription service revenue was driven by new product sales and higher average revenue per subscriber, reflecting additional features in the Equifax product offering, as well as growth in subscribers. Transaction sales, breach services, and revenue from traditional partners each declined slightly. Operating margin increased in 2013 as compared to the prior year due to lower monitoring and credit file expenses resulting from the CSC Credit Services Acquisition, partially offset by the increased investment in sales and marketing expenses and the impact of the third quarter 2013 acquisition. Looking forward, revenue from U.S. subscription services is expected to grow more slowly due to increased competition from free services and potential changes due to the regulatory environment.

The increase in revenue in 2012, as compared to 2011, was primarily due to increased direct to consumer, Equifax-branded subscription service revenue which was up 16% in 2012. The increase was driven by higher average revenue per subscriber due to new product offerings and better market segmentation and, to a lesser extent, by higher subscription sales resulting in higher average subscriber counts. Operating margin increased slightly in 2012, as compared to 2011, primarily due to higher revenue partially offset by an increase in marketing.

## North America Commercial Solutions

<table><tr><td colspan="3">North America Commercial Solutions</td><td colspan="4">Twelve Months Ended December 31,</td><td colspan="4">Change</td></tr><tr><td></td><td></td><td></td><td></td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td></tr><tr><td>(Dollars in millions)</td><td></td><td></td><td></td><td></td><td></td><td></td><td>$</td><td>%</td><td>$</td><td>%</td></tr><tr><td>Total operating revenue</td><td></td><td>$95.5</td><td>$89.9</td><td>$89.3</td><td>$5.6</td><td>6%</td><td>$0.6</td><td>1%</td><td></td><td></td></tr><tr><td>% of consolidated revenue</td><td></td><td>4%</td><td>4%</td><td>5%</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Total operating income</td><td></td><td>$21.4</td><td>$19.8</td><td>$23.6</td><td>$1.6</td><td>8%</td><td>$(3.8)</td><td>-16%</td><td></td><td></td></tr><tr><td>Operating margin</td><td></td><td>22.4%</td><td>22.0%</td><td>26.5%</td><td></td><td></td><td>0.4 pts</td><td></td><td>-4.5 pts</td><td></td></tr></table>

Revenue increased 6% in U.S. dollars and 7% in local currency in 2013 as compared to 2012. Transaction-based revenue serving credit risk needs of our customers, which represents approximately 60% of our revenue, grew 6% as compared to the prior year. Project-oriented revenue increased 8% in 2013 due to stronger demand for risk and marketing services projects as well as new product offerings. Local currency fluctuations against the U.S. dollar negatively impacted revenue by $0.8 million, or 1%. Operating margin increased for 2013 compared to the prior year as revenue growth in a business with significant fixed costs outpaced our investments in the business. Revenue increased 1% in 2012 both in reported currency and local currency as compared to 2011. Transaction-based revenue serving credit risk needs of our customers, which represents approximately 60% of our revenue, grew 5% in 2012 as compared to the prior year. This growth was offset by a 5% decline in project-oriented revenue as customers delayed or canceled certain small business marketing programs given the uncertain environment for small businesses. Operating margin decreased in 2012 due to marginal revenue growth combined with a 7% increase in operating expenses as the business continues to invest in its longer term strategy despite the current slowdown in demand for marketing services.

<table><tr><td colspan="3">General Corporate Expense</td><td colspan="4">Twelve Months Ended December 31,</td><td colspan="4">Change</td></tr><tr><td></td><td></td><td></td><td></td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td></tr><tr><td>(Dollars in millions)</td><td></td><td></td><td></td><td>$157.3</td><td>$185.8</td><td>$116.9</td><td>$(28.5)</td><td>-15%</td><td>$68.9</td><td>59%</td></tr></table>

Our general corporate expenses are costs that are incurred at the corporate level and include those expenses impacted by corporate direction, such as shared services, administrative, legal, equity compensation costs and restructuring expenses. General corporate expenses decreased by $28.5 million in 2013, compared to 2012, primarily due to the $38.7 million pension settlement recorded in 2012 partially offset by higher salary, benefit and restructuring costs as well as spending to support corporate growth and infrastructure initiatives.

General corporate expenses increased by $68.9 million in 2012, compared to 2011, primarily due to the $38.7 million pension settlement and incentive costs, spending to support corporate growth and infrastructure initiatives, and costs associated with completing the CSC Credit Services Acquisition, partially offset by lower technology costs.

## LIQUIDITY AND FINANCIAL CONDITION

Management assesses liquidity in terms of our ability to generate cash to fund operating, investing and financing activities. We continue to generate substantial cash from operating activities and remain in a strong financial position managing our capital structure to meet short-and long-term objectives including reinvestment in existing businesses and strategic acquisitions.

## Net cash provided by (used in):

<table><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td></tr><tr><td>Operating activities</td><td>$ 566.3</td><td>$ 496.3</td><td>$ 408.7</td><td>$ 70.0</td><td>$ 70.0</td><td>$ 87.6</td><td></td><td></td></tr><tr><td>Investing activities</td><td>$ (133.6)</td><td>$ (1,083.6)</td><td>$ (204.1)</td><td>$ 950.0</td><td>$ (879.5)</td><td></td><td></td><td></td></tr><tr><td>Financing activities</td><td>$ (333.1)</td><td>$ 606.3</td><td>$ (195.9)</td><td>$ (939.4)</td><td>$ 802.2</td><td></td><td></td><td></td></tr></table>

## Operating Activities

Cash provided by operating activities for 2013 increased by $70.0 million compared to 2012. Cash provided from net income, excluding the impact of the 2013 divestitures, the impairment of our cost method investment in 2013, the impact of the 2012 pension settlement, and adjusting for an increase in amortization expense resulting from the CSC Credit Services Acquisition, increased $65.3 million. This increase in cash from operations was driven by the increase in net income in 2013 as compared to 2012.

Cash provided by operating activities for 2012 increased by $87.6 million over the prior year. Cash provided from net income, excluding the impact of the 2012 pension settlement and the 2011 impact of divestitures, increased $51.5 million. The remaining increase in cash from operations was driven primarily by changes in net working capital and other balance sheet changes, most notably a $52.0 million reduction in cash used in current liabilities, reflecting in part an increase in accrued salaries and incentives partially offset by a change in accrued taxes, including certain items related to the merger of our business in Brazil into BVS. The increase was also driven by $40 million of pension contributions in 2011 that did not recur in 2012. These increases were partially offset by a $30.1 million reduction in cash related to deferred income taxes and a $24.9 million use of cash related to increased prepaid assets and other current assets.

Fund Transfer Limitations. The ability of certain of our subsidiaries and associated companies to transfer funds to us is limited, in some cases, by certain restrictions imposed by foreign governments, such as Argentina; these restrictions do not, individually or in the aggregate, materially limit our ability to service our indebtedness, meet our current obligations or pay dividends. We currently hold $98.0 million of cash in our foreign subsidiaries.



## Investing Activities

<table><tr><td>Net cash used in:</td><td colspan="5">Twelve Months Ended December 31,</td><td colspan="5">Change</td></tr><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Capital expenditures</td><td>$ (83.3)</td><td>$ (66.0)</td><td>$ (75.0)</td><td>$ (17.3)</td><td>$ 9.0</td><td></td><td></td><td></td><td></td><td></td></tr></table>

Our capital expenditures are used for developing, enhancing and deploying new and existing software in support of our expanding product set, replacing or adding equipment, updating systems for regulatory compliance, licensing of standard software applications, investing in system reliability, security and disaster recovery enhancements, and updating or expanding our office facilities.

## Acquisitions, Divestitures and Investments

<table><tr><td>Net cash provided by (used in):</td><td colspan="5">Twelve Months Ended December 31,</td><td colspan="5">Change</td></tr><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Acquisitions, net of cash acquired</td><td>$ (91.4)</td><td>$ (1,016.4)</td><td>$ (127.4)</td><td>$925.0</td><td>$ (889.0)</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Cash received from divestitures</td><td>$ 47.5</td><td>$ 2.5</td><td>$ 2.5</td><td>$ 45.0</td><td>$ —</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Investment in unconsolidated affiliates, net</td><td>$ (6.4)</td><td>$ (3.7)</td><td>$ (4.2)</td><td>$ (2.7)</td><td>$ 0.5</td><td></td><td></td><td></td><td></td><td></td></tr></table>

2013 Acquisitions and Investments. During the third quarter of 2013, we acquired TrustedID, a direct-to-consumer identity protection business that is included as part of our North America Personal Solutions business unit. During the fourth quarter of 2013, we completed two acquisitions in Paraguay and Mexico in the Latin America region of our International segment.

In the first quarter of 2013, we divested of two non-strategic business lines, Equifax Settlement Services which was part of our Mortgage business within the US CIS operating segment and Talent Management Services which was part of our Employer Services business within our Workforce Solutions operating segment, for a total of $47.5 million. $3.5 million of the proceeds of the sale of Talent Management Services was placed into an escrow account and will be released to us 18 months after the transaction date. We also divested of two other small non-strategic operations.

We invested $5.4 million in our joint venture in Russia in 2013 to increase our percentage ownership interest as well as $1.0 million in another international entity.

2012 Acquisitions and Investments. On December 28, 2012, as a part of our long-term growth strategy of expanding our US CIS business, we acquired certain credit services business assets and operations of Computer Sciences Corporation (“CSC Credit Services”) for $1.0 billion. We financed the acquisition with available cash, the issuance of $500 million of 3.30% ten-year senior notes, and commercial paper borrowings under our CP program. The results of this acquisition are included in our US CIS segment.

To further broaden our product offerings, during the twelve months ended December 31, 2012, we completed a number of smaller Capital expenditures in 2013 increased from 2012 as we are continuing to invest in new products and technology infrastructure. Capital expenditures in 2012 were lower than 2011 primarily due to the purchase of a building in our Workforce Solutions segment during the first quarter of 2011.

<table><tr><td>Twelve Months Ended December 31,</td><td colspan="5">Change</td></tr><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td></tr><tr><td>$ (91.4)</td><td>$ (1,016.4)</td><td>$ (127.4)</td><td>$925.0</td><td>$ (889.0)</td><td></td></tr><tr><td>$ 47.5</td><td>$ 2.5</td><td>$ 2.5</td><td>$ 45.0</td><td>$ —</td><td></td></tr><tr><td>$ (6.4)</td><td>$ (3.7)</td><td>$ (4.2)</td><td>$ (2.7)</td><td>$ 0.5</td><td></td></tr></table>

acquisitions of information services businesses in the European and Latin American regions of our International segment. The results of these acquisitions are not material.

During the second quarter of 2010, we sold our APPRO product line, generating cash proceeds of approximately $67 million. Approximately $5 million of the purchase price was paid by the acquirer into an escrow account that was released to us, upon the satisfaction of certain conditions, over the two year period following the sale. We received the final payment of $2.5 million from the escrow account during the second quarter of 2012. During 2012, we also invested $3.7 million in our joint ventures in India and Russia.

2011 Acquisitions and Investments. On August 1, 2011, to further enhance our market position, we acquired DataVision Resources, which provides data and business solutions to mortgage, insurance and financial services sectors, for $50.0 million. The results of this acquisition have been included in our Workforce Solutions segment.

To further broaden our product offerings, during the twelve months ended December 31, 2011, we completed a number of smaller acquisitions of information services businesses in the European and Latin American regions of our International segment as well as our U.S. Consumer Information Solutions and Workforce Solutions segments. The results of these acquisitions are not material.

We received $2.5 million from the escrow account established as a result of our 2010 sale of our APPRO product line during the second quarter of 2011. During 2011, we also invested $4.2 million in our joint ventures in India and Russia.

For additional information about our acquisitions, see Note 4 of the Notes to Consolidated Financial Statements in this report.

## Financing Activities

<table><tr><td>Net cash provided by (used in):</td><td colspan="5">Twelve Months Ended December 31,</td><td colspan="5">Change</td></tr><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Net short-term borrowings (repayments)</td><td>$ (267.3)</td><td>$ 234.1</td><td>$ 24.4</td><td>$ (501.4)</td><td>$ 209.7</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Payments on long-term debt</td><td>$ (15.0)</td><td>$ (15.2)</td><td>$ (16.7)</td><td>$ 0.2</td><td>$ 1.5</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Proceeds from issuance of long-term debt</td><td>$ —</td><td>$ 499.2</td><td>$ —</td><td>$ (499.2)</td><td>$ 499.2</td><td></td><td></td><td></td><td></td><td></td></tr></table>

Credit Facility Availability. Our principal unsecured revolving credit facility with a group of banks, which we refer to as the Senior Credit Facility, permits us to borrow up to $750.0 million through December 2017. The Senior Credit Facility may be used for general corporate purposes. Availability of the Senior Credit Facility for borrowings is reduced by the outstanding face amount of any letters of credit issued under the facility and, pursuant to our existing Board of Directors authorization, by the outstanding principal amount of our commercial paper (CP) notes.

Our $750.0 million CP program has been established to allow for borrowing through the private placement of CP with maturities ranging from overnight to 397 days. We may use the proceeds of CP for general corporate purposes. The CP program is supported by our Senior Credit Facility and, pursuant to our existing Board of Directors authorization, the total amount of CP which may be issued is reduced by the amount of any outstanding borrowings under our Senior Credit Facility.

At December 31, 2013, there were no borrowings outstanding under our Senior Credit Facility and no commercial paper notes outstanding. At December 31, 2013, a total of $748.6 million was available under our Senior Credit Facility.

At December 31, 2013, approximately 81% of our debt was fixed rate and 19% was effectively variable rate. Our variable-rate debt, consists of our five-year senior notes due 2014 (against which we have executed interest rate swaps to convert interest expense from fixed rates to floating rates), generally bearing interest based on a specified margin plus a base rate (LIBOR), and of our issued commercial paper, which bears short-term interest rates based on the CP market for investment grade issuers. The interest rates reset periodically, depending on the terms of the respective financing arrangements. At December 31, 2013, interest rates on our variable-rate debt ranged from 1.87% to 2.04%.

Borrowing and Repayment Activity. Net short-term borrowings (repayments) primarily represent borrowings or repayments of outstanding amounts under our CP program. We primarily borrow under our CP program, when available.

The decrease in net short-term borrowings (repayments) in 2013 primarily reflects the repayment of $265.0 million of CP notes that were outstanding as of December 31, 2012. The change in net short-term borrowings (repayments) in 2012 primarily reflects the outstanding borrowings of $265.0 million of CP notes as of December 31, 2012, that was used to partially finance the acquisition of CSC Credit Services.

On December 17, 2012, we received proceeds of $499.2 million from the issuance of ten-year senior notes with a stated interest rate of 3.30% in an underwritten public offering. Interest is payable semi-annually in arrears on December 15 and June 15 of each year. We used the net proceeds of the sale of the notes to partially finance the acquisition of CSC Credit Services in December 2012.

Debt Covenants. Our outstanding indentures and comparable instruments contain customary covenants including, for example, limits on secured debt and sale/leaseback transactions. In addition, our Senior Credit Facility requires us to maintain a maximum leverage ratio of not more than 3.5 to 1.0, and limits the amount of subsidiary debt. Our leverage ratio was 1.74 at December 31, 2013. None of these covenants are considered restrictive to our operations and, as of December 31, 2013, we were in compliance with all of our debt covenants.

We do not have any credit rating triggers that would accelerate the maturity of a material amount of our outstanding debt; however, our senior notes contain change in control provisions. If we experience a change of control or publicly announce our intention to effect a change of control and the rating on the senior notes is lowered by Standard & Poor's, or S&P, and Moody's Investors Service, or Moody's, below an investment grade rating within 60 days of such change of control or notice thereof, then we will be required to offer to repurchase the senior notes at a price equal to 101% of the aggregate principal amount of the senior notes plus accrued and unpaid interest.

Credit Ratings. Credit ratings reflect an independent agency’s judgment on the likelihood that a borrower will repay a debt obligation at maturity. The ratings reflect many considerations, such as the nature of the borrower’s industry and its competitive position, the size of the company, its liquidity and access to capital and the sensitivity of a company’s cash flows to changes in the economy. The two largest rating agencies, S&P and Moody’s, use alphanumeric codes to designate their ratings. The highest quality rating for long-term credit obligations is AAA and Aaa for S&P and Moody’s, respectively. A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time by the assigning rating agency.



Long-term ratings of BBB- and Baa3 or better by S&P and Moody's, respectively, reflect ratings on debt obligations that fall within a band of credit quality considered to be "investment grade". At December 31, 2013, the long-term ratings for our obligations were BBB+ and Baa1, which are consistent with the ratings and outlooks which existed at December 31, 2012. A downgrade in our credit rating would increase the cost of borrowings under our CP program and credit facilities, and could limit, or in the case of a significant

## Equity Transactions

Net cash provided by (used in):

<table><tr><td>(Dollars in millions)</td><td>2013</td><td>2012</td><td>2011</td><td>2013 vs. 2012</td><td>2012 vs. 2011</td></tr><tr><td>Treasury stock purchases</td><td>$ (11.9)</td><td>$(85.1)</td><td>$ (142.3)</td><td>$ 73.2</td><td>$57.2</td></tr><tr><td>Dividends paid to Equifax shareholders</td><td>$ (106.7)</td><td>$ (86.0)</td><td>$ (78.1)</td><td>$ (20.7)</td><td>$ (7.9)</td></tr><tr><td>Dividends paid to noncontrolling interests</td><td>$ (10.5)</td><td>$ (4.8)</td><td>$ (5.6)</td><td>$ (5.7)</td><td>$ 0.8</td></tr><tr><td>Proceeds from exercise of stock options</td><td>$ 47.8</td><td>$ 68.3</td><td>$ 23.7</td><td>$ (20.5)</td><td>$44.6</td></tr><tr><td>Excess tax benefits from stock-based compensation plans</td><td>$ 14.6</td><td>$ 1.7</td><td>$ 1.2</td><td>$ 12.9</td><td>$ 0.5</td></tr><tr><td>Contributions from noncontrolling interests</td><td>$ 16.7</td><td>$ —</td><td>$ —</td><td>$ 16.7</td><td>$ —</td></tr></table>

Sources and uses of cash related to equity during the twelve months ended December 31, 2013, 2012 and 2011 were as follows:

• Under share repurchase programs authorized by our Board of Directors, we purchased 0.2 million, 1.9 million, and 4.2 million common shares on the open market during the twelve months ended December 31, 2013, 2012 and 2011, respectively, for $11.9 million, $85.1 million and $142.3 million, respectively, at an average price per common share of $59.74, $45.73 and $34.19,

Contractual Obligations and Commercial Commitments
The following table summarizes our significant contractual obligations and commitments as of December 31, 2013. The table excludes commitments that are contingent based on events or factors uncertain at this time. Some of the excluded commitments are discussed below the footnotes to the table.

<table><tr><td rowspan="2">(In millions)</td><td colspan="5">Payments due by</td></tr><tr><td>Total</td><td>Less than 1 year</td><td>1 to 3 years</td><td>3 to 5 years</td><td>Thereafter</td></tr><tr><td>Debt (including capitalized lease obligation) \( ^{(1)} \)</td><td>1,438.1</td><td>1,290.6</td><td>1,278.2</td><td>1,278.2</td><td>1,278.2</td></tr><tr><td>Operating leases \( ^{(2)} \)</td><td>97.2</td><td>19.1</td><td>24.2</td><td>13.6</td><td>40.3</td></tr><tr><td>Data processing, outsourcing agreements and other purchase obligations \( ^{(3)} \)</td><td>97.5</td><td>66.0</td><td>24.7</td><td>3.8</td><td>3.0</td></tr><tr><td>Other long-term liabilities \( ^{(4)(6)} \)</td><td>98.4</td><td>6.7</td><td>13.1</td><td>10.5</td><td>68.1</td></tr><tr><td>Interest payments \( ^{(5)} \)</td><td>750.9</td><td>66.2</td><td>119.6</td><td>93.9</td><td>471.2</td></tr><tr><td></td><td>2,482.1</td><td>1,448.6</td><td>1,318.6</td><td>1,394.3</td><td>1,457.6</td></tr></table>

(1) The amounts are gross of unamortized discounts totaling $2.1 million and fair value adjustments totaling $0.6 million at December 31, 2013. Total debt on our Consolidated Balance Sheets is net of the unamortized discounts and fair value adjustments.

(2) Our operating lease obligations principally involve office space and equipment, which include the ground lease associated with our headquarters building that expires in 2048.

(3) These agreements primarily represent our minimum contractual obligations for services that we outsource associated with our computer data processing operations and related functions, and certain administrative functions. These agreements expire between 2013 and 2018.

(4) These long-term liabilities primarily relate to obligations associated with certain pension, postretirement and other compensation-related plans, some of which are discounted in accordance with U.S. generally accepted accounting principles, or GAAP. We made certain assumptions about the timing of such future payments. In the table above, we have not included amounts related to future pension plan obligations, as such required funding amounts beyond 2013 have not been deemed necessary due to our current expectations regarding future plan asset performance.

(5) For future interest payments on variable-rate debt, which are generally based on a specified margin plus a base rate (LIBOR) or on CP rates for investment grade issuers, we used the variable rate in effect at December 31, 2013 to calculate these payments. Our variable rate debt at December 31, 2013, consisted of CP, borrowings under our credit facilities and our five-year senior notes due 2014 (against which we have executed interest rate swaps to convert interest expense from fixed rates to floating rates). Future interest payments related to our Senior Credit Facility and our CP program are based on the borrowings outstanding at December 31, 2013 through their respective maturity dates, assuming such borrowings are outstanding until that time. The variable portion of the rate at December 31, 2013 ranged from 1.87% to 2.04% for all of our variable-rate debt. Future interest payments may be different depending on future borrowing activity and interest rates.
(6) This table excludes $22.6 million of unrecognized tax benefits, including interest and penalties, as we cannot make a reasonably reliable estimate of the period of cash settlement with the respective taxing authorities.

## Off-Balance Sheet Transactions

We do not engage in off-balance sheet financing activities.

Pursuant to the terms of certain industrial revenue bonds, we have transferred title to certain of our fixed assets with total costs of $82.6 million and $70.7 million, as of December 31, 2013 and 2012, respectively, to a local governmental authority in the U.S. to receive a property tax abatement related to economic development. The title to these assets will revert back to us upon retirement or cancellation of the applicable bonds. These fixed assets are still recognized on the Company's Consolidated Balance Sheets as all risks and rewards remain with the Company.
Letters of Credit and Guarantees
We will from time to time issue standby letters of credit, performance bonds or other guarantees in the normal course of business. The aggregate notional amount of all performance bonds and standby letters of credit was not material at December 31, 2013, and all have a remaining maturity of one year or less. Guarantees are issued from time to time to support the needs of our operating units. The maximum potential future payments we could be required to make under the guarantees is not material at December 31, 2013.

## Benefit Plans

We sponsor a qualified defined benefit retirement plan (the U.S. Retirement Income Plan, or USRIP) that covers approximately 20% of current U.S. salaried employees who were hired on or before June 30, 2007, the last date on which an individual could be hired and enter the plan before the USRIP was frozen to new participation at December 31, 2008. This plan also covers many retirees as well as certain terminated but vested individuals not yet in retirement status. We also sponsor a defined benefit plan that covers most salaried and hourly employees in Canada (the Canadian Retirement Income Plan, or CRIP). The CRIP was frozen to new participants entering the plan on or after October 1, 2011.
At December 31, 2013, the USRIP met or exceeded ERISA's minimum funding requirements. During the twelve months ended December 31, 2013 and 2012, we did not make any contributions to the USRIP. We contributed $2.6 million and $3.7 million to the CRIP during the twelve months ended December 31, 2013 and 2012,
respectively. In the future, we will make minimum funding contributions as required and may make discretionary contributions, depending on certain circumstances, including market conditions and liquidity needs. We believe additional funding contributions, if any, would not prevent us from continuing to meet our liquidity needs, which are primarily funded from cash flows generated by operating activities, available cash and cash equivalents, and our credit facilities.

For our non-U.S., tax-qualified retirement plans, we fund an amount sufficient to meet minimum funding requirements but no more than allowed as a tax deduction pursuant to applicable tax regulations. For the non-qualified supplementary retirement plans, we fund the benefits as they are paid to retired participants, but accrue the associated expense and liabilities in accordance with GAAP.

For additional information about our benefit plans, see Note 11 of the Notes to Consolidated Financial Statements in this report.

## Seasonality

We experience seasonality in certain of our revenue streams. Revenue generated from the Employer Services business unit within the Workforce Solutions operating segment is generally higher in the first quarter due primarily to the provision of Form W-2 preparation services, which occur in the first quarter each year. Revenue from our OCIS and Mortgage Solutions business units tends to increase in periods of the year in which our customers have higher volumes of credit granting decisions, most commonly the second and third calendar quarters. Revenues in our North America Commercial business and the Consumer Financial Marketing Services business line within USCIS are typically highest in the fourth quarter each year due to the timing of certain significant annual renewals of project-based agreements. On a consolidated basis, combining all of these businesses, and assuming normal economic conditions, first quarter revenue is normally the lowest quarterly revenue of the year, and the fourth quarter is the highest.



## Effects of Inflation and Changes in Foreign Currency Exchange Rates

Equifax’s operating results are not materially affected by inflation, although inflation may result in increases in the Company’s expenses, which may not be readily recoverable in the price of services offered. To the extent inflation results in rising interest rates and has other adverse effects upon the securities markets and upon the value of financial instruments, it may adversely affect the Company’s financial position and profitability.

A portion of the Company’s business is conducted in currencies other than the U.S. dollar, and changes in foreign exchange rates relative to the U.S. dollar can therefore affect the value of non-U.S. dollar net assets, revenues and expenses. Potential exposures as a result of these fluctuations in currencies are closely monitored. We generally do not mitigate the risks associated with fluctuating exchange rates, although we may from time to time through forward contracts or other derivative instruments hedge a portion of our translational foreign currency exposure or exchange rate risks associated with material transactions which are denominated in a foreign currency.

## RECENT ACCOUNTING PRONOUNCEMENTS

For information about new accounting pronouncements and the potential impact on our Consolidated Financial Statements, see Note 1 of the Notes to Consolidated Financial Statements in this report.

## APPLICATION OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The Company’s Consolidated Financial Statements are prepared in conformity with U.S. generally accepted accounting principles, or GAAP. This requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities in our Consolidated Financial Statements and the Notes to Consolidated Financial Statements. The following accounting policies involve critical accounting estimates because they are particularly dependent on estimates and assumptions made by management about matters that are uncertain at the time the accounting estimates are made. In addition, while we have used our best estimates based on facts and circumstances available to us at the time, different estimates reasonably could have been used in the current period, or changes in the accounting estimates that we used are reasonably likely to occur from period to period, either of which may have a material impact on the presentation of our Consolidated Balance Sheets and Statements of Income. We also have other significant accounting policies which involve the use of estimates, judgments and assumptions that are relevant to understanding our results. For additional information about these policies, see Note 1 of the Notes to Consolidated Financial Statements in this report. Although we believe that our estimates, assumptions and judgments are reasonable, they are based upon information available at the time. Actual results may differ significantly from these estimates under different assumptions, judgments or conditions.

## Revenue Recognition

Revenue is recognized when persuasive evidence of an arrangement exists, collectibility of arrangement consideration is reasonably assured, the arrangement fees are fixed or determinable and delivery of the product or service has been completed. A significant portion of our revenue is derived from the provision of information services to our customers on a transaction basis, in which case revenue is recognized, assuming all other revenue recognition criteria are met, when the services are provided. A smaller portion of our revenues relate to subscription-based contracts under which a customer pays a preset fee for a predetermined or unlimited number of transactions or services provided during the subscription period, generally one year. Revenue related to subscription-based contracts having a preset number of transactions is recognized as the services are provided, using an effective transaction rate as the actual transactions are completed. Any remaining revenue related to unfulfilled units is not recognized until the end of the related contract's subscription period. Revenue related to subscription-based contracts having an unlimited volume is recognized ratably during the contract term. Revenue is recorded net of sales taxes.

If at the outset of an arrangement, we determine that collectibility is not reasonably assured, revenue is deferred until the earlier of when collectibility becomes probable or the receipt of payment. If there is uncertainty as to the customer's acceptance of our deliverables, revenue is not recognized until the earlier of receipt of customer acceptance or expiration of the acceptance period. If at the outset of an arrangement, we determine that the arrangement fee is not fixed or determinable, revenue is deferred until the arrangement fee becomes fixed or determinable, assuming all other revenue recognition criteria have been met.

The determination of certain of our tax management services revenue requires the use of estimates, principally related to transaction volumes in instances where these volumes are reported to us by our clients on a monthly basis in arrears. In these instances, we estimate transaction volumes based on average actual volumes reported in the past. Differences between our estimates and actual final volumes reported are recorded in the period in which actual volumes are reported. We have not experienced significant variances between our estimates and actual reported volumes in the past. We monitor actual volumes to ensure that we will continue to make reasonable estimates in the future. If we determine that we are unable to make reasonable future estimates, revenue may be deferred until actual customer data is obtained. Also within our Workforce Solutions operating segment, the fees for certain of our tax credits and incentives revenue are based on a percentage of the credit delivered to our clients. Revenue for these arrangements is recognized based on the achievement of milestones, upon calculation of the credit, or when the credit is utilized by our client, depending on the provisions of the client contract.

We have certain offerings that are sold as multiple element arrangements. The multiple elements may include consumer or commercial information, file updates for certain solutions, services provided by our decisioning technologies personnel, training services, statistical models and other services. To account for each of these elements separately, the delivered elements must have stand-alone value to our customer. If we are unable to unbundle the arrangement into separate units of accounting, we apply one of the accounting policies described above. This may lead to the arrangement consideration being recognized as the final contract element is delivered to our customer or ratably over the contract.

Many of our multiple element arrangements involve the delivery of services generated by a combination of services provided by one or more of our operating segments. No individual information service impacts the value or usage of other information services included in an arrangement and each service can be sold alone or, in most cases, purchased from another vendor without affecting the quality of use or value to the customer of the other information services included in the arrangement. Some of our products require the development of interfaces or platforms by our decisioning technologies personnel that allow our customers to interact with our proprietary information databases. These development services do not meet the requirement for having stand-alone value, thus any related development fees are deferred when billed and are recognized over the expected period that the customer will benefit from the related decisioning technologies service. Revenue from the provision of statistical models is recognized as the service is provided and accepted, assuming all other revenue recognition criteria are met. The direct costs of set up of a customer are capitalized and amortized as a cost of service during the term of the related customer contract.

We have some multiple element arrangements that include software. We recognize the elements for which we have established vendor specific objective evidence at fair value upon delivery, in accordance with the applicable guidance.

We record revenue on a net basis for those sales in which we have in substance acted as an agent or broker in the transaction.

Deferred revenue consists of amounts billed in excess of revenue recognized on sales relating generally to the deferral of subscription fees and arrangement consideration from elements not meeting the criteria for having stand-alone value discussed above. Deferred revenues are subsequently recognized as revenue in accordance with our revenue recognition policies.
Judgments and uncertainties — Each element of a multiple element arrangement must be considered separately to ensure that appropriate accounting is performed for these deliverables. These considerations include assessing the price at which the element is sold compared to its relative fair value; concluding when the element will be delivered; evaluating collectibility; and determining whether any contingencies exist in the related customer contract that impact the prices paid to us for the services.

In addition, the determination of certain of our marketing information services and tax management services revenue requires the use of estimates, principally related to transaction volumes in instances where these volumes are reported to us by our clients on a monthly basis in arrears. In these instances, we estimate transaction volumes based on average actual volumes reported in the past. Differences between our estimates and actual final volumes reported are recorded in the period in which actual volumes are reported.

Effects if actual results differ from assumptions — We have not experienced significant variances between our estimates of marketing information services and tax management services revenues reported to us by our customers and actual reported volumes in the past. We monitor actual volumes to ensure that we will continue to make reasonable estimates in the future. If we determine that we are unable to make reasonable future estimates, revenue may be deferred until actual customer data is obtained. However, if actual results are not consistent with our estimates and assumptions, or if our customer arrangements become more complex or include more bundled offerings in the future, we may be required to recognize revenue differently in the future to account for these changes. We do not believe there is a reasonable likelihood that there will be a material change in the future estimates or assumptions we use to recognize revenue.

## Goodwill and Indefinite-Lived Intangible Assets

We review goodwill and indefinite lived intangible assets for impairment annually (as of September 30) and whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. These events or circumstances could include a significant change in the business climate, legal factors, operating performance or trends, competition, or sale or disposition of a significant portion of a reporting unit. We have nine reporting units comprised of Consumer Information Solutions (which includes part of Online Consumer Information Solutions, Mortgage Solutions and Consumer Financial Marketing Services), Identity Management (part of Online Consumer Information Solutions), Europe, Latin America, Canada Consumer, North America Personal Solutions, North America Commercial Solutions, Verification Services, and Employer Services.



The goodwill balance at December 31, 2013, for our nine reporting units was as follows:

<table><tr><td></td><td>December 31,</td></tr><tr><td>(In millions)</td><td>2013</td></tr><tr><td>Consumer Information Solutions</td><td>$ 971.4</td></tr><tr><td>ID Management</td><td>61.1</td></tr><tr><td>Europe</td><td>124.2</td></tr><tr><td>Latin America</td><td>247.5</td></tr><tr><td>Canada Consumer</td><td>29.3</td></tr><tr><td>North America Personal Solutions</td><td>16.7</td></tr><tr><td>North America Commercial Solutions</td><td>37.2</td></tr><tr><td>Verification Services</td><td>738.7</td></tr><tr><td>Employer Services</td><td>169.0</td></tr><tr><td>Total goodwill</td><td>$2,395.1</td></tr></table>

We performed a qualitative assessment to determine whether further impairment testing was necessary for our Consumer Information Solutions, Europe, Canada Consumer, North America Personal Solutions, North America Commercial Solutions, Verification Services and Employer Services reporting units. In this qualitative assessment, we considered the following items for each of the reporting units: macroeconomic conditions, industry and market conditions, overall financial performance and other entity specific events. In addition, for each of these reporting units, the most recent fair value determination resulted in an amount that exceeded the carrying amount of the reporting units. Based on these assessments, we determined the likelihood that a current fair value determination would be less than the current carrying amount of the reporting unit is not more likely than not. As a result of our conclusions, no further testing was required for these reporting units.

Judgments and Uncertainties — In determining the fair value the ID Management and Latin America reporting units for which we performed a quantitative test, we used a combination of the income and market approaches to estimate the reporting unit's business enterprise value.

Under the income approach, we calculate the fair value of a reporting unit based on estimated future discounted cash flows which require assumptions about short and long-term revenue growth rates, operating margins for each reporting unit, discount rates, foreign currency exchange rates and estimates of capital charges. The assumptions we use are based on what we believe a hypothetical marketplace participant would use in estimating fair value. Under the market approach, we estimate the fair value based on market multiples of revenue or earnings before income taxes, depreciation and amortization, for benchmark companies. We believe the benchmark companies used for each of the reporting units serve as an appropriate input for calculating a fair value for the reporting unit as those benchmark companies have similar risks, participate in similar markets, provide similar services for their customers and compete with us directly. The companies we use as benchmarks are principally outlined in our “Competition” discussion in Item 1 of our 2013 Form 10-K. Data for the benchmark companies was obtained from publicly available information. Latin America and ID Management have benchmark companies that conduct operations of businesses of a similar type, such as Experian Group Limited and Fair Isaac Corporation. Valuation multiples were selected based on a financial benchmarking analysis that compared the reporting unit’s operating result with the comparable companies’ information. In addition to these financial considerations, qualitative factors such as variations in growth opportunities and overall risk among the benchmark companies were considered in the ultimate selection of the multiple.

The values separately derived from each of the income and market approach valuation techniques were used to develop an overall estimate of a reporting unit's fair value. We use a consistent approach across all reporting units when considering the weight of the income and market approaches for calculating the fair value of each of our reporting units. This approach relies more heavily on the calculated fair value derived from the income approach, with 70% of the value coming from the income approach. We believe this approach is consistent with that of a market participant in valuing prospective purchase businesses combinations. The selection and weighting of the various fair value techniques may result in a higher or lower fair value. Judgement is applied in determining the weighting that are most representative of the underlying weights.

We have not made any material changes to the valuation methodology we use to assess goodwill impairment since the date of the last annual impairment test.

## Growth Assumptions

The assumptions for our future cash flows begin with our historical operating performance, the details of which are described in our Management’s Discussion & Analysis of operating performance. Additionally, we consider the impact that known economic, industry and market trends will have on our future forecasts, as well as the impact that we expect from planned business initiatives including new product initiatives, client service and retention standards, and cost management programs. At the end of the forecast period, the long-term growth rate we used to determine the terminal value of each reporting unit was 3% based on management’s assessment of the minimum expected terminal growth rate of the reporting unit, as well as broader economic considerations such as GDP, inflation and the maturity of the markets we serve.

We projected revenue growth in 2014 for our reporting units in completing our 2013 impairment testing based on planned business initiatives and prevailing trends exhibited by these units and not based on the assumption of meaningful acceleration in economic growth. The anticipated revenue growth in our reporting units, however, is partially offset by assumed increases in expenses for a majority of our reporting units which reflect the additional level of investment needed in order to achieve the planned revenue growth. Our 2014 long-term forecast is not dependent upon meaningful acceleration of global economic growth in the near term and we continue to take cost containment actions to help maintain operating margins for our reporting units.

## Discount Rate Assumptions

We utilize a weighted average cost of capital, or WACC, in our impairment analysis that makes assumptions about the capital structure that we believe a market participant would make and include a risk premium based on an assessment of risks related to the projected cash flows of each reporting unit. We believe this approach yields a discount rate that is consistent with an implied rate of return that a market participant would require for an investment in a company having similar risks and business characteristics to the reporting unit being assessed. To calculate the WACC, the cost of equity and cost of debt are multiplied by the assumed capital structure of the reporting unit as compared to industry trends and relevant benchmark company structures. The cost of equity was computed using the Capital Asset Pricing Model which considers the risk-free interest rate, beta, equity risk premium and specific company risk premium related to a particular reporting unit. The cost of debt was computed using a benchmark rate and the Company's tax rate. For the 2013 annual goodwill impairment evaluation, the discount rates used to develop the estimated fair value of the reporting units evaluated were 11% and 17%. Because of assigned market premiums, discount rates are lowest for reporting units, whose cash flows are expected to be less volatile due to such factors as the maturity of the market type service, their position in that market or other macroeconomic factors. Where there is the greatest volatility of cash flows due to competition, or participation in less stable geographic markets than the United States, such as our Latin America reporting unit, the discount rate selected is in the higher portion of the range as there is more inherent risk in the expected cash flows of that reporting unit.

## Estimated Fair Value and Sensitivities

The estimated fair value of the reporting units whose fair value was calculated for purposes of the 2013 impairment testing is derived from the valuation techniques described above, incorporating the related projections and assumptions. An indication of possible impairment occurs when the estimated fair value of the reporting unit is below the carrying value of its equity. The estimated fair value for these reporting units exceeded their related carrying value as of September 30, 2013. As a result, no goodwill impairment was recorded.

The estimated fair value of the reporting unit is highly sensitive to changes in these projections and assumptions; therefore, in some instances changes in these assumptions could impact whether the fair value of a reporting unit is greater than its carrying value. For example, an increase in the discount rate and decline in the projected cumulative cash flow of a reporting unit could cause the fair value of certain reporting units to be below its carrying value. We perform sensitivity analyses around these assumptions in order to assess the reasonableness of the assumptions and the resulting estimated fair values. Ultimately, future potential changes in these assumptions may impact the estimated fair value of a reporting unit and cause the fair value of the reporting unit to be below its carrying value. The excess of fair value over carrying value for the Company's reporting units that were valued as of September 30, 2013, were 27% and 40%.

No new indications of impairment existed during the fourth quarter of 2013, thus no impairment testing was updated as of December 31, 2013.

Effect if actual results differ from assumptions — We believe that our estimates are consistent with assumptions that marketplace participants would use in their estimates of fair value. However, if actual results are not consistent with our estimates and assumptions, we may be exposed to an impairment charge that could be material.

## Loss Contingencies

We are subject to various proceedings, lawsuits and claims arising in the normal course of our business. We determine whether to disclose and/or accrue for loss contingencies based on our assessment of whether the potential loss is probable, reasonably possible or remote.

Judgments and uncertainties — We periodically review claims and legal proceedings and assess whether we have potential financial exposure based on consultation with internal and outside legal counsel and other advisors. If the likelihood of an adverse outcome from any claim or legal proceeding is probable and the amount can be reasonably estimated, we record a liability on our Consolidated Balance Sheets for the estimated settlement costs. If the likelihood of an adverse outcome is reasonably possible, but not probable, we provide disclosures related to the potential loss contingency. Our assumptions related to loss contingencies are inherently subjective.

Effect if actual results differ from assumptions — We do not believe there is a reasonable likelihood that there will be a material change in the future estimates or assumptions we use to determine loss contingencies. However, if facts and circumstances change in the future that change our belief regarding assumptions used to determine our estimates, we may be exposed to a loss that could be material.

## Income Taxes

We record deferred income taxes using enacted tax laws and rates for the years in which the taxes are expected to be paid. We assess the likelihood that our net deferred tax assets will be recovered from future taxable income or other tax planning strategies. To the extent that we believe that recovery is not likely, we must establish a valuation allowance to reduce the deferred tax asset to the amount we estimate will be recoverable.

Our income tax provisions are based on assumptions and calculations which will be subject to examination by various tax authorities. We record tax benefits for positions in which we believe are more



likely than not of being sustained under such examinations. We assess the potential outcome of such examinations to determine the adequacy of our income tax accruals.

Judgments and uncertainties — We consider accounting for income taxes critical because management is required to make significant judgments in determining our provision for income taxes, our deferred tax assets and liabilities, and our future taxable income for purposes of assessing our ability to realize any future benefit from our deferred tax assets. These judgments and estimates are affected by our expectations of future taxable income, mix of earnings among different taxing jurisdictions, and timing of the reversal of deferred tax assets and liabilities.

We also use our judgment to determine whether it is more likely than not that we will sustain positions that we have taken on tax returns and, if so, the amount of benefit to initially recognize within our financial statements. We review our uncertain tax positions and adjust our unrecognized tax benefits in light of changes in facts and circumstances, such as changes in tax law, interactions with taxing authorities and developments in case law. These adjustments to our unrecognized tax benefits may affect our income tax expense. Settlement of uncertain tax positions may require use of our cash. At December 31, 2013, $22.6 million was recorded for uncertain tax benefits, including interest and penalties, of which it is reasonably possible that up to $6.0 million of our unrecognized tax benefit may change within the next twelve months.

Effect if actual results differ from assumptions — Although management believes that the judgments and estimates discussed herein are reasonable, actual results could differ, and we may be exposed to increases or decreases in income tax expense that could be material.

## Pension and Other Postretirement Plans

We consider accounting for our U.S. and Canadian pension and other postretirement plans critical because management is required to make significant subjective judgments about a number of actuarial assumptions, which include discount rates, expected return on plan assets, interest cost and mortality and retirement rates. Actuarial valuations are used in determining our benefit obligation and net periodic benefit cost.

Judgments and uncertainties — We believe that the most significant assumptions related to our net periodic benefit cost are (1) the discount rate and (2) the expected return on plan assets, in each case as it relates to our U.S. pension plan. Our Canadian plan is small, and the impact of changes in assumptions for that plan is not material.

We determine our discount rates primarily based on high-quality, fixed-income investments and yield-to-maturity analysis specific to our estimated future benefit payments available as of the measurement date. Discount rates are updated annually on the measurement date to reflect current market conditions. We use a third party yield curve to develop our discount rates. The yield curve provides discount rates related to a dedicated high-quality bond portfolio whose cash flows extend beyond the current period, from which we choose a rate matched to the expected benefit payments required for each plan.

The expected rate of return on plan assets is based on both our historical returns and forecasted future investment returns by asset class, as provided by our external investment advisor. In 2013, the U.S. pension plan investment returns of 11.4% exceeded the expected return of 7.5% for the fourth time in the last five years. The expected return for 2014 remains at 7.5%, which is consistent with the rate used for 2013. The OHP earned 13.5% in 2013 also exceeding its expected return of 6.75% for the fourth time in its last five years. The CRHP has a lower expected return due to a higher asset allocation to fixed income securities. Our weighted-average expected rate of return for both plans for 2014 is 7.43% which was also the 2013 expected rate.

Annual differences, if any, between the expected and actual returns on plan assets are included in unrecognized net actuarial gain or loss, a component of other comprehensive income. In calculating the annual amortization of the unrecognized net actuarial gains, we make market-related value of assets that smooths actual investment gains and losses on plan assets over a period up to five years. The resulting unrecognized net actuarial gain or loss amount is recognized in net periodic pension expense over the average remaining life expectancy of the participant group since almost all participants are inactive. The market-related value of our assets was $554.8 million at December 31, 2013. We do not expect our 2014 net periodic benefit cost, which includes the effect of the market-related value of assets, to be materially different than our 2013 cost. See Note 11 of the Notes to the Consolidated Financial Statements for details on changes in the pension benefit obligation and the fair value of plan assets.

Effect if actual results differ from assumptions — We do not believe there is a reasonable likelihood that there will be a material change in the future estimates or assumptions that are used in our actuarial valuations. Adjusting our weighted-average expected long-term rate of return (7.43% at December 31, 2013) by 50 basis points would change our estimated pension expense in 2014 by approximately $2.8 million. Adjusting our weighted-average discount rate (5.07% at December 31, 2013) by 50 basis points would change our estimated pension expense in 2014 by approximately $0.8 million. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to changes in pension expense that could be material.

## Purchase Accounting for Acquisitions

We account for acquisitions under Accounting Standards Codification 805, Business Combinations, which changed the application of the acquisition method of accounting in a business combination and also modified the way assets acquired and liabilities assumed are recognized on a prospective basis. In general, the acquisition method of accounting requires companies to record assets acquired and liabilities assumed at their respective fair market values at the date of acquisition. We primarily estimate fair value of identified intangible assets using discounted cash flow analyses based on market participant based inputs. Any amount of the purchase price paid that is in excess of the estimated fair values of net assets acquired is recorded in the line item goodwill in our consolidated balance sheets. Transaction costs, as well as costs to reorganize acquired companies, are expensed as incurred in our Consolidated Statements of Income.

Judgments and uncertainties — We consider accounting for business combinations critical because management’s judgment is used to determine the estimated fair values assigned to assets acquired and liabilities assumed and amortization periods for intangible assets, which can materially affect the our results of operations.

Effect if actual results differ from assumptions — Although management believes that the judgments and estimates discussed herein are reasonable, actual results could differ, and we may be exposed to an impairment charge if we are unable to recover the value of the recorded net assets.

## QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

In the normal course of our business, we are exposed to market risk, primarily from clearing frequency edge triggered rates and interest rates that could impact our results of operations and financial position. We manage our exposure to these market risks through our regular operating and financing activities, and, when deemed appropriate, through the use of derivative financial instruments, such as interest rate swaps, to hedge certain of these exposures. We use derivative financial instruments as risk management tools and not for speculative or trading purposes.

## Foreign Currency Exchange Rate Risk

A substantial majority of our revenue, expense and capital expenditure activities are transacted in U.S. dollars. However, we do transact business in other currencies, primarily the British pound, the Canadian dollar, the Chilean peso, the Argentine peso and the Euro. For most of these foreign currencies, we are a net recipient, and, therefore, benefit from a weaker U.S. dollar and are adversely affected by a stronger U.S. dollar relative to the foreign currencies in which we transact significant amounts of business.

We are required to translate, or express in U.S. dollars, the assets and liabilities of our foreign subsidiaries that are denominated or measured in foreign currencies at the applicable year-end rate of exchange on our Consolidated Balance Sheets and income statement items of our foreign subsidiaries at the average rates prevailing during the year. We record the resulting translation adjustment, and gains and losses resulting from the translation of intercompany balances of a long-term investment nature within other comprehensive income, as a component of our shareholders' equity. Foreign currency transaction gains and losses, which have historically been immaterial, are recorded on our Consolidated Statements of Income. We generally do not mitigate the risks associated with fluctuating exchange rates, although we may from time to time through forward contracts or other derivative instruments hedge a portion of our translational foreign currency exposure or exchange rate risks associated with material transactions which are denominated in a foreign currency.

For the year ended December 31, 2013, a 10% weaker U.S. dollar against the currencies of all foreign countries in which we had operations during 2013 would have increased our revenue by $52.0 million and our pre-tax operating profit by $17.4 million. For the year ended December 31, 2012, a 10% weaker U.S. dollar against the currencies of all foreign countries in which we had operations during 2012 would have increased our revenue by $49.4 million and our pre-tax operating profit by $16.7 million. A 10% stronger U.S. dollar would have resulted in similar decreases to our revenue and pre-tax operating profit for 2013 and 2012.

On average across our mix of international businesses, foreign currencies at December 31, 2013, were weaker against the U.S. dollar than the average foreign exchange rates that prevailed across the full year 2013. As a result, if foreign exchange rates were unchanged throughout 2014, foreign exchange translation would reduce growth as reported in U.S. dollars. As foreign exchange rates change daily, there can be no assurance that foreign exchange rates will remain constant throughout 2014, and rates could go either higher or lower.

## Interest Rate Risk

Our exposure to market risk for changes in interest rates relates to our variable-rate, long-term Senior Credit Facility and commercial paper borrowings, as well as our interest rate swaps which economically convert our 2014 fixed rate bonds from a fixed rate of interest to a floating rate. We attempt to achieve the lowest all-in weighted-average cost of debt while simultaneously taking into account the mix of our fixed- and floating-rate debt, and the average life and scheduled maturities of our debt. At December 31, 2013, our weighted average cost of debt was 4.6% and weighted-average life of debt was 9.3 years. At December 31, 2013, 81% of our debt was fixed rate, and the remaining 19% was variable rate after giving effect to the interest rate swaps on our 2014 bonds. Occasionally we use derivatives to manage our exposure to changes in interest rates by entering into interest rate swaps. A 100 basis point increase in the weighted-average interest rate on our variable-rate debt would have increased our 2013 interest expense by $2.8 million.

Based on the amount of outstanding variable-rate debt, we have exposure to interest rate risk. In the future, if our mix of fixed-rate and variable-rate debt were to change due to additional borrowings under existing or new variable-rate debt, we could have additional exposure to interest rate risk. The nature and amount of our long-term and short-term debt, as well as the proportionate amount of fixed-rate and variable-rate debt, can be expected to vary as a result of future business requirements, market conditions and other factors.



Management of Equifax is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. Equifax's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Internal control over financial reporting includes those written policies and procedures that:

• Petrin to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of Equifax;

• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles;

• Provide reasonable assurance that receipts and expenditures of Equifax are being made only in accordance with authorization of management and the Board of Directors of Equifax; and

• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the consolidated financial statements.

Internal control over financial reporting includes the controls themselves, monitoring and internal auditing practices, and actions taken to correct deficiencies as identified.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of Equifax’s internal control over financial reporting as of December 31, 2013. Management based this assessment on criteria for effective internal control over financial reporting described in “Internal Control — Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (“1992 Framework”). Management’s assessment included an evaluation of the design of Equifax’s internal control over financial reporting and testing of the operational effectiveness of its internal control over financial reporting. Management reviewed the results of its assessment with the Audit Committee of its Board of Directors. During 2013, the Company acquired three businesses. Refer to Note 4 of Notes to Consolidated Financial Statements for additional information regarding the acquisitions. Management has excluded these businesses from its assessment of and conclusion on the effectiveness of the Company’s internal controls over financial reporting as of December 31, 2013. The acquisitions were not material to the 2013 consolidated financial statements.

Based on this assessment, management determined that, as of December 31, 2013, Equifax maintained effective internal control over financial reporting. Ernst & Young LLP, the Company’s independent registered public accounting firm, has issued an audit report on the Company’s internal control over financial reporting as of December 31, 2013.

## The Board of Directors and Shareholders of Equifax Inc.:

We have audited Equifax Inc.’s (“Equifax” or “the Company”) internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“1992 framework”) (the COSO criteria). Equifax’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of three businesses acquired during 2013 which are included in the 2013 consolidated financial statements of Equifax Inc. and were not material to the 2013 consolidated financial statements. Our audit of internal control over financial reporting of Equifax Inc. also did not include an evaluation of the internal control over financial reporting of the three acquired businesses.

In our opinion, Equifax Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2013, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets as of December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive income, cash flows, and shareholders’ equity and other comprehensive income for each of the three years in the period ended December 31, 2013, of Equifax Inc. and our report dated February 27, 2014 expressed an unqualified opinion thereon.

Ernst & Young LLP

Atlanta, Georgia
February 27, 2014



## The Board of Directors and Shareholders of Equifax Inc.:

We have audited the accompanying consolidated balance sheets of Equifax Inc. as of December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive income, cash flows, and shareholders' equity and other comprehensive income for each of the three years in the period ended December 31, 2013. Our audits also included the financial statement schedule listed in the Index at Item 15(a)(1). These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States), The Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Equifax Inc. at December 31, 2013 and 2012, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2013, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Equifax Inc.'s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control-Integrated Framework ("1992 Framework") issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2014 expressed an unqualified opinion thereon.

## Emat + Young LLP

Atlanta, Georgia
February 27, 2014

<table><tr><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>(in millions, except per share amounts)</td><td>2013</td><td>2012</td></tr><tr><td>Operating revenue</td><td>$2,303.9</td><td>$2,073.0</td></tr><tr><td>Operating expenses:</td><td></td><td></td></tr><tr><td>Cost of services (exclusive of depreciation and amortization below)</td><td>787.3</td><td>759.5</td></tr><tr><td>Selling, general and administrative expenses</td><td>715.8</td><td>673.5</td></tr><tr><td>Depreciation and amortization</td><td>189.6</td><td>160.0</td></tr><tr><td>Total operating expenses</td><td>1,692.7</td><td>1,593.0</td></tr><tr><td>Operating income</td><td>611.2</td><td>480.0</td></tr><tr><td>Interest expense</td><td>(70.2)</td><td>(55.4)</td></tr><tr><td>Other (expense) income, net</td><td>(10.6)</td><td>6.7</td></tr><tr><td>Consolidated income from continuing operations before income taxes</td><td>530.4</td><td>431.3</td></tr><tr><td>Provision for income taxes</td><td>(188.9)</td><td>(156.0)</td></tr><tr><td>Consolidated income from continuing operations</td><td>341.5</td><td>275.3</td></tr><tr><td>Income from discontinued operations, net of tax</td><td>18.4</td><td>5.5</td></tr><tr><td>Consolidated net income</td><td>359.9</td><td>280.8</td></tr><tr><td>Less: Net income attributable to noncontrolling interests</td><td>(8.1)</td><td>(8.7)</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 351.8</td><td>$ 272.1</td></tr><tr><td>Amounts attributable to Equifax:</td><td></td><td></td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$ 333.4</td><td>$ 266.6</td></tr><tr><td>Discontinued operations, net of tax</td><td>18.4</td><td>5.5</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 351.8</td><td>$ 272.1</td></tr><tr><td>Basic earnings per common share:</td><td></td><td></td></tr><tr><td>Income from continuing operations attributable to Equifax</td><td>$ 2.75</td><td>$ 2.22</td></tr><tr><td>Discontinued operations</td><td>0.15</td><td>0.05</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 2.90</td><td>$ 2.27</td></tr><tr><td>Weighted-average shares used in computing basic earnings per share</td><td>121.2</td><td>119.9</td></tr><tr><td>Diluted earnings per common share:</td><td></td><td></td></tr><tr><td>Income from continuing operations attributable to Equifax</td><td>$ 2.69</td><td>$ 2.18</td></tr><tr><td>Discontinued operations</td><td>0.15</td><td>0.04</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 2.84</td><td>$ 2.22</td></tr><tr><td>Weighted-average shares used in computing diluted earnings per share</td><td>123.7</td><td>122.5</td></tr><tr><td>Dividends per common share</td><td>$ 0.88</td><td>$ 0.72</td></tr></table>

See Notes to Consolidated Financial Statements.



<table><tr><td rowspan="2"></td><td colspan="5">Twelve Months Ended December 31,</td></tr><tr><td colspan="3">2013</td><td colspan="2">2012</td></tr><tr><td>(in millions)</td><td>Equifax Shareholders</td><td>Noncontrolling Interests</td><td>Total</td><td>Equifax Shareholders</td><td>Noncontrolling Interests</td></tr><tr><td>Net income</td><td>$351.8</td><td>$8.1</td><td>$359.9</td><td>$272.1</td><td>$8.7</td></tr><tr><td>Other comprehensive income:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Foreign currency translation adjustment</td><td>(24.9)</td><td>(2.9)</td><td>(27.8)</td><td>5.7</td><td>(0.3)</td></tr><tr><td>Change in unrecognized prior service cost and actuarial gains (losses) related to our pension and other postretirement benefit plans, net</td><td>74.2</td><td>—</td><td>74.2</td><td>23.9</td><td>—</td></tr><tr><td>Change in cumulative loss from cash flow hedging transactions</td><td>0.1</td><td>—</td><td>0.1</td><td>0.2</td><td>—</td></tr><tr><td>Comprehensive income</td><td>$401.2</td><td>$5.2</td><td>$406.4</td><td>$301.9</td><td>$8.4</td></tr></table>

See Notes to Consolidated Financial Statements.

<table><tr><td colspan="3">December 31,</td></tr><tr><td>(in millions, except par values)</td><td>2013</td><td>2012</td></tr><tr><td>ASSETS</td><td></td><td></td></tr><tr><td>Current assets:</td><td></td><td></td></tr><tr><td>Cash and cash equivalents</td><td>$ 235.9</td><td>$ 146.8</td></tr><tr><td>Trade accounts receivable, net of allowance for doubtful accounts of $6.8 and $6.3 at December 31, 2013 and 2012, respectively</td><td>309.7</td><td>317.0</td></tr><tr><td>Prepaid expenses</td><td>34.5</td><td>26.2</td></tr><tr><td>Other current assets</td><td>68.3</td><td>48.7</td></tr><tr><td>Total current assets</td><td>648.4</td><td>538.7</td></tr><tr><td>Property and equipment:</td><td></td><td></td></tr><tr><td>Capitalized internal-use software and system costs</td><td>388.0</td><td>369.9</td></tr><tr><td>Data processing equipment and furniture</td><td>188.0</td><td>198.4</td></tr><tr><td>Land, buildings and improvements</td><td>185.2</td><td>177.0</td></tr><tr><td>Total property and equipment</td><td>761.2</td><td>745.3</td></tr><tr><td>Less accumulated depreciation and amortization</td><td>(472.3)</td><td>(461.6)</td></tr><tr><td>Total property and equipment, net</td><td>288.9</td><td>283.7</td></tr><tr><td>Goodwill</td><td>2,395.1</td><td>2,290.4</td></tr><tr><td>Indefinite-lived intangible assets</td><td>95.5</td><td>254.5</td></tr><tr><td>Purchased intangible assets, net</td><td>973.2</td><td>987.7</td></tr><tr><td>Other assets, net</td><td>138.8</td><td>165.1</td></tr><tr><td>Total assets</td><td>$ 4,539.9</td><td>$ 4,520.1</td></tr><tr><td>LIABILITIES AND EQUITY</td><td></td><td></td></tr><tr><td>Current liabilities:</td><td></td><td></td></tr><tr><td>Short-term debt and current maturities</td><td>$ 296.5</td><td>$ 283.3</td></tr><tr><td>Accounts payable</td><td>19.9</td><td>25.1</td></tr><tr><td>Accrued expenses</td><td>95.4</td><td>84.9</td></tr><tr><td>Accrued salaries and bonuses</td><td>90.2</td><td>104.7</td></tr><tr><td>Deferred revenue</td><td>61.8</td><td>57.9</td></tr><tr><td>Other current liabilities</td><td>98.7</td><td>90.6</td></tr><tr><td>Total current liabilities</td><td>662.5</td><td>646.5</td></tr><tr><td>Long-term debt</td><td>1,145.5</td><td>1,447.4</td></tr><tr><td>Deferred income tax liabilities, net</td><td>263.7</td><td>236.7</td></tr><tr><td>Long-term pension and other postretirement benefit liabilities</td><td>72.4</td><td>176.3</td></tr><tr><td>Other long-term liabilities</td><td>54.8</td><td>54.0</td></tr><tr><td>Total liabilities</td><td>2,198.9</td><td>2,560.9</td></tr><tr><td>Commitments and Contingencies (see Note 7)</td><td></td><td></td></tr><tr><td>Equifax shareholders&#x27; equity:</td><td></td><td></td></tr><tr><td>Preferred stock, $0.01 par value: Authorized shares - 10.0; Issued shares - none</td><td>—</td><td>—</td></tr><tr><td>Common stock, $1.25 par value: Authorized shares - 300.0; Issued shares - 189.3 at December 31, 2013 and 2012; Outstanding shares - 121.9 and 120.4 at December 31, 2013 and 2012, respectively</td><td>236.6</td><td>236.6</td></tr><tr><td>Paid-in capital</td><td>1,174.6</td><td>1,139.6</td></tr><tr><td>Retained earnings</td><td>3,309.2</td><td>3,064.6</td></tr><tr><td>Accumulated other comprehensive loss</td><td>(312.6)</td><td>(362.0)</td></tr><tr><td>Treasury stock, at cost, 66.8 shares and 68.3 shares at December 31, 2013 and 2012, respectively</td><td>(2,101.2)</td><td>(2,139.7)</td></tr><tr><td>Stock held by employee benefits trusts, at cost, 0.6 shares at December 31, 2013 and 2012</td><td>(5.9)</td><td>(5.9)</td></tr><tr><td>Total Equifax shareholders&#x27; equity</td><td>2,300.7</td><td>1,933.2</td></tr><tr><td>Noncontrolling interests</td><td>40.3</td><td>26.0</td></tr><tr><td>Total equity</td><td>2,341.0</td><td>1,959.2</td></tr><tr><td>Total liabilities and equity</td><td>$ 4,539.9</td><td>$ 4,520.1</td></tr></table>

See Notes to Consolidated Financial Statements.



<table><tr><td rowspan="2">(In millions)</td><td colspan="4">Twelve Months Ended</td></tr><tr><td colspan="4">December 31,</td></tr><tr><td>Operating activities:</td><td></td><td></td><td></td><td></td></tr><tr><td>Consolidated net income</td><td>$ 359.9</td><td>$ 280.8</td><td>$ 241.7</td><td></td></tr><tr><td>Adjustments to reconcile consolidated net income to net cash provided by operating activities:</td><td></td><td></td><td></td><td></td></tr><tr><td>Loss (gain) on divestitures</td><td>(19.0)</td><td>—</td><td>26.3</td><td></td></tr><tr><td>Impairment of cost method investment</td><td>17.0</td><td>—</td><td>—</td><td></td></tr><tr><td>Depreciation and amortization</td><td>190.3</td><td>163.4</td><td>164.9</td><td></td></tr><tr><td>Stock-based compensation expense</td><td>32.2</td><td>28.0</td><td>24.4</td><td></td></tr><tr><td>Excess tax benefits from stock-based compensation plans</td><td>(14.6)</td><td>(1.7)</td><td>(1.2)</td><td></td></tr><tr><td>Deferred income taxes</td><td>(9.7)</td><td>(26.5)</td><td>3.6</td><td></td></tr><tr><td>Pension settlement charge</td><td>—</td><td>38.7</td><td>—</td><td></td></tr><tr><td>Changes in assets and liabilities, excluding effects of acquisitions:</td><td></td><td></td><td></td><td></td></tr><tr><td>Accounts receivable, net</td><td>(2.4)</td><td>(17.2)</td><td>(26.6)</td><td></td></tr><tr><td>Prepaid expenses and other current assets</td><td>(4.2)</td><td>(22.5)</td><td>2.4</td><td></td></tr><tr><td>Other assets</td><td>4.4</td><td>(4.0)</td><td>15.0</td><td></td></tr><tr><td>Current liabilities, excluding debt</td><td>2.1</td><td>53.3</td><td>1.3</td><td></td></tr><tr><td>Other long-term liabilities, excluding debt</td><td>10.3</td><td>4.0</td><td>(43.1)</td><td></td></tr><tr><td>Cash provided by operating activities</td><td>566.3</td><td>496.3</td><td>408.7</td><td></td></tr><tr><td>Investing activities:</td><td></td><td></td><td></td><td></td></tr><tr><td>Capital expenditures</td><td>(83.3)</td><td>(66.0)</td><td>(75.0)</td><td></td></tr><tr><td>Acquisitions, net of cash acquired</td><td>(91.4)</td><td>(1,016.4)</td><td>(127.4)</td><td></td></tr><tr><td>Cash received from divestitures</td><td>47.3</td><td>2.3</td><td>2.3</td><td></td></tr><tr><td>Investment in unconsolidated affiliates, net</td><td>(6.4)</td><td>(3.7)</td><td>(4.2)</td><td></td></tr><tr><td>Cash used in investing activities</td><td>(133.6)</td><td>(1,083.6)</td><td>(204.1)</td><td></td></tr><tr><td>Financing activities:</td><td></td><td></td><td></td><td></td></tr><tr><td>Net short-term borrowings (repayments)</td><td>(267.3)</td><td>234.1</td><td>24.4</td><td></td></tr><tr><td>Payments on long-term debt</td><td>(15.0)</td><td>(15.2)</td><td>(16.7)</td><td></td></tr><tr><td>Proceeds from issuance of long-term debt</td><td>—</td><td>499.2</td><td>—</td><td></td></tr><tr><td>Treasury stock purchases</td><td>(11.9)</td><td>(85.1)</td><td>(142.3)</td><td></td></tr><tr><td>Dividends paid to Equifax shareholders</td><td>(106.7)</td><td>(86.0)</td><td>(78.1)</td><td></td></tr><tr><td>Dividends paid to noncontrolling interests</td><td>(10.5)</td><td>(4.8)</td><td>(5.6)</td><td></td></tr><tr><td>Proceeds from exercise of stock options</td><td>47.8</td><td>68.3</td><td>23.7</td><td></td></tr><tr><td>Excess tax benefits from stock-based compensation plans</td><td>14.6</td><td>1.7</td><td>1.2</td><td></td></tr><tr><td>Contributions from noncontrolling interests</td><td>16.7</td><td>—</td><td>—</td><td></td></tr><tr><td>Other</td><td>(0.8)</td><td>(5.9)</td><td>(2.5)</td><td></td></tr><tr><td>Cash (used in) provided by financing activities</td><td>(333.1)</td><td>606.3</td><td>(195.9)</td><td></td></tr><tr><td>Effect of foreign currency exchange rates on cash and cash equivalents</td><td>(10.5)</td><td>0.1</td><td>(0.4)</td><td></td></tr><tr><td>Increase in cash and cash equivalents</td><td>89.1</td><td>19.1</td><td>8.3</td><td></td></tr><tr><td>Cash and cash equivalents, beginning of period</td><td>146.8</td><td>127.7</td><td>119.4</td><td></td></tr><tr><td>Cash and cash equivalents, end of period</td><td>$ 235.9</td><td>$ 146.8</td><td>$ 127.7</td><td></td></tr></table>

See Notes to Consolidated Financial Statements.

<table><tr><td rowspan="3">(In millions, except per share values)</td><td colspan="8">Equifax Shareholders</td></tr><tr><td colspan="2">Common Stock</td><td rowspan="2">Paid-In Capital</td><td rowspan="2">Retained Earnings</td><td rowspan="2">Accumulated Other Comprehensive Loss</td><td rowspan="2">Treasury Stock</td><td rowspan="2">Stock Held By Employee Bonefits Trusts</td><td rowspan="2">Noncontrolling Interests</td><td rowspan="2">Total Shareholders&#x27; Equity</td></tr><tr><td>Shares Outstanding</td></tr><tr><td>Balance, December 31, 2010</td><td>122.6</td><td>$236.6</td><td>$1,105.8</td><td>$2,725.7</td><td>$(344.5)</td><td>$(1,991.0)</td><td>$(41.2)</td><td>$17.0</td><td>$1,708.4</td></tr><tr><td>Net income</td><td>—</td><td>—</td><td>—</td><td>232.9</td><td>—</td><td>—</td><td>—</td><td>8.8</td><td>241.7</td></tr><tr><td>Other comprehensive income (loss)</td><td>—</td><td>—</td><td>—</td><td>(47.3)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(47.3)</td></tr><tr><td>Shares issued under stock and benefit plans, net of minimum tax withholdings</td><td>1.2</td><td>—</td><td>(14.3)</td><td>—</td><td>—</td><td>34.9</td><td>—</td><td>—</td><td>20.6</td></tr><tr><td>Treasury stock purchased under share repurchase program ($34.19 per share)</td><td>(4.2)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(142.3)</td><td>—</td><td>—</td><td>(142.3)</td></tr><tr><td>Treasury stock transferred from the Executive Life Insurance Benefit Trust**</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(35.3)</td><td>35.3</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Cash dividends ($0.64 per share)</td><td>—</td><td>—</td><td>—</td><td>(79.4)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(79.4)</td></tr><tr><td>Dividends paid to employee benefits trusts</td><td>—</td><td>—</td><td>1.3</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>1.3</td></tr><tr><td>Stock-based compensation expense</td><td>—</td><td>—</td><td>24.4</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>24.4</td></tr><tr><td>Tax effects of stock-based compensation plans</td><td>—</td><td>—</td><td>2.3</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>2.3</td></tr><tr><td>Dividends paid to noncontrolling interests</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(5.6)</td><td>(5.6)</td></tr><tr><td>Other</td><td>—</td><td>—</td><td>(1.5)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(0.5)</td><td>(2.0)</td></tr><tr><td>Balance, December 31, 2011</td><td>119.6</td><td>$236.6</td><td>$1,118.0</td><td>$2,879.2</td><td>$(391.8)</td><td>$2,133.7)</td><td>$ (5.9)</td><td>$19.7</td><td>$1,722.1</td></tr><tr><td>Net income</td><td>—</td><td>—</td><td>272.1</td><td>—</td><td>—</td><td>—</td><td>—</td><td>8.7</td><td>280.8</td></tr><tr><td>Other comprehensive income (loss)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>29.8</td><td>—</td><td>—</td><td>(0.3)</td><td>29.5</td></tr><tr><td>Shares issued under stock and benefit plans, net of minimum tax withholdings</td><td>2.7</td><td>—</td><td>(16.6)</td><td>—</td><td>—</td><td>79.1</td><td>—</td><td>—</td><td>62.5</td></tr><tr><td>Treasury stock purchased under share repurchase program ($45.73 per share)</td><td>(1.9)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(85.1)</td><td>—</td><td>—</td><td>(85.1)</td></tr><tr><td>Cash dividends ($0.72 per share)</td><td>—</td><td>—</td><td>(86.7)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(86.7)</td></tr><tr><td>Dividends paid to employee benefits trusts</td><td>—</td><td>0.7</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>0.7</td></tr><tr><td>Stock-based compensation expense</td><td>—</td><td>—</td><td>28.0</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>28.0</td></tr><tr><td>Tax effects of stock-based compensation plans</td><td>—</td><td>—</td><td>9.5</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>9.5</td></tr><tr><td>Dividends paid to noncontrolling interests</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(4.8)</td><td>(4.8)</td></tr><tr><td>Other</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>2.7</td><td>2.7</td></tr><tr><td>Balance, December 31, 2012</td><td>120.4</td><td>$236.6</td><td>$1,139.6</td><td>$3,064.6</td><td>$(362.0)</td><td>$ (2,139.7)</td><td>$ (5.9)</td><td>$26.0</td><td>$1,959.2</td></tr><tr><td>Net income</td><td>—</td><td>—</td><td>351.8</td><td>—</td><td>—</td><td>—</td><td>8.1</td><td>359.9</td></tr><tr><td>Other comprehensive income (loss)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>49.4</td><td>—</td><td>—</td><td>(2.9)</td><td>46.5</td></tr><tr><td>Shares issued under stock and benefit plans, net of minimum tax withholdings</td><td>1.7</td><td>—</td><td>(12.3)</td><td>—</td><td>—</td><td>50.4</td><td>—</td><td>—</td><td>38.1</td></tr><tr><td>Treasury stock purchased under share repurchase program ($59.74 per share)</td><td>(0.2)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(11.9)</td><td>—</td><td>—</td><td>(11.9)</td></tr><tr><td>Cash dividends ($0.88 per share)</td><td>—</td><td>—</td><td>—</td><td>(107.2)</td><td>—</td><td>—</td><td>—</td><td>(107.2)</td><td></td></tr><tr><td>Dividends paid to employee benefits trusts</td><td>—</td><td>—</td><td>0.5</td><td>—</td><td>—</td><td>—</td><td>—</td><td>0.5</td><td></td></tr><tr><td>Stock-based compensation expense</td><td>—</td><td>—</td><td>32.2</td><td>—</td><td>—</td><td>—</td><td>—</td><td>32.2</td><td></td></tr><tr><td>Tax effects of stock-based compensation plans</td><td>—</td><td>—</td><td>14.6</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>14.6</td></tr><tr><td>Dividends paid to noncontrolling interests</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(10.5)</td><td>(10.5)</td></tr><tr><td>Contributions from noncontrolling interests</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>16.7</td><td>16.7</td></tr><tr><td>Other</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>2.9</td><td>2.9</td></tr><tr><td>Balance, December 31, 2013</td><td>121.9</td><td>$236.6</td><td>$1,174.6</td><td>$3,309.2</td><td>$(312.6)</td><td>$ (2,101.2)</td><td>$ (5.9)</td><td>$40.3</td><td>$2,341.0</td></tr></table>

* At December 31, 2013, $215.1 million was authorized for future repurchases of our common stock.

** 1,500,000 shares were reclassified from Stock Held by Employee Benefits Trusts to Treasury Stock on our Consolidated Balance Sheets as a result of this transaction.

See Notes to Consolidated Financial Statements.



## Accumulated Other Comprehensive Loss consists of the following components:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Foreign currency translation</td><td>$108.5</td><td>$ (83.6)</td><td>$ (89.3)</td></tr><tr><td>Unrecognized actuarial losses and prior service cost related to our pension and other post-retirement benefit plans net of accumulated tax of $115.3, $159.3 and $172.1 in 2013, 2012 and 2011, respectively</td><td>(202.2)</td><td>(276.4)</td><td>(300.3)</td></tr><tr><td>Cash flow hedging transactions, net of tax of $1.2, $1.3 and $1.4 in 2013, 2012 and 2011, respectively</td><td>(1.9)</td><td>(2.0)</td><td>(2.2)</td></tr><tr><td>Accumulated other comprehensive loss</td><td>$312.6</td><td>$362.0</td><td>$391.8</td></tr></table>

See Notes to Consolidated Financial Statements.

## 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

As used herein, the terms Equifax, the Company, we, our and us refer to Equifax Inc., a Georgia corporation, and its consolidated subsidiaries as a combined entity, except where it is clear that the terms mean only Equifax Inc.

Nature of Operations. We collect, organize and manage various types of financial, demographic, employment and marketing information. Our products and services enable businesses to make credit and service decisions, manage their portfolio risk, automate or outsource certain payroll-related, tax and human resources business processes, and develop marketing strategies concerning consumers and commercial enterprises. We serve customers across a wide range of industries, including the financial services, mortgage, retail, telecommunications, utilities, automotive, brokerage, healthcare and insurance industries, as well as government agencies. We also enable consumers to manage and protect their financial health through a portfolio of products offered directly to consumers. As of December 31, 2013, we operated in the following countries: Argentina, Canada, Chile, Costa Rica, Ecuador, El Salvador, Honduras, Mexico, Paraguay, Peru, Portugal, Spain, the United Kingdom, or U.K., Uruguay, and the United States of America, or U.S. We also maintain support operations in the Republic of Ireland. We have an investment in a consumer and commercial credit information company in Brazil and offer consumer credit services in India and Russia through joint ventures.

We develop, maintain and enhance secured proprietary information databases through the compilation of actual consumer data, including credit, employment, asset, liquidity, net worth and spending activity, and business data, including credit and business demographics, that we obtain from a variety of sources, such as credit granting institutions, public record information (including bankruptcies, liens and judgments), income and tax information primarily from large to mid-sized companies in the U.S., and survey-based marketing information. We process this information utilizing our proprietary information management systems.

Basis of Consolidation. Our Consolidated Financial Statements and the accompanying notes, which are prepared in accordance with U.S. generally accepted accounting principles, or GAAP, include Equifax and all its subsidiaries. We consolidate all majority-owned and controlled subsidiaries as well as variable interest entities in which we are the primary beneficiary. Other parties' interests in consolidated entities are reported as noncontrolling interests. We use the equity method of accounting for investments in which we are able to exercise significant influence and use the cost method for all other investments. All significant intercompany transactions and balances are eliminated.
Our Consolidated Financial Statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the periods presented therein. Certain prior year amounts have been reclassified to conform to current year presentation. The effect of these reclassifications is not material.

Segments. We manage our business and report our financial results through the following five reportable segments, which are the same as operating segments:

• U.S. Consumer Information Solutions, or USCIS

• International

• Workforce Solutions

• North America Personal Solutions

• North America Commercial Solutions

USCIS is our largest reportable segment, with 44% of total operating revenue for 2013. Our most significant foreign operations are located in Canada and the U.K.

Use of Estimates. The preparation of our Consolidated Financial Statements requires us to make estimates and assumptions in accordance with GAAP. Accordingly, we make these estimates and assumptions after exercising judgment. We believe that the estimates and assumptions inherent in our Consolidated Financial Statements are reasonable, based upon information available to us at the time they are made including the consideration of events that have occurred up until the point these Consolidated Financial Statements have been filed. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities at the date of the financial statements, as well as reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from these estimates.

Revenue Recognition and Deferred Revenue. Revenue is recognized when persuasive evidence of an arrangement exists, collectibility of arrangement consideration is reasonably assured, the arrangement fees are fixed or determinable and delivery of the product or service has been completed. A significant portion of our revenue is derived from the provision of information services to our customers on a transaction basis, in which case revenue is recognized, assuming all other revenue recognition criteria are met, when the services are provided. A smaller portion of our revenues relates to subscription-based contracts under which a customer pays a preset fee for a predetermined or unlimited number of transactions or services provided during the subscription period, generally one year. Revenue related to subscription-based contracts having a preset number of transactions is recognized as the services are provided, using an effective transaction rate as the actual transactions are completed. Any remaining revenue related to unfulfilled units is not recognized until the end of the related contract's subscription



period. Revenue related to subscription-based contracts having an unlimited volume is recognized ratably during the contract term. Revenue is recorded net of sales taxes.

If at the outset of an arrangement, we determine that collectibility is not reasonably assured, revenue is deferred until the earlier of when collectibility becomes probable or the receipt of payment. If there is uncertainty as to the customer's acceptance of our deliverables, revenue is not recognized until the earlier of receipt of customer acceptance or expiration of the acceptance period. If at the outset of an arrangement, we determine that the arrangement fee is not fixed or determinable, revenue is deferred until the arrangement fee becomes fixed or determinable, assuming all other revenue recognition criteria have been met.

The determination of certain of our tax management services revenue requires the use of estimates, principally related to transaction volumes in instances where these volumes are reported to us by our clients on a monthly basis in arrears. In these instances, we estimate transaction volumes based on average actual volumes reported in the past. Differences between our estimates and actual final volumes reported are recorded in the period in which actual volumes are reported. We have not experienced significant variances between our estimates and actual reported volumes in the past. We monitor actual volumes to ensure that we will continue to make reasonable estimates in the future. If we determine that we are unable to make reasonable future estimates, revenue may be deferred until actual customer data is obtained. Also within our Workforce Solutions operating segment, the fees for certain of our tax credits and incentives revenue are based on a portion of the credit delivered to our clients. Revenue for these arrangements is recognized based on the achievement of milestones, upon calculation of the credit, or when the credit is utilized by our client, depending on the provisions of the client contract.

We have certain offerings that are sold as multiple element arrangements. The multiple elements may include consumer or commercial information, file updates for certain solutions, services provided by our decisioning technologies personnel, training services, statistical models and other services. To account for each of these elements separately, the delivered elements must have stand-alone value to our customer. For certain customer contracts, the total arrangement fee is allocated to the undelivered elements. If we are unable to unbundle the arrangement into separate units of accounting, we apply one of the accounting policies described above. This may lead to the arrangement consideration being recognized as the final contract element is delivered to our customer or ratably over the contract.

Many of our multiple element arrangements involve the delivery of services generated by a combination of services provided by one or more of our operating segments. No individual information service impacts the value or usage of other information services included in an arrangement and each service can be sold alone or, in most cases, purchased from another vendor without affecting the quality of use or value to the customer of the other information services included in the arrangement. Some of our products require the development of interfaces or platforms by our decisioning technologies personnel that allow our customers to interact with our proprietary information databases. These development services do not meet the requirement for having stand-alone value, thus any related development fees are deferred when billed and are recognized over the expected period that the customer will benefit from the related decisioning technologies service. Revenue from the provision of statistical models is recognized as the service is provided and accepted, assuming all other revenue recognition criteria are met. The direct costs of set up of a customer are capitalized and amortized as a cost of service during the term of the related customer contract.

We have some multiple element arrangements that include software. We recognize the elements for which we have established vendor specific objective evidence at fair value upon delivery, in accordance with the applicable guidance.

We record revenue on a net basis for those sales in which we have in substance acted as an agent or broker in the transaction.

Deferred revenue consists of amounts billed in excess of revenue recognized on sales of our information services relating generally to the deferral of subscription fees and arrangement consideration from elements not meeting the criteria for having stand-alone value discussed above. Deferred revenues are subsequently recognized as revenue in accordance with our revenue recognition policies.

Cost of Services. Cost of services consist primarily of (1) data acquisition and royalty fees; (2) customer service costs, which include: personnel costs to collect, maintain and update our proprietary databases, to develop and maintain software application platforms and to provide consumer and customer call center support; (3) hardware and software expense associated with transaction processing systems; (4) telecommunication and computer network expense; and (5) occupancy costs associated with facilities where these functions are performed by Equifax employees.

Selling, General and Administrative Expenses. Selling, general and administrative expenses consist primarily of personnel-related costs, restructuring costs, corporate costs, fees for professional and consulting services, advertising costs, and other costs of administration.

Advertising. Advertising costs from continuing operations, which are expensed as incurred, totaled $57.5 million, $48.7 million and $42.0 million during 2013, 2012 and 2011, respectively.
Stock-Based Compensation. We recognize the cost of stock-based payment transactions in the financial statements over the period services are rendered according to the fair value of the stock-based awards issued. All of our stock-based awards, which are stock options and nonvested stock, are classified as equity instruments.

Income Taxes. We account for income taxes under the liability method. Deferred income tax assets and liabilities are determined based on the estimated future tax effects of temporary differences between the financial statement and tax bases of assets and liabilities, as measured by current enacted tax rates. We assess whether it is more likely than not that we will generate sufficient taxable income to realize our deferred tax assets. We record a valuation allowance, as necessary, to reduce our deferred tax assets to the amount of future tax benefit that we estimate is more likely than not to be realized.

We record tax benefits for positions that we believe are more likely than not of being sustained under audit examinations. We assess the potential outcome of such examinations to determine the adequacy of our income tax accruals. We recognize interest and penalties accrued related to unrecognized tax benefits in the provision for income taxes on our Consolidated Statements of Income. We adjust our income tax provision during the period in which we determine that the actual results of the examinations may differ from our estimates or when statutory terms expire. Changes in tax laws and rates are reflected in our income tax provision in the period in which they occur.

Earnings Per Share. Our basic earnings per share, or EPS, is calculated as net income divided by the weighted-average number of common shares outstanding during the reporting period. Diluted EPS is calculated to reflect the potential dilution that would occur if stock options or other contracts to issue common stock were exercised and resulted in additional common shares outstanding. The net income amounts used in both our basic and diluted EPS calculations are the same. A reconciliation of the weighted-average outstanding shares used in the two calculations is as follows:

<table><tr><td></td><td>Twelve Months Ended December 31,</td></tr><tr><td>(In millions)</td><td>2013</td></tr><tr><td>Weighted-average shares outstanding (basic)</td><td>121.2</td></tr><tr><td>Effect of dilutive securities:</td><td></td></tr><tr><td>Stock options and restricted stock units</td><td>2.5</td></tr><tr><td>Weighted-average shares outstanding (diluted)</td><td>123.7</td></tr></table>

For the twelve months ended December 31, 2013, 2012 and 2011, 0.1 million, 0.1 million and 2.3 million stock options, respectively, were anti-dilutive and therefore excluded from this calculation.
Cash Equivalents. We consider all highly-liquid investments with an original maturity of three months or less to be cash equivalents.

Trade Accounts Receivable and Allowance for Doubtful Accounts. We do not recognize interest income on our trade accounts receivable. Additionally, we generally do not require collateral from our customers related to our trade accounts receivable.

The allowance for doubtful accounts for estimated losses on trade accounts receivable is based on historical write-off experience, an analysis of the aging of outstanding receivables, customer payment patterns and the establishment of specific reserves for customers in an adverse financial condition. We reassess the adequacy of the allowance for doubtful accounts each reporting period. Increases to the allowance for doubtful accounts are recorded as bad debt expense, which are included in selling, general and administrative expenses on the accompanying Consolidated Statements of Income. Bad debt expense from continuing operations was $2.8 million, $2.1 million and $2.7 million during the twelve months ended December 31, 2013, 2012, and 2011, respectively.

Long-Lived Assets. Property and equipment are stated at cost less accumulated depreciation and amortization. The cost of additions is capitalized. Property and equipment are depreciated on a straight-line basis over the assets' estimated useful lives, which are generally three to ten years for data processing equipment and capitalized internal-use software and systems costs. Leasehold improvements are depreciated over the shorter of their estimated useful lives or lease terms that are reasonably assured. Buildings are depreciated over a forty-year period. Other fixed assets are depreciated over three to seven years. Upon sale or retirement of an asset, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is recognized and included in income from operations on the Consolidated Statements of Income, with the classification of any gain or loss dependent on the characteristics of the asset sold or retired.

Certain internal-use software and system development costs are capitalized. Accordingly, the specifically identified costs incurred to develop or obtain software, which is intended for internal use are not capitalized until the determination is made as to the availability of a technically feasible solution to solve the predefined user and operating performance requirements as established during the preliminary stage of an internal-use software development project. Costs incurred during a software development project's preliminary stage and post-implementation stage are expensed as incurred. Application development activities that are eligible for capitalization include software design and configuration, development of interfaces, coding, testing, and installation. Capitalized internal-use software and systems costs are subsequently amortized on a straight-line basis over a three- to ten-year period after project completion and when the related software or system is ready for its intended use.



Depreciation and amortization expense from continuing operations related to property and equipment was $71.2 million, $73.9 million and $73.1 million during the twelve months ended December 31, 2013, 2012, and 2011, respectively.

Industrial Revenue Bonds. Pursuant to the terms of certain industrial revenue bonds, we have transferred title to certain of our fixed assets with total costs of $82.6 million and $70.7 million as of December 31, 2013 and 2012, respectively, to a local governmental authority in the U.S. to receive a property tax abatement related to economic development. The title to these assets will revert back to us upon retirement or cancellation of the applicable bonds. These fixed assets are still recognized in the Company's Consolidated Balance Sheets as all risks and rewards remain with the Company.

Impairment of Long-Lived Assets. We monitor the status of our long-lived assets in order to determine if conditions exist or events and circumstances indicate that an asset group may be impaired in that its carrying amount may not be recoverable. Significant factors that are considered that could be indicative of an impairment include: changes in business strategy, market conditions or the manner in which an asset group is used; underperformance relative to historical or expected future operating results; and negative industry or economic trends. If potential indicators of impairment exist, we estimate recoverability based on the asset group's ability to generate cash flows greater than the carrying value of the asset group. We estimate the undiscounted future cash flows arising from the use and eventual disposition of the related long-lived asset group. If the carrying value of the long-lived asset group exceeds the estimated future undiscounted cash flows, an impairment loss is recorded based on the amount by which the asset group's carrying amount exceeds its fair value. We utilize estimates of discounted future cash flows to determine the asset group's fair value. We did not record any impairment losses of long-lived assets in any of the periods presented.

Goodwill and Indefinite-Lived Intangible Assets. Goodwill represents the cost in excess of the fair value of the net assets of acquired businesses. Goodwill is not amortized. We are required to test goodwill for impairment at the reporting unit level on an annual basis and on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. We perform our annual goodwill impairment test as of September 30 each year.

In September 2011, the FASB issued Accounting Standards Update, Intangibles — Goodwill and Other (Topic 350): Testing Goodwill for Impairment (the revised standard). The revised standard is intended to reduce the cost and complexity of the annual goodwill impairment test by providing entities an option to perform a "qualitative" assessment to determine whether further impairment testing is necessary. If an entity believes, as a result of its qualitative assessment, that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, the quantitative impairment test is required.
Otherwise, no further testing is required. For reporting units that we determine meet these criteria, we perform a qualitative assessment. In this qualitative assessment, we consider the following items for each of the reporting units: macroeconomic conditions, industry and market conditions, overall financial performance and other entity specific events. In addition, for each of these reporting units, the most recent fair value determination results in an amount that significantly exceeds the carrying amount of the reporting units. Based on these assessments, we determine whether the likelihood that a current fair value determination would be less than the current carrying amount of the reporting unit is not more likely than not. If it is determined it is not more likely than not, no further testing is required. If further testing is required, we continue with the quantitative impairment test.

In analyzing goodwill for potential impairment in the quantitative impairment test, we use a combination of the income and market approaches to estimate the reporting unit's fair value. Under the income approach, we calculate the fair value of a reporting unit based on estimated future discounted cash flows. The assumptions we use are based on what we believe a hypothetical marketplace participant would use in estimating fair value. Under the market approach, we estimate the fair value based on market multiples of revenue or earnings before interest, income taxes, depreciation and amortization on benchmark companies. If the fair value of a reporting unit exceeds its carrying value, then no further testing is required. However, if a reporting unit's fair value were to be less than its carrying value, we would then determine the amount of the impairment charge, if any, which would be the amount that the carrying value of the reporting unit's goodwill exceeded its implied value.

Indefinite-lived reacquired rights represent the value of rights which we had granted to various affiliate credit reporting agencies that were reacquired in the U.S. and Canada. A portion of our reacquired rights are perpetual in nature and, therefore, the useful lives are considered indefinite in accordance with the accounting guidance in place at the time of the acquisitions. Indefinite-lived intangibles are asset not amortized. We are required to test indefinite-lived intangible assets for impairment annually and whenever events and circumstances indicate that there may be an impairment of the asset value. Our annual impairment test date is September 30. We perform the impairment test for our indefinite-lived intangible assets by comparing the asset's fair value to its carrying value. We estimate the fair value based on projected discounted future cash flows. An impairment charge is recognized if the asset's estimated fair value is less than its carrying value.

We completed our annual impairment testing for goodwill and indefinite-lived intangible assets during the twelve months ended December 31, 2013, 2012, and 2011, and we determined that there was no impairment in any of these years.
Purchased Intangible Assets. Purchased intangible assets represent the estimated fair value of acquired intangible assets used in our business. Purchased data files represent the estimated fair value of consumer credit acquired primarily through the purchase of independent credit reporting agencies in the U.S. and Canada. We expense the cost of modifying and updating credit files in the period such costs are incurred. We amortize purchased data files, which primarily consist of acquired credit files, on a straight-line basis. All of our other purchased intangible assets are also amortized on a straight-line basis.

<table><tr><td>Asset</td><td>Useful Life (in years)</td></tr><tr><td>Purchased data files</td><td>2 to 15</td></tr><tr><td>Acquired software and technology</td><td>1 to 10</td></tr><tr><td>Non-compete agreements</td><td>1 to 10</td></tr><tr><td>Proprietary database</td><td>6 to 10</td></tr><tr><td>Customer relationships</td><td>2 to 25</td></tr><tr><td>Trade names</td><td>5 to 15</td></tr></table>

Reacquired rights represent the value of rights which we had granted to Computer Sciences Corporation that were reacquired in connection with the acquisition of CSC Credit Services in the fourth quarter of 2012 based on the calculation given in place at that time. These reacquired rights are being amortized over the remaining term of the affiliation agreement on a straight-line basis from December 28, 2012 to August 1, 2018.

Other Assets. Other assets on our Consolidated Balance Sheets primarily represents our investment in unconsolidated affiliates, our cost method investment in Boa Vista Services ("BVS"), interest rate swaps, assets related to life insurance policies covering certain officers of the Company, and employee benefit trust assets.

Impairment of Cost Method Investment. We monitor the status of our cost method investment in order to determine if conditions exist or events and circumstances indicate that it may be impaired in that its carrying amount may exceed the fair value of the investment. Significant factors that are considered that could be indicative of an impairment include: changes in business strategy, market conditions, underperformance relative to historical or expected future operating results; and negative industry or economic trends. If potential indicators of impairment exist, we estimate the fair value of the investment using a combination of a discounted cash flow analysis and an evaluation of EBITDA and transaction multiples for comparable companies. If the carrying value of the investment exceeds the estimated fair value, an impairment loss is recorded based on the amount by which the investment's carrying amount exceeds its fair value. We recorded an impairment of our cost method investment in 2013. See Note 2 for further discussion.
Benefit Plans. We sponsor various pension and defined contribution plans. We also maintain certain healthcare and life insurance benefit plans for eligible retired U.S. employees. Benefits under the pension and other postretirement benefit plans are generally based on age at retirement and years of service and for some pension plans, benefits are also based on the employee's annual earnings. The net periodic cost of our pension and other postretirement plans is determined using several actuarial assumptions, the most significant of which are the discount rate and the expected return on plan assets. Our Consolidated Balance Sheets reflect the funded status of the pension and other postretirement plans.

Foreign Currency Translation. The functional currency of each of our foreign operating subsidiaries is that subsidiary's local currency. We translate the assets and liabilities of foreign subsidiaries at the year-end rate of exchange and revenue and expenses at the monthly average rates during the year. We record the resulting translation adjustment in other comprehensive income, a component of shareholders' equity. We also record gains and losses resulting from the translation of intercompany balances of a long-term investment nature in accumulated other comprehensive loss. In the year ended December 31, 2013, we recorded $6.8 million of foreign currency transaction losses. The amount was not material for the year ended December 31, 2012.

Financial Instruments. Our financial instruments consist primarily of cash and cash equivalents, accounts and notes receivable, accounts payable and short and long-term debt. The carrying amounts of these items, other than long-term debt, approximate their fair market values due to the short-term nature of these instruments. The fair value of our fixed-rate debt is determined using Level 2 inputs such as quoted market prices for publicly traded instruments, and for non-publicly traded instruments through valuation techniques depending on the specific characteristics of the debt instrument, taking into account credit risk. As of December 31, 2013 and 2012, the fair value of our fixed-rate debt was $1.2 billion and $1.6 billion, respectively, compared to its carrying value of $1.1 billion and $1.5 billion, respectively, based on recent trading prices.

Derivatives and Hedging Activities. Although derivative financial instruments are not utilized for speculative purposes or as the Company's primary risk management tool, derivatives have been used as a risk management tool to hedge the Company's exposure to changes in interest rates and foreign exchange rates. We have used interest rate swaps and interest rate lock agreements to manage interest rate risk associated with our fixed and floating-rate borrowings. Forward contracts on various foreign currencies have been used to manage the foreign currency exchange rate risk of certain firm commitments denominated in foreign currencies. We recognize all derivatives on the balance sheet at fair value. Derivative valuations reflect the value of the instrument including the value associated with any material counterparty risk.



Fair Value Hedges. In conjunction with our fourth quarter 2009 sale of five-year Senior Notes, we entered into five-year interest rate swaps, designated as fair value hedges, which convert the debt's fixed interest rate to a variable rate. These swaps involve the receipt of fixed rate amounts for floating interest rate payments over the life of the swaps without exchange of the underlying principal amount. Changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed-rate Senior Notes they hedge due to changes in the designated benchmark interest rate and are recorded in interest expense. The full fair value of the interest rate swap is classified as a non-current asset or liability as the remaining maturity of the fixed-rate Senior Notes they hedge is more than twelve months. There was no ineffectiveness on our fair value hedge that impacted current year earnings. The fair value of these interest rate swaps at December 31, 2013 and 2012 was $6.0 million and $12.2 million, respectively, recorded in other assets, net on our Consolidated Balance Sheets.

Cash Flow Hedges. Changes in the fair value of highly effective derivatives designated as cash flow hedges are initially recorded in accumulated other comprehensive income and are reclassified into the line item in the Consolidated Statements of Income in which the hedged item is recorded in the same period the hedged item impacts earnings. Any ineffective portion is recorded in current period earnings. We did not have any unsettled cash flow hedges outstanding as of December 31, 2013 or December 31, 2012.

Fair Value Measurements. Fair value is determined based on the assumptions marketplace participants use in pricing the asset or liability. We use a three level fair value hierarchy for prioritize the inputs used in valuation techniques between observable inputs that reflect quoted prices in active markets, inputs other than quoted prices with observable market data and unobservable data (e.g., a company's own data). The adoption of fair value guidance for nonfinancial assets and nonfinancial liabilities on January 1, 2009 did not have a material impact on our Consolidated Financial Statements.
The following table presents assets and liabilities measured at fair value on a recurring basis:

<table><tr><td></td><td colspan="3">Fair Value Measurements at Reporting Date Using:</td></tr><tr><td>Description</td><td>Quoted Prices in Active Markets for Identical Assets (Level 1)</td><td>Significant Other Observable Inputs (Level 2)</td><td>Significant Unobservable Inputs (Level 3)</td></tr><tr><td>Assets and Liabilities:</td><td></td><td></td><td></td></tr><tr><td>Fair Value Interest Rate Swaps \( ^{(1)} \)</td><td>$ 6.0</td><td>$ -</td><td>$ 6.0</td></tr><tr><td>Notes, due 2014 \( ^{(1)} \)</td><td>(281.0)</td><td>-</td><td>(281.0)</td></tr><tr><td>Deferred Compensation Plan Assets \( ^{(2)} \)</td><td>22.0</td><td>22.0</td><td>-</td></tr><tr><td>Deferred Compensation Plan Liability \( ^{(2)} \)</td><td>(22.0)</td><td>-</td><td>(22.0)</td></tr><tr><td>Total assets and liabilities</td><td>$(275.0)</td><td>$22.0</td><td>$(297.0)</td></tr></table>

(1) The fair value of our interest rate swaps, designated as fair value hedges, and notes are based on the present value of expected future cash flows using zero coupon rates and are classified within Level 2 of the fair value hierarchy.

(2) We maintain deferred compensation plans that allow for certain management employees to defer the receipt of compensation (such as salary, incentive compensation and commissions) until a later date based on the terms of the plans. The liability representing benefits accrued for plan participants is valued at the quoted market prices of the participants' investment elections. The asset consists of mutual funds reflective of the participants' investment selections and is valued at daily quoted market prices.

Variable Interest Entities. We hold interests in certain entities, including credit data and information solutions ventures, that are considered variable interest entities, or VIEs. These variable interests relate to ownership interests that require financial support for these entities. Our investments related to these VIEs totaled $23.6 million at December 31, 2013, representing our maximum exposure to loss. These investments are classified in other assets, net on our Consolidated Balance Sheets. We are not the primary beneficiary and are not required to consolidate any of these VIEs.

Recent Accounting Pronouncements. Testing Indefinite-Lived Intangible Assets for Impairment. In July 2012, the FASB issued Accounting Standards Update No. 2012-02, "Intangibles — Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment," which allows a company the option to first assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. Under that option, a company would no longer be required to calculate the fair value of an indefinite-lived intangible asset unless the company determines, based on the qualitative assessment, that it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying amount. This guidance is effective for annual and interim indefinite-lived intangible asset impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. We implemented the new standard in our 2013 annual impairment testing. This guidance did not have a material effect on our financial condition or results of operations.

Other Comprehensive Income. In February 2013, the FASB issued Accounting Standards Update No. 2013-02, "Reporting of Amounts Reclassified Out of Other Comprehensive Income," which requires public companies to present information about reclassification adjustments from accumulated other comprehensive income in their annual and interim financial statements in a single note or on the face of the financial statements. This standard is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. We adopted this standard in the first quarter of 2013 and it did not have an effect on our financial condition or results of operations.

## 2. MERGER OF BRAZILIAN BUSINESS

On May 31, 2011, we completed the merger of our Brazilian business with Boa Vista Serviços S.A. ("BVS") in exchange for a 15% equity interest in BVS (the "Brazilian Transaction"). The transaction was accounted for as a sale of our Brazilian business, which was deconsolidated. BVS, an unrelated third party whose results we do not consolidate, is the second largest consumer and commercial credit information company in Brazil. Our investment in BVS was valued at 130 million Brazilian Reais, is recorded in other assets, net on the Consolidated Balance Sheets and is accounted for using the cost method. The initial fair value was determined by a third-party using income and market approaches. In accounting for the transaction, we wrote off $33.2 million of goodwill and $27.0 million of cumulative foreign currency translation adjustments. In addition, as part of the agreement with BVS, we have retained certain contingent liabilities. A pre-tax loss of $10.3 million was recognized during the second quarter of 2011 related to the Brazilian Transaction and was included in other income (expense) in the Consolidated Statements of Income. Tax expense of $17.5 million was also recorded in conjunction with the Brazilian Transaction. At December 31, 2012, we estimated the fair value of the investment in local currency approximated the initial fair value of the investment recorded.

During the fourth quarter of 2013, management of BVS updated financial projections in connection with a request for additional financing. The financial projections reflected the effects of reduced near-term market expectations for consumer credit and for credit information services in Brazil and increased investment to achieve the strategic objectives and capitalize on future market opportunities, such as positive data, resulting in reduced expected cash flows. The request for financing, the projections received, along with the near-term weakness in the Brazilian consumer and small commercial credit markets were considered indicators of impairment. Management of Equifax prepared an analysis to estimate the fair value of our investment at December 31, 2013 and estimated that value to be 90 million Reais ($38.2 million). As a result, we wrote-down the carrying value of our investment and recorded a loss of 40 million Reais ($17.0 million) which is included in other (expense) income in the Consolidated Statements of Income.

## 3. DISCONTINUED OPERATIONS

During the first quarter of 2013, we divested of two non-strategic business lines, Equifax Settlement Services, which was part of our Mortgage business within the USCIS operating segment, and Talent Management Services, which was part of our Employer Services business within our Workforce Solutions operating segment, for a total of $47.5 million. $3.5 million of the proceeds of the sale of Talent Management Services was placed in escrow and is due 18 months after the transaction date. The historical results of these operations are classified as discontinued operations in the Consolidated Statements of Income. Revenue for these business lines for the twelve months ended December 31, 2013 and 2012 was $9.3 million and $87.5 million, respectively. Pretax income was $0.5 million and $8.9 million for the twelve months ended December 31, 2013 and 2012, respectively. We recorded a gain on the disposals in the first quarter of 2013 of $18.4 million, including an income tax benefit of $18.1 million, of which $14.3 million was current tax benefits. The tax benefit is primarily a result of our tax basis in Talent Management Services. The gain was classified as discontinued operations in the Consolidated Statements of Income.

During 2011, we settled various contingencies related to past divestitures that resulted in $2.9 million of income from discontinued operations, net of tax.

## 4. ACQUISITIONS AND INVESTMENTS

2013 Acquisitions and Investments. To further broaden our product offerings, we made several acquisition during 2013. During the third quarter of 2013, we acquired TrustedID, a direct-to-consumer identity protection business that is included as part of our North America Personal Solutions business unit. During the fourth quarter of 2013, we also completed two acquisitions in Paraguay and Mexico in the Latin America region of our International segment. The total purchase price of these acquisitions was $98.8 million.

2012 Acquisitions and Investments. On December 28, 2012, as a part of our long-term growth strategy of expanding our USCIS business, we acquired certain credit services business assets and operations of Computer Sciences Corporation for $1.0 billion. The results of this acquisition have been included in our USCIS operating segment subsequent to the acquisition and are not material for 2012.



We financed this purchase with available cash, borrowings under our CP Program, and the issuance in December 2012 of 3.30%, ten-year unsecured Senior Notes. The 3.30% Senior Notes are further described in Note 6 of the Notes to the Consolidated Financial Statements.

To further broaden our product offerings, during the twelve months ended December 31, 2012, we completed smaller acquisitions of information services businesses in the European and Latin American regions of our International segment totaling $16.5 million. The results of these acquisitions have been included in our operating results subsequent to the date of acquisition and are not material.

2011 Acquisitions and Investments. On August 1, 2011, to further enhance our market position, we acquired DataVision Resources, which provides data and business solutions to the mortgage, insurance and financial services industries, for $50.0 million. The results of this acquisition have been included in our Workforce Solutions segment subsequent to the date of acquisition.

To further broaden our product offerings, during the twelve months ended December 31, 2011, we completed smaller acquisitions of information services businesses in the European and Latin American regions of our International segment as well as our U.S. Consumer Information Solutions and Workforce Solutions segments for $82.4 million. The results of these acquisitions have been included in our operating results subsequent to the date of acquisition and are not material.

Purchase Price Allocation. The following table summarizes the estimated fair value of the net assets acquired and the liabilities assumed at the acquisition dates. The 2013 allocations are considered final, except for the resolution of certain contingencies all of which existed at the acquisition date, primarily related to working capital settlement, sales tax exposures and income tax accounts, which will be resolved when final returns are filed related to the acquired entities. Estimates for these items have been included in the purchase price allocations and will be finalized prior to the one year anniversary date of the acquisitions.

<table><tr><td rowspan="2"></td><td colspan="2">December 31,</td></tr><tr><td>2013</td><td>2012</td></tr><tr><td>Current assets</td><td>$ 12.9</td><td>$ 21.3</td></tr><tr><td>Property and equipment</td><td>1.4</td><td>1.2</td></tr><tr><td>Other assets</td><td>5.9</td><td>0.1</td></tr><tr><td>Identifiable intangible assets \( ^{(1)} \)</td><td>46.4</td><td>524.7</td></tr><tr><td>Indefinite lived intangible assets</td><td>—</td><td>158.8</td></tr><tr><td>Goodwill \( ^{(2)} \)</td><td>55.3</td><td>321.3</td></tr><tr><td>Total assets acquired</td><td>121.9</td><td>1,027.4</td></tr><tr><td>Total liabilities assumed</td><td>(19.9)</td><td>(7.4)</td></tr><tr><td>Non-controlling interest</td><td>(3.2)</td><td>(2.7)</td></tr><tr><td>Net assets acquired</td><td>$ 98.8</td><td>$1,017.3</td></tr></table>

(1) Identifiable intangible assets are further disaggregated in the following table.

(2) Of the goodwill resulting from 2013 and 2012 acquisitions, $1.2 million and $309.3 million, respectively, is tax deductible.

The primary reasons the purchase price of these acquisitions exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, were future tax savings which are not recorded apart from goodwill, expanded growth opportunities from new or enhanced product offerings, cost savings from the elimination of duplicative activities, and the acquisition of an assembled workforce that are not recognized as assets apart from goodwill.

<table><tr><td rowspan="2"></td><td colspan="4">December 31,</td></tr><tr><td colspan="2">2013</td><td colspan="2">2012</td></tr><tr><td>Intangible asset category</td><td>Fair value</td><td>Weighted-average useful life</td><td>Fair value</td><td>Weighted-average useful life</td></tr><tr><td></td><td>(in millions)</td><td>(in years)</td><td>(in millions)</td><td>(in years)</td></tr><tr><td>Customer relationships</td><td>$27.6</td><td>8.3</td><td>$ 4.5</td><td>8.7</td></tr><tr><td>Acquired software and technology</td><td>4.2</td><td>4.3</td><td>0.7</td><td>5.7</td></tr><tr><td>Purchased data files</td><td>8.4</td><td>5.0</td><td>508.8</td><td>15.0</td></tr><tr><td>Non-compete agreements</td><td>3.1</td><td>4.0</td><td>10.3</td><td>4.9</td></tr><tr><td>Trade names and other intangible assets</td><td>3.1</td><td>6.3</td><td>0.4</td><td>5.0</td></tr><tr><td>Total acquired intangibles</td><td>$46.4</td><td>6.9</td><td>$524.7</td><td>14.7</td></tr></table>

The 2013 acquisitions did not have a material impact in the Company’s Consolidated Statements of Income. The impact of the 2013 acquisitions would not have significantly changed our Consolidated Statements of Income if they had occurred at the beginning of the earliest year presented.

## 5. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill. Goodwill represents the cost in excess of the fair value of the net assets acquired in a business combination. As discussed in Note 1, goodwill is tested for impairment at the reporting unit level on an annual basis and on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. We perform our annual goodwill impairment tests as of September 30 each year. As a result of the merger of our Brazilian business in the second quarter of 2011, we performed an interim impairment test on the Latin America reporting unit excluding our Brazilian business which resulted in no impairment. The fair value estimates for our reporting units were determined using a combination of the income and market approaches in accordance with the Company’s methodology. Our annual impairment tests as of September 30, 2013, 2012 and 2011 resulted in no impairment of goodwill.

Changes in the amount of goodwill for the twelve months ended December 31, 2013 and 2012, are as follows:

<table><tr><td></td><td>U.S. Consumer Information Solutions</td><td>International</td><td>Workforce Solutions</td><td>North America Personal Solutions</td><td>North America Commercial Solutions</td><td>Total</td></tr><tr><td>(in millions)</td><td>$ 638.4</td><td>$348.5</td><td>$935.0</td><td>$ 1.8</td><td>$37.5</td><td>$1,961.2</td></tr><tr><td>Balance, December 31, 2011</td><td>309.3</td><td>12.0</td><td>—</td><td>—</td><td>—</td><td>321.3</td></tr><tr><td>Acquisitions</td><td>—</td><td>—</td><td>(1.0)</td><td>—</td><td>—</td><td>(1.0)</td></tr><tr><td>Adjustments to initial purchase price allocation</td><td>—</td><td>8.8</td><td>—</td><td>—</td><td>0.1</td><td>8.9</td></tr><tr><td>Foreign currency translation</td><td>947.7</td><td>369.3</td><td>934.0</td><td>1.8</td><td>37.6</td><td>2,290.4</td></tr><tr><td>Foreign currency translation</td><td>—</td><td>40.8</td><td>—</td><td>14.5</td><td>—</td><td>55.3</td></tr><tr><td>Balance, December 31, 2012</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>87.8</td></tr><tr><td>Acquisitions</td><td>87.5</td><td>(0.1)</td><td>—</td><td>0.4</td><td>—</td><td>(0.4)</td></tr><tr><td>Adjustments to initial purchase price allocation</td><td>—</td><td>(7.6)</td><td>—</td><td>—</td><td>(0.4)</td><td>(0.8)</td></tr><tr><td>Foreign currency translation</td><td>—</td><td>—</td><td>(0.2)</td><td>—</td><td>—</td><td>(0.2)</td></tr><tr><td>Tax benefits of options exercised</td><td>(2.7)</td><td>(1.4)</td><td>(26.1)</td><td>—</td><td>—</td><td>(30.2)</td></tr><tr><td>Businesses sold</td><td>$401.0</td><td>$907.7</td><td>$16.7</td><td>$37.2</td><td>$2,395.1</td><td></td></tr></table>

Indefinite-Lived Intangible Assets. Indefinite-lived intangible assets consist of indefinite-lived reacquired rights representing the value of rights which we had granted to various affiliate credit reporting agencies that were reacquired in the U.S. and Canada. At the time we acquired these agreements, they were considered perpetual in nature under the accounting guidance in place at that time and, therefore, the useful lives are considered indefinite. Indefinite-lived intangible assets are not amortized. We are required to test indefinite-lived intangible assets for impairment annually and whenever events or circumstances indicate that there may be an impairment of the asset value. We perform our annual indefinite-lived intangible asset impairment test as of September 30. Our 2013 annual impairment test completed during the third quarter of 2013 resulted in no impairment of indefinite-lived intangible assets.
(in millions) Amount
Balance, December 31, 2011 $ 95.6
Acquisitions $ 158.8
Foreign currency translation 0.1
Balance, December 31, 2012 254.5
Purchase price adjustment (158.8)
Foreign currency translation (0.2)
Balance, December 31, 2013 $ 95.5

During the third quarter of 2013, we recorded adjustments to the purchased intangible assets and related accumulated amortization previously recorded in connection with our December 28, 2012 acquisition of certain credit services business assets and operations of Computer Sciences Corporation. This correction resulted in the establishment of $73.3 million of finite-lived reacquired rights which will be amortized over 5.6 years, an increase in goodwill of $85.5 million and a reduction of our indefinite-lived intangible assets of $158.8 million.



Purchased Intangible Assets. Purchased intangible assets net, recorded on our Consolidated Balance Sheets at December 31, 2013 and 2012, are as follows:

<table><tr><td rowspan="2">(In millions)</td><td colspan="4">December 31, 2013</td><td colspan="4">December 31, 2012</td></tr><tr><td>Gross</td><td>Accumulated Amortization</td><td>Net</td><td>Gross</td><td>Accumulated Amortization</td><td>Net</td><td></td><td></td></tr><tr><td>Definite-lived intangible assets:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Purchased data files</td><td>$ 709.5</td><td>$(187.4)</td><td>$522.1</td><td>$ 795.6</td><td>$229.2)</td><td>$566.4</td><td></td><td></td></tr><tr><td>Acquired software and technology</td><td>38.4</td><td>(20.2)</td><td>18.2</td><td>34.4</td><td>(13.5)</td><td>20.9</td><td></td><td></td></tr><tr><td>Customer relationships</td><td>506.7</td><td>(166.5)</td><td>340.2</td><td>522.1</td><td>(164.5)</td><td>357.6</td><td></td><td></td></tr><tr><td>Reacquired rights</td><td>73.3</td><td>(13.1)</td><td>60.2</td><td>—</td><td>—</td><td>—</td><td></td><td></td></tr><tr><td>Proprietary database</td><td>7.4</td><td>(5.0)</td><td>2.4</td><td>125.0</td><td>(115.9)</td><td>9.1</td><td></td><td></td></tr><tr><td>Non-compete agreements</td><td>20.2</td><td>(7.8)</td><td>12.4</td><td>19.4</td><td>(5.5)</td><td>13.9</td><td></td><td></td></tr><tr><td>Trade names and other intangible assets</td><td>41.7</td><td>(24.0)</td><td>17.7</td><td>41.5</td><td>(21.7)</td><td>19.8</td><td></td><td></td></tr><tr><td>Total definite-lived intangible assets</td><td>$1,397.2</td><td>$424.0</td><td>$973.2</td><td>$1,538.0</td><td>($550.3)</td><td>$987.7</td><td></td><td></td></tr></table>

Amortization expense related to purchased intangible assets was $118.4 million, $86.1 million, and $87.5 million during the twelve months ended December 31, 2013, 2012, and 2011, respectively.

Estimated future amortization expense related to definite-lived purchased intangible assets at December 31, 2013 is as follows: scheduled future maturities of debt at December 31, 2013, are as follows:

<table><tr><td colspan="2">Years ending December 31,</td><td colspan="2">Years ending December 31,</td></tr><tr><td>(In millions)</td><td>Amount</td><td>(In millions)</td><td>Amount</td></tr><tr><td>2014</td><td>$111.8</td><td>2014</td><td>$ 290.6</td></tr><tr><td>2015</td><td>106.9</td><td>2015</td><td>—</td></tr><tr><td>2016</td><td>100.3</td><td>2016</td><td>—</td></tr><tr><td>2017</td><td>90.6</td><td>2017</td><td>272.5</td></tr><tr><td>2018</td><td>72.9</td><td>2018</td><td>—</td></tr><tr><td>Thereafter</td><td>490.7</td><td>Thereafter</td><td>875.0</td></tr><tr><td></td><td>$973.2</td><td>Total debt</td><td>$1,438.1</td></tr></table>

## 6. DEBT

Debt outstanding at December 31, 2013 and 2012 was as follows:

<table><tr><td rowspan="2">(In millions)</td><td colspan="2">December 31,</td></tr><tr><td>2013</td><td>2012</td></tr><tr><td>Commercial paper (“CP”)</td><td>$ —</td><td>$ 265.0</td></tr><tr><td>Notes, 7.34%, due in installments through May 2014</td><td>15.0</td><td>30.0</td></tr><tr><td>Notes, 4.45%, due December 2014</td><td>275.0</td><td>275.0</td></tr><tr><td>Notes, 6.30%, due July 2017</td><td>272.5</td><td>272.5</td></tr><tr><td>Notes, 3.30%, due Dec 2022</td><td>500.0</td><td>500.0</td></tr><tr><td>Debentures, 6.90%, due July 2028</td><td>125.0</td><td>125.0</td></tr><tr><td>Notes, 7.00%, due July 2037</td><td>250.0</td><td>250.0</td></tr><tr><td>Capitalized lease obligation</td><td>—</td><td>2.2</td></tr><tr><td>Other</td><td>0.6</td><td>0.7</td></tr><tr><td>Total debt</td><td>1,438.1</td><td>1,720.4</td></tr><tr><td>Less short-term debt and current maturities</td><td>(296.5)</td><td>(283.3)</td></tr><tr><td>Less unamortized discounts</td><td>(2.1)</td><td>(2.3)</td></tr><tr><td>Plus fair value adjustments</td><td>6.0</td><td>12.6</td></tr><tr><td>Total long-term debt, net of discount</td><td>$1,145.5</td><td>$1,447.4</td></tr></table>

Senior Credit Facility. We are party to a $750.0 million unsecured revolving credit facility, which we refer to as the Senior Credit Facility, with a group of financial institutions. The Senior Credit Facility also has an accordion feature that allows us to request an increase in the total commitment to $1.0 billion. Borrowings may be used for general corporate purposes, including working capital, capital expenditures, acquisitions and share repurchase programs. The Senior Credit Facility is scheduled to expire in December 2017. Availability of the Senior Credit Facility for borrowings is reduced by the outstanding face amount of any letters of credit issued under the facility and, pursuant to our existing Board of Directors authorization, by the outstanding principal amount of our commercial paper notes.

Under our Senior Credit Facility, we must comply with various financial and non-financial covenants. The financial covenants require us to maintain a maximum leverage ratio, defined as consolidated funded debt divided by consolidated EBITDA (as set forth in the Senior Credit Facility) for the proceeding four quarters, of not more than 3.5 to 1.0. Compliance with this financial covenant is tested quarterly. The non-financial covenants include limitations on liens, subsidiary debt, mergers, liquidations, asset dispositions and acquisitions. As of December 31, 2013, we were in compliance with our covenants under the Senior Credit Facility. Our borrowings under this facility, which have not been guaranteed by any of our subsidiaries, are unsecured and will rank on parity in right of payment with all of our other unsecured and unsubordinated indebtedness from time to time outstanding.

At December 31, 2013, interest was payable on borrowings under the existing credit facility at the base rate or London Interbank Offered Rate, or LIBOR, plus a specified margin. The annual unused fee, which we pay on the unused portion of the revolver, and interest rate are subject to adjustment based on our debt ratings. As of December 31, 2013, $748.6 million was available for borrowings and there were no outstanding borrowings under the Senior Credit Facility, which is included in long-term debt on our Consolidated Balance Sheets.

While the underlying final maturity date of this facility is December 2017, it is structured to provide borrowings under short-term loans. Because these borrowings primarily have a maturity of ninety days, the borrowings and repayments are presented on a net basis within the financing activities portion of our Consolidated Statements of Cash Flows as net (repayments) borrowings under long-term revolving credit facilities.

CP Program. Our $750.0 million CP program has been established through the private placement of CP notes from time to time, in which borrowings bear interest at either a variable rate (based on LIBOR or other benchmarks) or a fixed rate, with the applicable rate and margin. Maturities of CP can range from overnight to 397 days. Because the CP program is backstopped by our Senior Credit Facility, the amount of CP which may be issued under the program is reduced by the outstanding face amount of any letters of credit issued under the facility and, pursuant to our existing Board of Directors authorization, by the outstanding borrowings under our Senior Credit Facility. At December 31, 2013, there were no CP notes outstanding.

7.34% Notes. At the closing of the TALX acquisition in May 2007, we assumed $75.0 million in 7.34% Senior Guaranteed Notes, or TALX Notes, privately placed by TALX with several institutional investors in May 2006. We are required to repay the principal amount of the TALX Notes in five equal annual installments commencing on May 25, 2010 with a final maturity date of May 25, 2014. We may prepay the TALX Notes subject to certain restrictions and the payment of a make-whole amount. Under certain circumstances, we may be required to use proceeds of certain asset dispositions to prepay a portion of the TALX Notes. Interest on the TALX Notes is payable semi-annually until the principal becomes due and payable. We identified a fair value adjustment related to the TALX Notes in applying purchase accounting; this amount is being amortized against interest expense over the remainder of the term of the TALX Notes. At December 31, 2013, the remaining balance of this adjustment is $0.1 million and is included in short-term debt on the Consolidated Balance Sheets.
4.45% Senior Notes. On November 4, 2009, we issued $275.0 million principal amount of 4.45%, five-year senior notes in an underwritten public offering. Interest is payable semi-annually in arrears on December 1 and June 1 of each year. We used the net proceeds from the sale of the senior notes to repay outstanding borrowings under our CP program, a portion of which was used to finance our fourth quarter 2009 acquisitions. The senior notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness. In conjunction with the senior notes, we entered into five-year interest rate swaps, designated as fair value hedges, which convert the fixed interest rate to a variable rate. The long-term debt fair value adjustment related to these interest rate swaps was an increase of $6.0 million at December 31, 2013.

6.3% and 7.0% Senior Notes. On June 28, 2007, we issued $300.0 million principal amount of 6.3%, ten-year senior notes and $250.0 million principal amount of 7.0%, thirty-year senior notes in underwritten public offerings. Interest is payable semi-annually in arrears on January 1 and July 1 of each year. The net proceeds of the financing were used to repay short-term indebtedness, a substantial portion of which was incurred in connection with our acquisition of TALX. We must comply with various non-financial covenants, including certain limitations on liens, additional debt and mortgages, mergers, asset dispositions and sale-leaseback arrangements. The senior notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

3.3% Senior Notes. On December 17, 2012, we issued $500.0 million principal amount of 3.3%, ten-year senior notes in an underwritten public offering. Interest is payable semi-annually in arrears on December 15 and June 15 of each year. The net proceeds of the sale of the notes were used to partially finance the acquisition of CSC Credit Services in December 2012. We must comply with various non-financial covenants, including certain limitations on liens, additional debt and mortgages, mergers, asset dispositions and sale-leaseback arrangements. The senior notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

6.9% Debentures. We have $125 million of debentures outstanding with a maturity date of 2028. The debentures are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

Cash paid for interest was $67.8 million, $53.0 million and $54.0 million during the twelve months ended December 31, 2013, 2012 and 2011, respectively.



## 7. COMMITMENTS AND CONTINGENCIES

Leases. Our operating leases principally involve office space and office equipment. Rental expense for operating leases, which is recognized on a straight-line basis over the lease term, was $24.2 million, $21.5 million and $21.2 million for the twelve months ended December 31, 2013, 2012 and 2011, respectively. Our headquarters building ground lease has purchase options exercisable beginning in 2019, renewal options exercisable in 2048 and escalation clauses that began in 2009. Expected future minimum payment obligations for non-cancelable operating leases exceeding one year are as follows as of December 31, 2013:

<table><tr><td colspan="2">Years ending December 31,</td></tr><tr><td>(In millions)</td><td>Amount</td></tr><tr><td>2014</td><td>$19.1</td></tr><tr><td>2015</td><td>14.2</td></tr><tr><td>2016</td><td>10.0</td></tr><tr><td>2017</td><td>7.9</td></tr><tr><td>2018</td><td>5.7</td></tr><tr><td>Thereafter</td><td>40.3</td></tr><tr><td></td><td>$97.2</td></tr></table>

We have no material sublease agreements and as a result, expected sublease income is not reflected as a reduction in the total minimum rental obligations under operating leases in the table above.

Data Processing, Outsourcing Services and Other Agreements. We have separate agreements with IBM, TCS and others to outsource portions of our computer data processing operations, applications development, maintenance and related functions and to provide certain other administrative and operational services. The agreements expire between 2014 and 2019. The estimated aggregate minimum contractual obligation remaining under these agreements is approximately $70 million as of December 31, 2013, with no future year's minimum contractual obligation expected to exceed approximately $40 million. Annual payment obligations in regard to these agreements vary due to factors such as the volume of data processed; changes in our servicing needs as a result of new product offerings, acquisitions or divestitures; the introduction of significant new technologies; foreign currency; or the general rate of inflation. In certain circumstances (e.g., a change in control or for our convenience), we may terminate these data processing and outsourcing agreements, and, in doing so, certain of these agreements require us to pay a significant penalty.

During 2012, we amended certain portions and terminated certain other portions of our operations support services agreement for North America with IBM. The amended agreement extends certain terms two years through December 2016 and changes certain variable cost to fixed cost intended to provide financial savings to the Company. During 2011, we amended our operations support services agreement in North America with IBM. The amended agreement extended the term one year through December 2014 and changed certain variable cost to fixed cost intended to provide financial savings to the Company. Under our agreement with IBM (which covers our operations in North America, Europe, and Peru), we have outsourced certain of our mainframe and midrange operations, help desk service and desktop support functions, and the operation of our voice and data networks. The scope of such services varies by location. The estimated future minimum contractual obligation under the revised agreement is approximately $50 million for the remaining term, with no individual year's minimum expected to exceed approximately $30 million. We may terminate certain portions of this agreement without penalty in the event that IBM is in material breach of the terms of the agreement. During 2013, 2012 and 2011, we paid $60 million, $70.5 million and $79.7 million, respectively, for these services.

Change in Control Agreements. We have entered into change in control severance agreements with certain key executives. The agreements provide for, among other things, certain payments and benefits in the event of a qualifying termination of employment (i.e., termination of employment by the executive for "good reason" or termination of employment by the Company without "cause," each as defined in the agreements following a change in control of the Company. In the event of a qualifying termination, the executive will become entitled to continuation of group health, dental, vision, life, disability, 401(k) and similar benefits for three years, as well as a lump sum severance payment, all of which differs by executive.

The change in control agreements have a three-year term and automatically renew for another three years unless we elect not to renew the agreements. Change in control events potentially triggering benefits under the agreements would occur, subject to certain exceptions, if (1) any person acquires 20% or more of our voting stock; (2) upon a merger or other business combination, our shareholders receive less than two-thirds of the common stock and combined voting power of the new company; (3) we sell or otherwise dispose of all or substantially all of our assets; or (4) we liquidate or dissolve.

If these change in control agreements had been triggered as of December 31, 2013, payments of approximately $54.4 million would have been made (excluding tax gross-up amounts of $36.1 million). Under the Company's existing director and employee stock benefit plans, a change in control generally would result in the immediate vesting of all outstanding stock options and satisfaction of the restrictions on any outstanding nonvested stock awards. With respect to unvested performance based share awards dependent upon the Company's three-year relative total shareholder return, if at least one calendar year of performance during the performance period has been completed prior to the change in control event, the awards will be paid out based on the Company's performance at that time; otherwise the payout of shares will be at 100% of the target award.
Guarantees. We will from time to time issue standby letters of credit, performance bonds or other guarantees in the normal course of business. The aggregate notional amount of all performance bonds and standby letters of credit is not material at December 31, 2013, and all have a remaining maturity of one year or less. The maximum potential future payments we could be required to make under the guarantees is not material at December 31, 2013.

General Indemnifications. We are the lessee under many real estate leases. It is common in these commercial lease transactions for us, as the lessee, to agree to indemnify the lessor and other related third parties for tort, environmental and other liabilities that arise out of or relate to our use or occupancy of the leased premises. This type of indemnity would typically make us responsible to indemnify third parties for liabilities arising out of the conduct of, among others, contractors, licensees and invitees at or in connection with the use or occupancy of the leased premises. This indemnity often extends to related liabilities arising from the negligence of the indemnified parties, but usually excludes any liabilities caused by either their sole or gross negligence and their willful misconduct.

Certain of our credit agreements include provisions which require us to make payments to preserve an expected economic return to the lenders if that economic return is diminished due to certain changes in law or regulations. In certain of these credit agreements, we also bear the risk of certain changes in tax laws that would subject payments to non-U.S. lenders to withholding taxes.

In conjunction with certain transactions, such as sales or purchases of operating assets or services in the ordinary course of business, or the disposition of certain assets or businesses, we sometimes provide routine indemnifications, the terms of which range in duration and sometimes are not limited.

The Company has entered into indemnification agreements with its directors and executive officers. Under these agreements, the Company has agreed to indemnify such individuals to the fullest extent permitted by law against liabilities that arise by reason of their status as directors or officers and to advance expenses incurred by such individuals in connection with the related legal proceedings. The Company maintains directors and officers liability insurance coverage to reduce its exposure to such obligations.

We cannot reasonably estimate our potential future payments under the indemnities and related provisions described above because we cannot predict when and under what circumstances these provisions may be triggered. We have no accrual related to indemnifications on our Consolidated Balance Sheets at December 31, 2013 and 2012.

Subsidiary Dividend and Fund Transfer Limitations. The ability of some of our subsidiaries and associated companies to transfer funds to us is limited, in some cases, by certain restrictions imposed by foreign governments, which do not, individually or in the aggregate, materially limit our ability to service our indebtedness, meet our current obligations or pay dividends.

Contingencies. We are involved in legal proceedings, claims and litigation arising in the ordinary course of business. We periodically assess our exposure related to these matters based on the information which is available. We have recorded accruals in our Consolidated Financial Statements for those matters in which it is probable that we have incurred a loss and the amount of the loss, or range of loss, can be reasonably estimated.

Although the final outcome of these matters cannot be predicted with certainty, any possible adverse outcome arising from these matters is not expected to have a material impact on our Consolidated Financial Statements, either individually or in the aggregate. However, our evaluation of the likely impact of these matters may change in the future. We accrue for unpaid legal fees for services performed to date.

Tax Matters. In 2003, the Canada Revenue Agency, or CRA, issued Notices of Reassessment, asserting that Acrofax, Inc., a wholly-owned Canadian subsidiary of Equifax, was liable for additional tax for the 1995 through 2000 tax years, related to certain intercompany capital contributions and loans. Subsequently in 2003, we made a statutorily-required deposit for a portion of the claim. On May 31, 2011, we settled this CRA claim for $1.7 million (1.1 million in Canadian dollars) and received a net refund of the deposit and accrued interest in the amount of $9.9 million (9.7 million in Canadian dollars).

## 8. INCOME TAXES

The provision for income taxes from continuing operations consisted of the following:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Current:</td><td></td><td></td><td></td></tr><tr><td>Federal</td><td>$130.9</td><td>$102.3</td><td>$112.5</td></tr><tr><td>State</td><td>16.4</td><td>12.5</td><td>10.4</td></tr><tr><td>Foreign</td><td>51.3</td><td>67.4</td><td>44.2</td></tr><tr><td></td><td>198.6</td><td>182.2</td><td>167.1</td></tr><tr><td>Deferred:</td><td></td><td></td><td></td></tr><tr><td>Federal</td><td>(4.9)</td><td>(5.9)</td><td>(1.5)</td></tr><tr><td>State</td><td>2.8</td><td>(2.1)</td><td>0.5</td></tr><tr><td>Foreign</td><td>(7.6)</td><td>(18.2)</td><td>1.0</td></tr><tr><td></td><td>(9.7)</td><td>(26.2)</td><td>—</td></tr><tr><td>Provision for income taxes</td><td>$188.9</td><td>$156.0</td><td>$167.1</td></tr></table>

The provision for income taxes from discontinued operations was $17.9 million, $3.4 million and $1.4 million for the years ended December 31, 2013, 2012 and 2011, respectively.



Domestic and foreign income from continuing operations before income taxes was as follows:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>U.S.</td><td>$458.4</td><td>$341.8</td><td>$338.6</td></tr><tr><td>Foreign</td><td>72.0</td><td>89.5</td><td>67.3</td></tr><tr><td></td><td>$530.4</td><td>$431.3</td><td>$405.9</td></tr></table>

The provision for income taxes reconciles with the U.S. federal statutory rate, as follows:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Federal statutory rate</td><td>35.0%</td><td>35.0%</td><td>35.0%</td></tr><tr><td>Provision computed at federal statutory rate</td><td>$185.6</td><td>$151.0</td><td>$142.0</td></tr><tr><td>State and local taxes, net of federal tax benefit</td><td>12.1</td><td>5.8</td><td>5.8</td></tr><tr><td>Foreign</td><td>(4.1)</td><td>(5.3)</td><td>3.1</td></tr><tr><td>Valuation allowance</td><td>(0.6)</td><td>(0.9)</td><td>(0.6)</td></tr><tr><td>Tax reserves</td><td>(1.2)</td><td>0.2</td><td>(1.1)</td></tr><tr><td>Currency and other tax effects of Brazil Transaction \( ^{(1)} \)</td><td>—</td><td>(15.3)</td><td>20.5</td></tr><tr><td>Global restructuring \( ^{(2)} \)</td><td>—</td><td>(2.5)</td><td>—</td></tr><tr><td>Other</td><td>(2.9)</td><td>—</td><td>(2.6)</td></tr><tr><td>Provision for income taxes</td><td>$188.9</td><td>$156.0</td><td>$167.1</td></tr><tr><td>Effective income tax rate</td><td>35.6%</td><td>36.2%</td><td>42.1%</td></tr></table>

(1) During the fourth quarter of 2012, we recorded a $15.3 million tax benefit as a result of tax authorities approving a tax method change which impacted the tax expense recorded in connection with the merger of our Brazilian business in the second quarter of 2011.

(2) During the fourth quarter of 2012, we completed an international tax restructuring resulting in the recognition of tax expense of $20.5 million.

We record deferred income taxes using enacted tax laws and rates for the years in which the taxes are expected to be paid. Deferred income tax assets and liabilities are recorded based on the differences between the financial reporting and income tax bases of assets and liabilities. For additional information about our income tax policy, see Note 1 of the Notes to Consolidated Financial Statements. Components of the deferred income tax assets and liabilities at December 31, 2013 and 2012, were as follows:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Deferred income tax assets:</td><td></td><td></td><td></td></tr><tr><td>Employee pension benefits</td><td>$ 108.9</td><td>$ 149.9</td><td></td></tr><tr><td>Net operating and capital loss carryforwards</td><td>132.3</td><td>107.3</td><td></td></tr><tr><td>Foreign tax credits</td><td>51.7</td><td>54.2</td><td></td></tr><tr><td>Employee compensation programs</td><td>61.9</td><td>54.9</td><td></td></tr><tr><td>Reserves and accrued expenses</td><td>8.5</td><td>7.7</td><td></td></tr><tr><td>Deferred revenue</td><td>2.5</td><td>1.7</td><td></td></tr><tr><td>Other</td><td>5.9</td><td>3.1</td><td></td></tr><tr><td>Gross deferred income tax assets</td><td>371.7</td><td>380.9</td><td></td></tr><tr><td>Valuation allowance</td><td>(121.5)</td><td>(102.5)</td><td></td></tr><tr><td>Total deferred income tax assets, net</td><td>$ 250.2</td><td>$ 278.4</td><td></td></tr><tr><td>Deferred income tax liabilities:</td><td></td><td></td><td></td></tr><tr><td>Goodwill and intangible assets</td><td>(313.7)</td><td>(305.2)</td><td></td></tr><tr><td>Pension expense</td><td>(101.9)</td><td>(101.4)</td><td></td></tr><tr><td>Undistributed earnings of foreign subsidiaries</td><td>(52.5)</td><td>(52.3)</td><td></td></tr><tr><td>Depreciation</td><td>(14.5)</td><td>(15.3)</td><td></td></tr><tr><td>Other</td><td>(11.7)</td><td>(18.8)</td><td></td></tr><tr><td>Total deferred income tax liability</td><td>(494.3)</td><td>(493.0)</td><td></td></tr><tr><td>Net deferred income tax liability</td><td>$ (244.1)</td><td>$ (214.6)</td><td></td></tr></table>

Our deferred income tax assets and deferred income tax liabilities at December 31, 2013 and 2012, are included in the accompanying Consolidated Balance Sheets as follows:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">December 31,</td></tr><tr><td>2013</td><td>2012</td><td></td></tr><tr><td>Current deferred income tax assets, included in other current assets</td><td>$ 18.3</td><td>$ 17.4</td><td></td></tr><tr><td>Long-term deferred income tax assets, included in other assets</td><td>$ 1.3</td><td>$ 4.7</td><td></td></tr><tr><td>Long-term deferred income tax liabilities</td><td>(263.7)</td><td>(236.7)</td><td></td></tr><tr><td>Net deferred income tax liability</td><td>$ (244.1)</td><td>$ (214.6)</td><td></td></tr></table>

We record deferred income taxes on the temporary differences of our foreign subsidiaries and branches, except for the temporary differences related to undistributed earnings of subsidiaries which we consider indefinitely invested. As of December 31, 2013, we have indefinitely invested $85.7 million attributable to pre-2004 undistributed earnings of our Canadian and Chilean subsidiaries. If the pre-2004 earnings were not considered indefinitely invested, $4.7 million of deferred U.S. income taxes would have been provided. At December 31, 2013, we had U.S. federal and state net operating loss carryforwards of $86.7 million which will expire at various times between 2014 and 2029. We also had foreign net operating loss carryforwards totaling $368.4 million of which $34.8 million will expire between 2014 and 2023 and the remaining $333.6 million will carryforward indefinitely. Foreign capital loss carryforwards of $20.3 million may be carried forward indefinitely, and state capital loss carryforwards of $1.7 million which will expire in 2018. The deferred tax asset related to the net operating loss and capital loss carryforwards is $132.4 million of which $120.1 million has been fully reserved in the deferred tax valuation allowance. Additionally, we had foreign tax credit carryforwards of $51.7 million, of which $4.9 million will expire in 2022 and $46.8 million will be available to be utilized upon repatriation of foreign earnings.

Cash paid for income taxes, net of amounts refunded, was $174.8 million, $181.7 million and $127.5 million during the twelve months ended December 31, 2013, 2012 and 2011, respectively.

We recognize interest and penalties accrued related to unrecognized tax benefits in the provision for income taxes on our Consolidated Statements of Income.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

<table><tr><td>(In millions)</td><td>2013</td><td>2012</td></tr><tr><td>Beginning balance (January 1)</td><td>$19.5</td><td>$19.9</td></tr><tr><td>Increases related to prior year tax positions</td><td>3.0</td><td>1.9</td></tr><tr><td>Decreases related to prior year tax positions</td><td>(0.1)</td><td>(0.5)</td></tr><tr><td>Increases related to current year tax positions</td><td>4.1</td><td>2.6</td></tr><tr><td>Decreases related to settlements</td><td>(0.5)</td><td>(1.0)</td></tr><tr><td>Expiration of the statute of limitations for the assessment of taxes</td><td>(6.4)</td><td>(3.3)</td></tr><tr><td>Currency translation adjustment</td><td>(0.5)</td><td>(0.1)</td></tr><tr><td>Ending balance (December 31)</td><td>$19.1</td><td>$19.5</td></tr></table>

We recorded liabilities of $22.6 million and $24.2 million for unrecognized tax benefits as of December 31, 2013 and 2012, respectively, which included interest and penalties of $3.5 million and $4.7 million, respectively. As of December 31, 2013 and 2012, the total amount of unrecognized benefits that, if recognized, would have affected the effective tax rate was $19.4 million and $20.6 million, respectively, which included interest and penalties of $2.9 million and $4.1 million, respectively. The accruals for potential interest and penalties during 2013 and 2012 were not material.

Equifax and its subsidiaries are subject to U.S. federal, state and international income taxes. We are generally no longer subject to federal, state or international income tax examinations by tax authorities for years before 2008. Due to the potential for resolution of state and foreign examinations, and the expiration of various statutes of limitations, it is reasonably possible that Equifax's gross unrecognized tax benefit balance may change within the next twelve months by a range of zero to $6.0 million.

In September 2013, the IRS released final tangible property regulations under Sections 162(a) and 263(a) of the Internal Revenue Code regarding the deduction and capitalization of expenditures related to tangible property as well as disposition of tangible property. These regulations will be effective for our tax year beginning January 1, 2014. We have assessed the impact of these regulations and determined they do not have a material impact on our consolidated financial position, results of operations, or cash flows.

## 9. STOCK-BASED COMPENSATION

We have one active share-based award plan, the amended and restated 2008 Omnibus Incentive Plan. This plan was originally approved by our shareholders in 2008 and was amended and restated with shareholder approval in May 2013 to, among other things, increase the reserve for awards under the plan by 11 million shares. The plan provides our directors, officers and certain key employees with stock options and nonvested stock. The plan is described below. We expect to issue common shares held as either treasury stock or new issue shares upon the exercise of stock options or once nonvested shares vest. Total stock-based compensation expense in our Consolidated Statements of Income during the twelve months ended December 31, 2013, 2012 and 2011, was as follows:

<table><tr><td rowspan="2"></td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Cost of services</td><td>$ 4.2</td><td>$ 3.9</td><td>$ 3.6</td></tr><tr><td>Selling, general and administrative expenses</td><td>28.0</td><td>24.1</td><td>20.8</td></tr><tr><td>Stock-based compensation expense, before income taxes</td><td>$32.2</td><td>$28.0</td><td>$24.4</td></tr></table>

The total income tax benefit recognized for stock-based compensation expense was $11.6 million, $9.8 million and $8.7 million for the twelve months ended December 31, 2013, 2012 and 2011, respectively.

Benefits of tax deductions in excess of recognized compensation cost are reported as a financing cash flow, rather than as an operating cash flow. This requirement reduced operating cash flows and increased financing cash flows by $14.6 million, $1.7 million and $1.2 million during the twelve months ended December 31, 2013, 2012 and 2011, respectively.



Stock Options. The 2008 Omnibus Incentive Plan provides that qualified and nonqualified stock options may be granted to officers and other employees. In conjunction with our acquisition of TALX, we assumed options outstanding under the legacy TALX stock option plan, which was approved by TALX shareholders. In addition, stock options remain outstanding under three shareholder-approved plans and three non-shareholder-approved plans from which no new grants may be made. The 2008 Omnibus Incentive Plan requires that stock options be granted at exercise prices not less than market value on the date of grant. Generally, stock options are subject to graded vesting for periods of up to three years based on service, with 33% vesting for each year of completed service, and expire ten years from the grant date.

We use the binomial model to calculate the fair value of stock options granted on or after January 1, 2006. The binomial model incorporates assumptions regarding anticipated employee exercise behavior, expected stock price volatility, dividend yield and risk-free interest rate. Anticipated employee exercise behavior and expected post-vesting cancellations over the contractual term used in the binomial model were primarily based on historical exercise patterns. These historical exercise patterns indicated there was not significantly different exercise behavior between employee groups. For our expected stock price volatility assumption, we weighted historical volatility and implied volatility. We used daily observations for historical volatility, while our implied volatility assumption was based on actively traded options related to our common stock. The expected term is derived from the binomial model, based on assumptions incorporated into the binomial model as described above.

The fair value for stock options granted during the twelve months ended December 31, 2013, 2012 and 2011, was estimated at the date of grant, using the binomial model with the following weighted-average assumptions:

<table><tr><td rowspan="2"></td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Dividend yield</td><td>1.5%</td><td>1.8%</td><td>1.8%</td></tr><tr><td>Expected volatility</td><td>25.8%</td><td>31.9%</td><td>32.7%</td></tr><tr><td>Risk-free interest rate</td><td>1.3%</td><td>0.6%</td><td>1.2%</td></tr><tr><td>Expected term (in years)</td><td>4.9</td><td>4.9</td><td>4.8</td></tr><tr><td>Weighted-average fair value of stock options granted</td><td>11.95</td><td>10.67</td><td>7.85</td></tr></table>

The following table summarizes changes in outstanding stock options during the twelve months ended December 31, 2013, as well as stock options that are vested and expected to vest and stock options exercisable at December 31, 2013:

<table><tr><td rowspan="2"></td><td rowspan="2">Shares</td><td rowspan="2">Weighted-Average Exercise Price</td><td rowspan="2">Weighted-Average Remaining Contractual Term</td><td rowspan="2">Aggregate Intrinsic Value</td></tr><tr></tr><tr><td>(out thousands)</td><td>(in thousands)</td><td>(in years)</td><td>(in millions)</td><td></td></tr><tr><td>Outstanding at December 31, 2012</td><td>4,748</td><td>$34.64</td><td>6.3</td><td>$110.3</td></tr><tr><td>Granted (all at market price)</td><td>346</td><td>$60.15</td><td>6.3</td><td>$102.0</td></tr><tr><td>Exercised</td><td>(1,469)</td><td>$32.58</td><td></td><td></td></tr><tr><td>Forfeited and cancelled</td><td>(95)</td><td>$44.24</td><td></td><td></td></tr><tr><td>Outstanding at December 31, 2013</td><td>3,530</td><td>$37.85</td><td>6.3</td><td>$110.3</td></tr><tr><td>Vested and expected to vest at December 31, 2013</td><td>3,256</td><td>$37.76</td><td>6.3</td><td>$102.0</td></tr><tr><td>Exercisable at December 31, 2013</td><td>2,495</td><td>$34.45</td><td>5.4</td><td>$ 86.4</td></tr></table>

The aggregate intrinsic value amounts in the table above represent the difference between the closing price of Equifax's common stock on December 31, 2013 and the exercise price, multiplied by the number of in-the-money stock options as of the same date. This represents the value that would have been received by the stock option holders if they had all exercised their stock options on December 31, 2013. In future periods, this amount will change depending on fluctuations in Equifax's stock price. The total intrinsic value of stock options exercised during the twelve months ended December 31, 2013, 2012 and 2011, was $43.2 million, $38.3 million and $9.9 million, respectively. At December 31, 2013, our total unrecognized compensation cost related to stock options was $3.9 million with a weighted-average recognition period of 1.5 years. The following table summarizes changes in outstanding options and the related weighted-average exercise price per share for the twelve months ended December 31, 2012 and 2011:

<table><tr><td rowspan="2"></td><td colspan="3">December 31,</td></tr><tr><td>2012</td><td>2011</td><td></td></tr><tr><td></td><td>Weighted-Average Price</td><td>Shares</td><td>Weighted-Average Price</td></tr><tr><td></td><td>(Shares in thousands)</td><td></td><td>(Shares in thousands)</td></tr><tr><td>Outstanding at the beginning of the year</td><td>6,715</td><td>$31.82</td><td>6,526</td></tr><tr><td>Granted (all at market price)</td><td>501</td><td>$47.04</td><td>1,298</td></tr><tr><td>Exercised</td><td>(2,352)</td><td>$29.37</td><td>(947)</td></tr><tr><td>Forfeited and cancelled</td><td>(116)</td><td>$31.85</td><td>(162)</td></tr><tr><td>Outstanding at the end of the year</td><td>4,748</td><td>$34.64</td><td>6,715</td></tr><tr><td>Exercisable at end of year</td><td>3,061</td><td>$33.34</td><td>4,289</td></tr></table>

Nonvested Stock. Our 2008 Omnibus Incentive Plan also provides for awards of nonvested shares of our common stock that can be granted to executive officers, employees and directors. Nonvested stock awards are generally subject to cliff vesting over a period between one to three years based on service.

The fair value of nonvested stock is based on the fair market value of our common stock on the date of grant. However, since our non-vested stock does not accrue or pay dividends during the vesting period, the fair value on the date of grant is reduced by the present value of the expected dividends over the requisite service period (discounted using the appropriate risk-free interest rate).

In 2013 and 2012, pursuant to our 2008 Omnibus Incentive Plan, certain executive officers were granted nonvested shares in which the number of shares is dependent upon the Company's three-year relative total shareholder return as compared to the three-year cumulative average quarterly shareholder return of the Company in the S&P 500 stock index, as comprised on the grant date, subject to adjustment. The number of shares which could potentially be issued ranges from zero to 200% of the target award. The grants outstanding subject to market performance as of December 31, 2013 would result in 334,778 shares outstanding at 100% of target and 669,556 at 200% of target at the end of the vesting period. Compensation expense is recognized on a straight-line basis over the measurement period and is based upon the fair market value of the shares estimated to be earned at the date of grant. The fair value of the performance-based shares is estimated on the date of grant using a Monte-Carlo simulation.
The following table summarizes changes in our nonvested stock during the twelve months ended December 31, 2013, 2012 and 2011 and the related weighted-average grant date fair value:

<table><tr><td>(in thousands)</td><td>Shares</td><td>Weighted-Average Grant Date Fair Value</td></tr><tr><td>Nonvested at December 31, 2010</td><td>1,310</td><td>$31.54</td></tr><tr><td>Granted</td><td>513</td><td>$34.07</td></tr><tr><td>Vested</td><td>(340)</td><td>$34.34</td></tr><tr><td>Forfeited</td><td>(52)</td><td>$30.70</td></tr><tr><td>Nonvested at December 31, 2011</td><td>1,431</td><td>$31.79</td></tr><tr><td>Granted</td><td>685</td><td>$44.59</td></tr><tr><td>Vested</td><td>(440)</td><td>$29.02</td></tr><tr><td>Forfeited</td><td>(60)</td><td>$33.31</td></tr><tr><td>Nonvested at December 31, 2012</td><td>1,616</td><td>$37.95</td></tr><tr><td>Granted</td><td>621</td><td>$57.82</td></tr><tr><td>Vested</td><td>(479)</td><td>$33.05</td></tr><tr><td>Forfeited</td><td>(63)</td><td>$40.99</td></tr><tr><td>Nonvested at December 31, 2013</td><td>1,695</td><td>$46.50</td></tr></table>

The total fair value of nonvested stock that vested during the twelve months ended December 31, 2013, 2012 and 2011, was $29.1 million, $19.9 million and $12.1 million, respectively, based on the weighted-average fair value on the vesting date, and $15.8 million, $12.8 million and $11.7 million, respectively, based on the weighted-average fair value on the date of grant. At December 31, 2013, our total unrecognized compensation cost related to non-vested stock was $29.1 million with a weighted-average recognition period of 1.8 years.



## 10. SHAREHOLDER RIGHTS PLAN

Our Board of Directors has adopted a shareholder rights plan designed to protect our shareholders against abusive takeover attempts and tactics. The rights plan operates to dilute the interests of any person or group attempting to take control of the Company if the attempt is not deemed by our Board of Directors to be in the best interests of our shareholders. Under the rights agreement, as originally adopted in October 1995 and amended and restated in October 2005, holders of our common stock were granted one right to purchase common stock, or Right, for each outstanding share of common stock held of record on November 24, 1995. All newly issued shares of common stock since that date have been accompanied by a Right. The Rights will become exercisable and trade independently from our common stock if a person or group acquires or obtains the right to acquire 20% or more of Equifax's outstanding shares of common stock, or commences a tender or exchange offer that would result in that person or group acquiring 20% or more of the outstanding common stock, in each case without the consent of our Board. In the event the Rights become exercisable, each holder (other than the acquiring person or group) will be entitled to purchase that number of shares of securities or other property of Equifax having a market value equal to two times the exercise price of the Right. If Equifax were acquired in a merger or other business combination, each Right would entitle its holder to purchase the number of the acquiring company's common stock having a market value of two times the exercise price of the Right. In either case, our Board may choose to redeem the Rights for $0.01 per Right before they become exercisable. The Rights will expire on November 6, 2015, unless earlier redeemed, exchanged or amended by the Board.

## 11. BENEFIT PLANS

We have defined benefit pension plans and defined contribution plans. We also maintain certain healthcare and life insurance benefit plans for eligible retired employees. The measurement date for our defined benefit pension plans and other postretirement benefit plans is December 31 of each year.

Pension Benefits. Pension benefits are provided through U.S. and Canadian defined benefit pension plans and two supplemental executive defined benefit pension plans.

U.S. and Canadian Retirement Plans. We sponsor a qualified defined benefit retirement plan (the U.S. Retirement Income Plan, or USRIP) that covers approximately 20% of current U.S. salaried employees who were hired on or before June 30, 2007, the last date on which an individual could be hired and enter the plan before the USRIP was frozen to new participation at December 31, 2008. This plan also covers many retirees as well as certain terminated but vested individuals not yet in retirement status. We also sponsor a defined benefit plan that covers most salaried and hourly employees in Canada (the Canadian Retirement Income Plan, or CRIP), also frozen to new hires on October 1, 2011.

On October 1, 2012, we offered certain former U.S. employees the option to receive their USRIP pension benefits in either a lump sum payable by December 31, 2012, or a reduced monthly annuity that will commence December 1, 2012. The voluntary lump sum payment option was based on the present value of the participant's pension benefit, and was payable at the participant's election in cash or rollover into a qualified retirement plan or IRA. The offer was made to approximately 3,500 vested participants in the pension plan who had terminated employment prior to January 1, 2012 and had not yet started to receive monthly payment of their pension benefit. Participants were required to make an irrevocable election to receive the lump sum payment by November 26, 2012. Approximately 64% of the vested terminated participants elected to receive the lump sum payment which resulted in a payment of $62.6 million. The payment was made on December 21, 2012, from existing plan assets. Approximately 90 vested terminated participants elected the accelerated reduced monthly annuity which is being paid from the pension plan.

On November 7, 2012, an amendment to the USRIP was approved which froze future salary increases for non-grandfathered participants and provided a one-time 9% increase to the accrued benefit for these non-grandfathered participants who were employed on December 31, 2012. This amendment, along with the settlement described above, resulted in a $38.7 million pension charge recorded during the fourth quarter of 2012.

On September 14, 2011, the Compensation Committee of the Board of Directors approved a redesign of our retirement plans for our currently active Canadian employees, effective January 1, 2013, and for our new hires hired on or after October 1, 2011. The changes to our retirement plan froze the Canadian Retirement Income Plan, or CRIP, a registered defined benefit pension plan, for employees who did not meet retirement-eligibility status under the CRIP as of December 31, 2012 ("Non-Grandfathered" participants). Under the plan amendment, the service credit for Non-Grandfathered participants froze, but these participants will continue to receive credit for salary increases and vesting service. Additionally, Non-Grandfathered employees and certain other employees not eligible to participate in the CRIP (i.e., new hires on or after October 1, 2011) are eligible to participate in the enhanced definition contribution component of the CRIP.

During the twelve months ended December 31, 2013, we did not make any contributions to the USRIP and made contributions of $2.6 million to the CRIP. During the twelve months ended December 31, 2012, we did not make any contributions to the USRIP and made contributions of $3.7 million to the CRIP. At December 31, 2013, the USRIP met or exceeded ERISA's minimum funding requirements.
The annual report produced by our consulting actuaries specifies the funding requirements for our plans, based on projected benefits for plan participants, historical investment results on plan assets, current discount rates for liabilities, assumptions for future demographic developments and recent changes in statutory requirements. We may elect to make additional discretionary contributions to our plans in excess of minimum funding requirements, subject to statutory limitations.

Supplemental Retirement Plans. We maintain two supplemental executive retirement programs for certain key employees. The plans, which are unfunded, provide supplemental retirement payments, based on salary and years of service.
Other Benefits. We maintain certain healthcare and life insurance benefit plans for eligible retired employees. Substantially all of our U.S. employees may become eligible for the retiree healthcare benefits if they reach retirement age while working for us and satisfy certain years of service requirements. The retiree life insurance program covers employees who retired on or before December 31, 2003. We accrue the cost of providing healthcare benefits over the active service period of the employee.

Obligations and Funded Status. A reconciliation of the projected benefit obligations, plan assets and funded status of the plans is as follows:

<table><tr><td rowspan="2"></td><td colspan="2">Pension Benefits</td><td colspan="2">Other Benefits</td></tr><tr><td>2013</td><td>2012</td><td>2013</td><td>2012</td></tr><tr><td>(in millions)</td><td></td><td></td><td></td><td></td></tr><tr><td>Change in projected benefit obligation</td><td></td><td></td><td></td><td></td></tr><tr><td>Benefit obligation at January 1,</td><td>$716.8</td><td>$746.1</td><td>$27.3</td><td>$29.9</td></tr><tr><td>Service cost</td><td>5.4</td><td>6.5</td><td>0.5</td><td>0.5</td></tr><tr><td>Interest cost</td><td>28.9</td><td>33.4</td><td>1.1</td><td>1.2</td></tr><tr><td>Plan participants&#x27; contributions</td><td>—</td><td>—</td><td>1.1</td><td>1.1</td></tr><tr><td>Amendments</td><td>—</td><td>7.5</td><td>(8.6)</td><td>—</td></tr><tr><td>Actuarial loss (gain)</td><td>(68.6)</td><td>68.7</td><td>0.9</td><td>(1.7)</td></tr><tr><td>Foreign currency exchange rate changes</td><td>(4.2)</td><td>1.8</td><td>0.6</td><td>—</td></tr><tr><td>Curtailments</td><td>—</td><td>(29.2)</td><td>—</td><td>—</td></tr><tr><td>Settlements</td><td>—</td><td>(77.3)</td><td>—</td><td>—</td></tr><tr><td>Benefits paid</td><td>(41.5)</td><td>(40.7)</td><td>(3.3)</td><td>(3.7)</td></tr><tr><td>Projected benefit obligation at December 31,</td><td>636.8</td><td>716.8</td><td>19.6</td><td>27.3</td></tr><tr><td>Change in plan assets</td><td></td><td></td><td></td><td></td></tr><tr><td>Fair value of plan assets at January 1,</td><td>548.0</td><td>583.0</td><td>21.4</td><td>19.3</td></tr><tr><td>Actual return on plan assets</td><td>58.5</td><td>59.0</td><td>2.4</td><td>2.1</td></tr><tr><td>Employer contributions</td><td>6.7</td><td>7.6</td><td>2.2</td><td>2.6</td></tr><tr><td>Plan participants&#x27; contributions</td><td>—</td><td>—</td><td>1.1</td><td>1.1</td></tr><tr><td>Foreign currency exchange rate changes</td><td>(3.6)</td><td>1.7</td><td>—</td><td>—</td></tr><tr><td>Settlements</td><td>—</td><td>(62.6)</td><td>(2.2)</td><td>—</td></tr><tr><td>Benefits paid</td><td>(41.5)</td><td>(40.7)</td><td>(3.3)</td><td>(3.7)</td></tr><tr><td>Fair value of plan assets at December 31,</td><td>568.1</td><td>548.0</td><td>21.6</td><td>21.4</td></tr><tr><td>Funded status of plan</td><td></td><td></td><td></td><td></td></tr></table>

The accumulated benefit obligation for the USRIP, CRIP and Supplemental Retirement Plans was $623.1 million at December 31, 2013. The accumulated benefit obligation for the USRIP, CRIP and Supplemental Retirement Plans was $697.5 million at December 31, 2012.

At December 31, 2013, the USRIP and Supplemental Retirement Plans had projected benefit obligations and accumulated benefit obligations in excess of those plans' respective assets. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for these plans in the aggregate were $580.1 million, $575.5 million and $511.7 million, respectively, at December 31, 2013. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the CRIP were $56.7 million, $47.6 million and $56.4 million, respectively, at December 31, 2013.
At December 31, 2012, the USRIP and Supplemental Retirement Plans had projected benefit obligations and accumulated benefit obligations in excess of those plans' respective assets. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for these plans in the aggregate were $650.5 million, $642.2 million and $494.1 million, respectively, at December 31, 2012. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the CRIP were $66.3 million, $55.3 million and $53.9 million, respectively, at December 31, 2012.






The following table represents the net amounts recognized, or the funded status of our pension and other postretirement benefit plans, in our Consolidated Balance Sheets at December 31, 2013 and 2012:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Pension Benefits</td><td colspan="3">Other Benefits</td></tr><tr><td>2013</td><td>2012</td><td>2013</td><td>2012</td><td>2013</td><td>2012</td></tr><tr><td>Amounts recognized in the statements of financial position consist of:</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Noncurrent assets</td><td>$ —</td><td>$ —</td><td>$ 5.1</td><td>$ —</td><td></td><td></td></tr><tr><td>Current liabilities</td><td>(3.9)</td><td>(3.7)</td><td>(0.2)</td><td>—</td><td></td><td></td></tr><tr><td>Long-term liabilities</td><td>(64.8)</td><td>(165.1)</td><td>(2.9)</td><td>(5.9)</td><td></td><td></td></tr><tr><td>Net amount recognized</td><td>$(68.7)</td><td>$(168.8)</td><td>$ 2.0</td><td>$(5.9)</td><td></td><td></td></tr></table>

Included in accumulated other comprehensive loss at December 31, 2013 and 2012, were the following amounts that have not yet been recognized in net periodic pension cost:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Pension Benefits</td><td colspan="3">Other Benefits</td></tr><tr><td>2013</td><td>2012</td><td>2013</td><td>2012</td><td></td><td></td></tr><tr><td>Prior service cost, net of accumulated taxes of $3.1 and $3.5 in 2013 and 2012, respectively, for pension benefits and $(2.6) and $(0.3) in 2013 and 2012, respectively, for other benefits</td><td>$ 5.1</td><td>$ 6.0</td><td>$ (4.3)</td><td>$ (0.4)</td><td></td><td></td></tr><tr><td>Net actuarial loss, net of accumulated taxes of $112.0 and $151.5 in 2013 and 2012, respectively, for pension benefits and $2.8 and $4.6 in 2013 and 2012, respectively, for other benefits</td><td>196.7</td><td>262.9</td><td>4.7</td><td>7.9</td><td></td><td></td></tr><tr><td>Accumulated other comprehensive loss</td><td>$201.8</td><td>$268.9</td><td>$ 0.4</td><td>$ 7.5</td><td></td><td></td></tr></table>

The following shows amounts recognized in other comprehensive income (loss) during the twelve months ended December 31, 2013 and 2012:

Changes in plan assets and benefit obligations recognized in other comprehensive income:

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Pension Benefits</td><td colspan="3">Other Benefits</td></tr><tr><td>2013</td><td>2012</td><td>2013</td><td>2012</td><td></td><td></td></tr><tr><td>Amounts arising during the period:</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Net actuarial loss (gain), net of taxes of $(32.6) and $21.8 in 2013 and 2012, respectively, for pension benefits and $0.1 and $0.8 in 2013 and 2012, respectively, for other benefits</td><td>$(54.9)</td><td>$ 36.2</td><td>$ 0.1</td><td>$ (1.8)</td><td></td><td></td></tr><tr><td>Foreign currency exchange rate (gain) loss, net of taxes of $(0.2) and $0.0 in 2013 and 2012, respectively, for pension benefits</td><td>(0.3)</td><td>0.1</td><td>—</td><td>—</td><td></td><td></td></tr><tr><td>Prior service (credit) cost, net of taxes of $(0.3) and $2.8 in 2013 and 2012, respectively, for pension benefits and $(3.1) in 2013 for other benefits</td><td>(0.6)</td><td>4.7</td><td>(5.4)</td><td>—</td><td></td><td></td></tr><tr><td>Amounts recognized in net periodic benefit cost during the period:</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Recognized actuarial loss, net of taxes of $(6.4) and $ (5.9) in 2013 and 2012, respectively, for pension benefits and $(1.2) and $ (0.4) in 2013 and 2012, respectively, for other benefits</td><td>(10.6)</td><td>(10.1)</td><td>(2.0)</td><td>(0.7)</td><td></td><td></td></tr><tr><td>Amortization of prior service cost, net of taxes of $(0.5) and $ (0.3) in 2013 and 2012, respectively, for pension benefits and $0.2 and $0.1 in 2013 and 2012, respectively, for other benefits</td><td>(0.8)</td><td>(0.5)</td><td>0.3</td><td>0.1</td><td></td><td></td></tr><tr><td>Curtailments, net of taxes of $(10.6) in 2012 for pension benefits</td><td>—</td><td>(18.4)</td><td>—</td><td>—</td><td></td><td></td></tr><tr><td>Settlements, net of taxes of $(19.5) in 2012</td><td>—</td><td>(33.5)</td><td>—</td><td>—</td><td></td><td></td></tr><tr><td>Total recognized in other comprehensive income</td><td>$ (67.2)</td><td>$ (21.5)</td><td>$ (7.0)</td><td>$ (2.4)</td><td></td><td></td></tr></table>

## Components of Net Periodic Benefit Cost.

<table><tr><td rowspan="2">(In millions)</td><td colspan="3">Pension Benefits</td><td colspan="3">Other Benefits</td></tr><tr><td>2013</td><td>2012</td><td>2011</td><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Service cost</td><td>$ 5.4</td><td>$ 6.5</td><td>$ 6.4</td><td>$ 0.5</td><td>$ 0.5</td><td>$ 0.6</td></tr><tr><td>Interest cost</td><td>28.9</td><td>33.4</td><td>34.5</td><td>1.1</td><td>1.2</td><td>1.6</td></tr><tr><td>Expected return on plan assets</td><td>(39.0)</td><td>(46.6)</td><td>(46.6)</td><td>(1.6)</td><td>(1.6)</td><td>(1.7)</td></tr><tr><td>Amortization of prior service cost</td><td>1.3</td><td>0.8</td><td>0.8</td><td>(0.5)</td><td>(0.2)</td><td>(0.2)</td></tr><tr><td>Recognized actuarial loss</td><td>17.0</td><td>16.0</td><td>12.0</td><td>3.2</td><td>1.1</td><td>1.3</td></tr><tr><td>Net periodic benefit cost</td><td>13.6</td><td>10.1</td><td>7.1</td><td>2.7</td><td>1.0</td><td>1.6</td></tr><tr><td>Curtailments</td><td>—</td><td>(0.2)</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Settlements</td><td>—</td><td>38.9</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Total net periodic benefit cost</td><td>$ 13.6</td><td>$ 48.8</td><td>$ 7.1</td><td>$ 2.7</td><td>$ 1.0</td><td>$ 1.6</td></tr></table>

The following represents the amount of prior service cost and actuarial loss included in accumulated other comprehensive loss that is expected to be recognized in net periodic benefit cost during the twelve months ending December 31, 2014:

<table><tr><td>(In millions)</td><td>Pension Benefits</td><td>Other Benefits</td></tr><tr><td>Actuarial loss, net of taxes of $(4.8) for pension benefits and $0.2 for other benefits</td><td>$8.2</td><td>$0.4</td></tr><tr><td>Prior service cost, net of taxes of $(0.3) for pension benefits and $0.4 for other benefits</td><td>$0.5</td><td>$(0.8)</td></tr></table>

## Weighted-Average Assumptions.

<table><tr><td rowspan="2"></td><td colspan="3">Pension Benefits</td><td colspan="3">Other Benefits</td></tr><tr><td>2013</td><td>2012</td><td>2011</td><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Discount rate</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Rate of compensation increase</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Weighted-average assumptions used to determine benefit obligations at December 31,</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Discount rate</td><td>4.17%</td><td>4.60%</td><td>5.24%</td><td>4.03%</td><td>4.29%</td><td>4.90%</td></tr><tr><td>Expected return on plan assets</td><td>7.43%</td><td>7.67%</td><td>7.73%</td><td>7.50%</td><td>7.75%</td><td>7.75%</td></tr><tr><td>Rate of compensation increase</td><td>3.26%</td><td>4.41%</td><td>4.37%</td><td>4.23%</td><td>N/A</td><td>N/A</td></tr></table>

Weighted-average assumptions used to determine

Discount Rates. We determine our discount rates primarily based on high-quality, fixed-income investments and yield-to-maturity analyses specific to our estimated future benefit payments available as of the measurement date. Discount rates are reset annually on the measurement date to reflect current market conditions. We use a third-party yield curve to develop our discount rates. The yield curve provides discount rates related to a dedicated high-quality bond portfolio whose cash flows extend beyond the current period, from which we choose a rate matched to the expected benefit payments required for each plan.

Expected Return on Plan Assets. The expected rate of return on plan assets is based on both our historical returns and forecasted future investment returns by asset class, as provided by our external investment advisor. In 2013, our U.S. pension plan investment returns of 11.4% exceeded the expected return of 7.5% for the fourth time in the last five years. The expected return for the USRIP for 2014

Healthcare Costs. For the U.S. plan, an initial 7.0% annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2014 for pre-Medicare coverage. The rate was assumed to decrease gradually to an ultimate rate of 5.0% by 2020. An initial 7.0% annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2014 for post-Medicare coverage.
remains at 7.5%, which is consistent with the rate used in 2013. The CRIP earned 13.5% in 2013 also exceeding its expected return of 6.75% for the fourth time in five years. The CRIP has a lower expected return due to a higher asset allocation to fixed income securities.

The calculation of the net periodic benefit cost for the USRIP and CRIP utilizes a market-related value of assets. The market-related value of assets recognizes the difference between actual returns and expected returns over five years at a rate of 20% per year.

Healthcare Costs. For the U.S. plan, an initial 7.0% annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2014 for pre-Medicare coverage. The rate was assumed to decrease gradually to an ultimate rate of 5.0% by 2020. An initial 7.0% annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2014 for post-Medicare coverage.



The rate was assumed to decrease gradually to an ultimate rate of 5.0% by 2020. For the Canadian plan, an initial 7.5% annual rate of increase in the per capita cost of covered healthcare benefits was assumed for 2014. The rate was assumed to decrease gradually to an ultimate rate of 5.0% by 2019. Assumed healthcare cost trend rates have a significant effect on the amounts reported for the healthcare plan. A one-percentage point change in assumed healthcare cost trend rates at December 31, 2013 would have had the following effects:

<table><tr><td>(in millions)</td><td>1-Percentage Point Increase</td><td>1-Percentage Point Decrease</td></tr><tr><td>Effect on total service and interest cost components</td><td>$0.2</td><td>$(0.2)</td></tr><tr><td>Effect on accumulated post-retirement benefit obligation</td><td>$1.4</td><td>$(1.2)</td></tr></table>

We estimate that the future benefits payable for our retirement and postretirement plans are as follows at December 31, 2013:

<table><tr><td>Years ending December 31,</td><td>U.S. Defined Benefit Plans</td><td>Non-U.S. Defined Benefit Plans</td><td>Other Benefit Plans</td></tr><tr><td>(in millions)</td><td></td><td></td><td></td></tr><tr><td>2014</td><td>$ 40.4</td><td>$ 2.4</td><td>$1.8</td></tr><tr><td>2015</td><td>$ 40.9</td><td>$ 2.4</td><td>$1.8</td></tr><tr><td>2016</td><td>$ 41.1</td><td>$ 2.4</td><td>$1.7</td></tr><tr><td>2017</td><td>$ 40.8</td><td>$ 2.5</td><td>$1.7</td></tr><tr><td>2018</td><td>$ 40.6</td><td>$ 2.6</td><td>$1.6</td></tr><tr><td>Next five fiscal years to December 31, 2023</td><td>$201.4</td><td>$13.9</td><td>$7.4</td></tr></table>

Fair Value of Plan Assets. The fair value of the pension assets at December 31, 2013, is as follows:

<table><tr><td rowspan="2"></td><td colspan="4">Fair Value Measurements at Reporting Date Using:</td></tr><tr><td>Fair Value at December 31, 2013</td><td>Quoted Prices in Active Markets for Identical Assets (Level 1)</td><td>Significant Other Observable Inputs (Level 2)</td><td>Significant Unobservable Inputs (Level 3)</td></tr><tr><td>Description</td><td>(in millions)</td><td></td><td></td><td></td></tr><tr><td>Large-Cap Equity \( ^{(1)} \)</td><td>$121.1</td><td>$121.1</td><td>$ —</td><td>$ —</td></tr><tr><td>Small and Mid-Cap Equity \( ^{(1)} \)</td><td>28.4</td><td>28.4</td><td>—</td><td>—</td></tr><tr><td>International Equity \( ^{(1)(2)} \)</td><td>108.5</td><td>46.7</td><td>61.8</td><td>—</td></tr><tr><td>Fixed Income \( ^{(1)(3)} \)</td><td>151.1</td><td>11.4</td><td>139.7</td><td>—</td></tr><tr><td>Private Equity \( ^{(3)} \)</td><td>38.7</td><td>—</td><td>—</td><td>38.7</td></tr><tr><td>Hedge Funds \( ^{(4)} \)</td><td>82.9</td><td>—</td><td>—</td><td>82.9</td></tr><tr><td>Real Assets \( ^{(1)(5)} \)</td><td>31.8</td><td>19.6</td><td>—</td><td>12.2</td></tr><tr><td>Cash \( ^{(1)} \)</td><td>5.6</td><td>5.6</td><td>—</td><td>—</td></tr><tr><td>Total</td><td>$568.1</td><td>$232.8</td><td>$201.5</td><td>$133.8</td></tr></table>

(1) Fair value is based on observable market prices for the assets.
(2) For the portion of this asset class categorized as Level 2, fair value is determined using dealer and broker quotations, certain pricing models, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data.

(3) Private equity investments are initially valued at cost. Fund managers periodically review the valuations utilizing subsequent company-specific transactions or deterioration in the company's financial performance to determine if fair value adjustments are necessary. Private equity investments are typically viewed as long term, less liquid investments with terms as typically viewed as long term, less liquid investments with return of capital coming via cash distributions from the sale of underlying fund assets. The Plan intends to hold these investments through each fund's normal life cycle and wind down period. As of December 31, 2013, we had $31.9 million of remaining commitments related to these private equity investments.

(4) Fair value is reported by the fund manager based on observable market prices for actively traded assets within the funds, as well as financial models, comparable financial transactions or other factors relevant to the specific asset for assessment with no observable market. These investments are redeemable quarterly with a range of 30 – 90 days notice.

(5) For the portion of this asset class categorized as Level 3, fair value is reported by the fund manager based on a combination of the following valuation approaches: current replacement cost set for determination and obsolescence, a discount and cash flow model of income streams, and comparable market sales. As of December 31, 2013, we had $7.4 million of remaining commitments related to the real asset investments.

The following table shows a reconciliation of the beginning and endings balances for assets valued using significant unobservable inputs:

<table><tr><td>(in millions)</td><td>Private Equity Funds</td><td>Hedge Funds</td><td>Real Assets</td></tr><tr><td>Balance at December 31, 2012</td><td>$36.0</td><td>$ 89.1</td><td>$ 11.1</td></tr><tr><td>Return on plan assets:</td><td></td><td></td><td></td></tr><tr><td>Unrealized</td><td>—</td><td>8.2</td><td>—</td></tr><tr><td>Realized</td><td>2.1</td><td>2.6</td><td>1.2</td></tr><tr><td>Purchases</td><td>7.1</td><td>—</td><td>0.4</td></tr><tr><td>Sales</td><td>(6.5)</td><td>(17.0)</td><td>(0.5)</td></tr><tr><td>Balance at December 31, 2013</td><td>$38.7</td><td>$ 82.9</td><td>$ 12.2</td></tr></table>

The fair value of the postretirement assets at December 31, 2013, is as follows:

<table><tr><td>(in millions)</td><td>Fair Value Measurements at Reporting Date Using:</td></tr><tr><td>Description</td><td>Quoted Prices in Active Markets for Identical Assets (Level 1)</td></tr><tr><td>Large-Cap Equity \( ^{(1)} \)</td><td>$ 5.1</td></tr><tr><td>Small and Mid-Cap Equity \) ^{(1)}</td><td>1.2</td></tr><tr><td>International Equity \( ^{(1)(2)} \)</td><td>3.5</td></tr><tr><td>Fixed Income \( ^{(1)(3)} \)</td><td>5.2</td></tr><tr><td>Private Equity \( ^{(3)} \)</td><td>1.6</td></tr><tr><td>Hedge Funds \( ^{(4)} \)</td><td>3.5</td></tr><tr><td>Real Assets \( ^{(1)(5)} \)</td><td>1.3</td></tr><tr><td>Cash \( ^{(1)} \)</td><td>0.2</td></tr><tr><td>Total</td><td>$21.6</td></tr></table>

(1) Fair value is based on observable market prices for the assets.
(2) For the portion of this asset class categorized as Level 2, fair value is determined using dealer and broker quotations, certain pricing models, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data.

(3) Private equity investments are initially valued at cost. Fund managers periodically review the valuations utilizing subsequent company-specific transactions or deterioration in the company's financial performance to determine if fair value adjustments are necessary. Private equity investments are typically viewed as long term, less liquid investments with return of capital coming via cash distributions from the sale of underlying fund assets. The Plan intends to hold these investments through each fund's normal life cycle and wind down period.

(4) Fair value is reported by the fund manager based on observable market prices for actively traded assets within the funds, as well as financial models, comparable financial transactions or other factors relevant to the specific asset for assessment with no observable market. These investments are redeemable quarterly with a range of 30 – 90 days notice.

(5) For the portion of this asset class categorized as Level 3, fair value is reported by the fund manager based on a combination of the following valuation approaches: current replacement cost, less deterioration and obsolescence, a discount cash flow model of income streams and comparable market sales.

Gross realized and unrealized gains and losses, purchases and sales for Level 3 postretirement assets were not material for the twelve months ended December 31, 2013.

USRIP, or the Plan, Investment and Asset Allocation Strategies. The primary goal of the asset allocation strategy of the Plan is to produce a total investment return which will satisfy future annual cash benefit payments to participants and minimize future contributions from the Company. Additionally, this strategy will diversify the plan assets to minimize nonsystemic risk and provide reasonable assurance that no single security or class of security will have a disproportionate impact on the Plan. Investment managers are required to abide by the provisions of ERISA. Standards of performance for each manager include an expected return versus an assigned benchmark, a measure of volatility, and a time period of evaluation.

The asset allocation strategy is determined by our external advisor forecasting investment returns by asset class and providing allocation guidelines to maximize returns while minimizing the volatility and correlation of those returns. Investment recommendations are made by our external advisor, working in conjunction with our in-house Investment Officer. The asset allocation and ranges are approved by in-house investment fiduciaries and Plan Administrators, who are named Fiduciaries under ERISA.

The Plan, in an effort to meet asset allocation objectives, utilizes a variety of asset classes which has historically produced returns which are relatively uncorrelated to those of the S&P 500 in most environments. Asset classes included in this category of alternative assets include hedge funds, private equity (including secondary private equity) and real assets (real estate, funds of hard asset securities and private equity funds focused on real assets). The primary benefits of using these types of asset classes are: (1) their non-correlated returns reduce the overall volatility of the Plan's portfolio of assets, and (2) their ability to produce superior risk-adjusted returns. This has allowed the Plan's average annual investment return to exceed the S&P 500 index return over the last ten years. Additionally, the Plan allows certain of their managers, subject to specific risk constraints, to utilize derivative instruments, in order to enhance asset return, reduce volatility or both. Derivatives are primarily employed by the Plans in their fixed income portfolios and in the hedge fund-of-funds area. Derivatives can be used for hedging purposes to reduce risk.

The Plan is prohibited from investing additional amounts in Equifax stock once the market value of stock held by each plan exceeds 10% of the total market value of each plan. In 2011, all shares of Equifax common stock directly owned by the USRIP were sold and none were directly owned by the Plan at December 31, 2013 or at December 31, 2012. Not more than 5% of the portfolio (at cost) shall be invested in the securities of any one issuer, with the exceptions of Equifax common stock or other securities, and U.S. Treasury and government agency securities.

The following asset allocation ranges and actual allocations were in effect as of December 31, 2013 and 2012:

<table><tr><td rowspan="2">USRIP</td><td colspan="3">Actual</td></tr><tr><td>Range</td><td>2013</td><td>2012</td></tr><tr><td>Large-Cap Equity</td><td>10% - 35%</td><td>23.7%</td><td>19.1%</td></tr><tr><td>Small- and Mid-Cap Equity</td><td>0% - 15%</td><td>5.5%</td><td>4.0%</td></tr><tr><td>International Equity</td><td>10% - 30%</td><td>15.7%</td><td>16.7%</td></tr><tr><td>Private Equity</td><td>2% - 10%</td><td>7.6%</td><td>7.3%</td></tr><tr><td>Hedge Funds</td><td>10% - 30%</td><td>16.2%</td><td>18.0%</td></tr><tr><td>Real Assets</td><td>2% - 10%</td><td>6.2%</td><td>5.9%</td></tr><tr><td>Fixed Income</td><td>15% - 40%</td><td>24.1%</td><td>27.5%</td></tr><tr><td>Cash</td><td>0% - 15%</td><td>1.0%</td><td>1.5%</td></tr></table>

CRIP Investment and Asset Allocation Strategies. The primary goal of the asset allocation strategy of the Plan is to produce a total investment return which will satisfy future annual cash benefit payments to participants and minimize future contributions from the Company. Additionally, this strategy will diversify the plan assets to minimize nonsystemic risk and provide reasonable assurance that no single security or class of security will have a disproportionate impact on the Plan. Due to the high funded status of the Plan, the Pension Committee of the CRIP has adopted a conservative asset allocation of 50/50 in equities and fixed income. The Pension Committee maintains an investment policy for the CRIP, which imposes certain limitations and restrictions regarding allowable types of investments. The current investment policy imposes those restrictions on investments or transactions such as (1) Equifax common stock or securities, except as might be incidental to any pooled funds which the plan may have, (2) commodities or loans, (3) short sales and the use of margin accounts, (4) put and call options, (5) private placements, and (6) transactions which are “related-party” in nature as specified by the Canadian Pension Benefits Standards Act and its regulations.



The following specifies the asset allocation ranges and actual allocation as of December 31, 2013 and 2012:

<table><tr><td></td><td></td><td></td><td>Actual</td></tr><tr><td>CRIP</td><td>Range</td><td>2013</td><td>2012</td></tr><tr><td>Canadian Equities</td><td>25% - 50%</td><td>35.0%</td><td>35.6%</td></tr><tr><td>U.S. Equities</td><td>0% - 19%</td><td>0.0%</td><td>0.0%</td></tr><tr><td>International Equities</td><td>0% - 19%</td><td>15.0%</td><td>14.1%</td></tr><tr><td>Fixed Income</td><td>30% - 70%</td><td>49.0%</td><td>49.9%</td></tr><tr><td>Money Market</td><td>0% - 10%</td><td>1.0%</td><td>0.4%</td></tr></table>

Equifax Retirement Savings Plans. Equifax sponsors a tax qualified defined contribution plan, the Equifax Inc. 401(k) Plan, or the Plan. We provide a discretionary match of participants' contributions, up to four or six percent of employee eligible pay depending on certain eligibility rules under the Plan. We also provide a discretionary direct contribution to certain eligible employees, the percentage of which is based upon an employee's credited years of service. Company contributions for the Plan during the twelve months ended December 31, 2013, 2012 and 2011 were $21.3 million, $17.8 million and $15.6 million, respectively.

Foreign Retirement Plans. We also maintain defined contribution plans for certain employees in the U.K., Ireland and Canada. For the years ended December 31, 2013, 2012 and 2011, our expenses related to these plans were not material.

Deferred Compensation Plans. We maintain deferred compensation plans that allow for certain management employees and the Board of Directors to defer the receipt of compensation (such as salary, incentive compensation, commissions or vested restricted stock units) until a later date based on the terms of the plans. The benefits under our deferred compensation plans are guaranteed by the assets of a grantor trust which, through our funding, make investments in certain mutual funds. The purpose of this trust is to ensure the distribution of benefits accrued by participants of the deferred compensation plans in case of a change in control, as defined in the trust agreement.

Annual Incentive Plan. We have a shareholder-approved Key Management Incentive Plan (Annual Incentive Plan), which is a component of our amended and restated 2008 Omnibus Incentive Plan, for certain key officers that provides for annual or long-term cash awards at the end of various measurement periods, based on the earnings per share, revenue and/or various other criteria over the measurement period. Our total accrued incentive compensation for all incentive plans included in accrued salaries and bonuses on our Consolidated Balance Sheets was $51.8 million and $70.0 million at December 31, 2013 and 2012, respectively.

Employee Benefit Trusts. We maintain employee benefit trusts for the purpose of satisfying obligations under certain benefit plans. These trusts held 0.6 million shares of Equifax stock with a value, at cost, of $5.9 million at December 31, 2013 and 2012, as well as cash, which was not material for both periods presented. The employee benefits trusts are as follows:

- The Executive Life and Supplemental Retirement Benefit Plan Grantor Trust is used to ensure that the insurance premiums due under the Executive Life and Supplemental Retirement Benefit Plan are paid in case we fail to make scheduled payments following a change in control, as defined in this trust agreement.

- The Supplemental Retirement Plan Grantor Trust’s assets are dedicated to ensure the payment of benefits accrued under our Supplemental Retirement Plan in case of a change in control, as defined in this trust agreement.

The assets in these plans which are recorded on our Consolidated Balance Sheets are subject to creditor's claims in case of insolvency of Equifax Inc.

## 12. ACCUMULATED OTHER COMPREHENSIVE INCOME

Changes in accumulated other comprehensive income by component, after tax, for the twelve months ended December 31, 2013, are as follows:

<table><tr><td>(in millions)</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td></td><td>Pension and other post-retirement benefit plans</td><td>Cash flow hedging transactions</td><td>Total</td><td></td><td></td></tr><tr><td>Balance, December 31, 2012</td><td>$ (83.6)</td><td>$ (276.4)</td><td>$ (2.0)</td><td>$ (362.0)</td><td></td></tr><tr><td>Other comprehensive income before reclassifications</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Amounts reclassified from accumulated other comprehensive income</td><td>(24.9)</td><td>61.1</td><td>0.1</td><td>36.3</td><td></td></tr><tr><td>Net current-period other comprehensive income</td><td>—</td><td>13.1</td><td>—</td><td>13.1</td><td></td></tr><tr><td>Balance, December 31, 2013</td><td>$ (24.9)</td><td>74.2</td><td>0.1</td><td>49.4</td><td></td></tr><tr><td></td><td>$ (108.5)</td><td>$ (202.2)</td><td>$ (1.9)</td><td>$ (312.6)</td><td></td></tr></table>

Reclassifications out of accumulated other comprehensive income for the twelve months ended December 31, 2013, are as follows:

<table><tr><td>Details about accumulated other comprehensive income components</td><td>Amount reclassified from accumulated other comprehensive income(1)</td><td>Affected line item in the statement where net income is presented</td></tr><tr><td>Amortization of pension and other postretirement plan items:</td><td></td><td>(in millions)</td></tr><tr><td>Prior service cost</td><td>$ (0.8)(2)</td><td></td></tr><tr><td>Recognized actuarial loss</td><td>(20.2)(3)</td><td></td></tr><tr><td></td><td>(21.0)</td><td>Total before tax</td></tr><tr><td></td><td>7.9</td><td>Tax benefit</td></tr><tr><td></td><td>$ (13.1)</td><td>Net of tax</td></tr></table>

(1) Amounts in parentheses indicate expense recognized in the Consolidated Statements of Income.

(2) These accumulated other comprehensive income components are included in the computation of net periodic pension cost (See Note 11 Benefit Plans for additional details).

Changes in accumulated other comprehensive income related to noncontrolling interests were not material as of December 31, 2013.

## 13. RESTRUCTURING CHARGES

In the fourth quarter of 2013, we recorded a restructuring charge to realign internal resources of $9.3 million ($5.9 million, net of tax) in selling, general and administrative expenses on our Consolidated Statements of Income primarily related to headcount reductions of approximately 160 positions. This charge resulted from our continuing efforts to align our business to better support our strategic objectives. Generally, severance benefits for our U.S. employees are paid through monthly payroll according to the number of weeks of severance benefit provided to the employee, while our international employees receive a lump sum severance payment for their benefit. Payments related to this charge were not material during the twelve months ended December 31, 2013 and all payments are expected to be substantially completed by the end of 2014. Restructuring charges are recorded in general corporate expense.

## 14. SEGMENT INFORMATION

Reportable Segments. We manage our business and report our financial results through the following five reportable segments, which are the same as our operating segments:

• U.S. Consumer Information Solutions

• International

• Workforce Solutions

• North America Personal Solutions

• North America Commercial Solutions

The accounting policies of the reportable segments are the same as those described in our summary of significant accounting policies (see Note 1). We evaluate the performance of these reportable segments based on their operating revenues, operating income and operating margins, excluding any unusual or infrequent items, if any. Inter-segment sales and transfers are not material for all periods presented. The measurement criteria for segment profit or loss and segment assets are substantially the same for each reportable segment. All transactions between segments are accounted for at cost, and no timing differences occur between segments.
A summary of segment products and services is as follows:

U.S. Consumer Information Solutions. This segment includes consumer information services (such as credit information and credit scoring, credit modeling services, locate services, fraud detection and prevention services, identity verification services and other consulting services); mortgage loan origination information, appraisal, title and closing services; consumer financial marketing services; and identity management.

International. This segment includes information services products, which includes consumer and commercial services (such as credit and financial information, credit scoring and credit modeling services), credit and other marketing products and services, and products and services sold directly to consumers.

Workforce Solutions. This segment includes employment, income and social security number verification services (known as Verification Services) and employment tax and talent management services (known as Employer Services).

North America Personal Solutions. This segment includes credit information, credit monitoring and identity theft protection products sold directly to consumers via the Internet and in various hard-copy formats.

North America Commercial Solutions. This segment includes commercial products and services such as business credit and demographic information, credit scores and portfolio analytics (decisioning tools), which are derived from our databases of business credit, financial and demographic information.

Segment information for the twelve months ended December 31, 2013, 2012 and 2011 and as of December 31, 2013 and 2012 is as follows:

<table><tr><td rowspan="2">(in millions)</td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Operating revenue:</td><td></td><td></td><td></td></tr><tr><td>U.S. Consumer Information Solutions</td><td>$1,013.4</td><td>$ 869.3</td><td>$ 765.0</td></tr><tr><td>International</td><td>513.5</td><td>486.2</td><td>492.9</td></tr><tr><td>Workforce Solutions</td><td>474.1</td><td>442.1</td><td>382.1</td></tr><tr><td>North America Personal Solutions</td><td>207.4</td><td>185.5</td><td>163.9</td></tr><tr><td>North America Commercial Solutions</td><td>95.5</td><td>89.9</td><td>89.3</td></tr><tr><td>Total operating revenue</td><td>$2,303.9</td><td>$2,073.0</td><td>$1,893.2</td></tr></table>



<table><tr><td rowspan="2">(in millions)</td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Operating income:</td><td></td><td></td><td></td></tr><tr><td>U.S. Consumer Information Solutions</td><td>$ 397.8</td><td>$ 345.2</td><td>$ 298.9</td></tr><tr><td>International</td><td>148.1</td><td>143.8</td><td>132.2</td></tr><tr><td>Workforce Solutions</td><td>142.6</td><td>106.6</td><td>89.5</td></tr><tr><td>North America Personal Solutions</td><td>58.6</td><td>50.4</td><td>41.3</td></tr><tr><td>North America Commercial Solutions</td><td>21.4</td><td>19.8</td><td>23.6</td></tr><tr><td>General Corporate Expense</td><td>(157.3)</td><td>(185.8)</td><td>(116.9)</td></tr><tr><td>Total operating income</td><td>$ 611.2</td><td>$ 480.0</td><td>$ 468.6</td></tr></table>

<table><tr><td rowspan="2">(in millions)</td><td colspan="3">December 31,</td></tr><tr><td>2013</td><td>2012</td><td></td></tr><tr><td>Total assets:</td><td></td><td></td><td></td></tr><tr><td>U.S. Consumer Information Solutions</td><td>$1,926.4</td><td>$2,010.5</td><td></td></tr><tr><td>International</td><td>728.1</td><td>701.7</td><td></td></tr><tr><td>Workforce Solutions</td><td>1,295.5</td><td>1,371.9</td><td></td></tr><tr><td>North America Personal Solutions</td><td>42.9</td><td>23.7</td><td></td></tr><tr><td>North America Commercial Solutions</td><td>62.9</td><td>64.2</td><td></td></tr><tr><td>General Corporate</td><td>484.1</td><td>348.1</td><td></td></tr><tr><td>Total assets</td><td>$4,539.9</td><td>$4,520.1</td><td></td></tr></table>

Financial information by geographic area is as follows:

<table><tr><td rowspan="2">(in millions)</td><td colspan="3">Twelve Months Ended December 31,</td></tr><tr><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>Operating revenue (based on location of customer):</td><td></td><td></td><td></td></tr><tr><td>U.S.</td><td>$1,766.0</td><td>77%</td><td>$1,561.9</td></tr><tr><td>Canada</td><td>155.6</td><td>7%</td><td>153.9</td></tr><tr><td>U.K.</td><td>144.7</td><td>6%</td><td>133.5</td></tr><tr><td>Other</td><td>237.6</td><td>10%</td><td>223.7</td></tr><tr><td>Total operating revenue</td><td>$2,303.9</td><td>100%</td><td>$2,073.0</td></tr></table>

<table><tr><td rowspan="2">(in millions)</td><td colspan="3">December 31,</td></tr><tr><td>2013</td><td>2012</td><td></td></tr><tr><td>Long-lived assets:</td><td></td><td></td><td></td></tr><tr><td>U.S.</td><td>$3,332.8</td><td>86%</td><td>$3,453.6</td></tr><tr><td>U.K.</td><td>122.3</td><td>3%</td><td>122.3</td></tr><tr><td>Canada</td><td>54.7</td><td>1%</td><td>63.9</td></tr><tr><td>Other</td><td>381.7</td><td>10%</td><td>341.6</td></tr><tr><td>Total long-lived assets</td><td>$3,891.5</td><td>100%</td><td>$3,981.4</td></tr></table>

## 15. QUARTERLY FINANCIAL DATA (UNAUDITED)

Quarterly financial data for 2013 and 2012 was as follows:

<table><tr><td rowspan="2">(In millions, except per share data)</td><td colspan="4">Three Months Ended</td></tr><tr><td>March 31,</td><td>June 30,</td><td>September 30,</td><td>December 31,</td></tr><tr><td>Operating revenue</td><td>$566.5</td><td>$586.9</td><td>$572.0</td><td>$578.5</td></tr><tr><td>Operating income</td><td>$149.0</td><td>$158.1</td><td>$150.0</td><td>$154.1</td></tr><tr><td>Consolidated income from continuing operations</td><td>$ 84.2</td><td>$ 92.3</td><td>$ 86.1</td><td>$ 78.9</td></tr><tr><td>Discontinued operations, net of tax</td><td>$ 19.0</td><td>$ —</td><td>$ (0.6)</td><td>$ —</td></tr><tr><td>Consolidated net income</td><td>$103.2</td><td>$ 92.3</td><td>$ 85.5</td><td>$ 78.9</td></tr><tr><td>Net income attributable to Equifax</td><td>$101.1</td><td>$ 90.5</td><td>$ 83.5</td><td>$ 76.7</td></tr><tr><td>Basic earnings per common share*</td><td></td><td></td><td></td><td></td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$ 0.68</td><td>$ 0.75</td><td>$ 0.69</td><td>$ 0.63</td></tr><tr><td>Discontinued operations attributable to Equifax</td><td>$ 0.16</td><td>$ —</td><td>$ —</td><td>$ —</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 0.84</td><td>$ 0.75</td><td>$ 0.69</td><td>$ 0.63</td></tr><tr><td>Diluted earnings per common share*</td><td></td><td></td><td></td><td></td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$ 0.67</td><td>$ 0.73</td><td>$ 0.67</td><td>$ 0.62</td></tr><tr><td>Discontinued operations attributable to Equifax</td><td>$ 0.15</td><td>$ —</td><td>$ —</td><td>$ —</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 0.82</td><td>$ 0.73</td><td>$ 0.67</td><td>$ 0.62</td></tr><tr><td>Three Months Ended</td><td></td><td></td><td></td><td></td></tr><tr><td>March 31,</td><td>June 30,</td><td>September 30,</td><td>December 31,</td><td></td></tr><tr><td>Operating revenue</td><td>$505.9</td><td>$513.3</td><td>$520.0</td><td>$533.8</td></tr><tr><td>Operating income</td><td>$128.3</td><td>$129.0</td><td>$130.5</td><td>$ 92.2</td></tr><tr><td>Consolidated income from continuing operations</td><td>$ 73.3</td><td>$ 76.5</td><td>$ 79.1</td><td>$ 46.4</td></tr><tr><td>Discontinued operations, net of tax</td><td>$ 0.4</td><td>$ 2.3</td><td>$ 1.0</td><td>$ 1.8</td></tr><tr><td>Consolidated net income</td><td>$ 73.7</td><td>$ 78.8</td><td>$ 80.1</td><td>$ 48.2</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 71.5</td><td>$ 76.4</td><td>$ 77.9</td><td>$ 46.3</td></tr><tr><td>Basic earnings per common share*</td><td></td><td></td><td></td><td></td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$ 0.59</td><td>$ 0.61</td><td>$ 0.64</td><td>$ 0.37</td></tr><tr><td>Discontinued operations attributable to Equifax</td><td>$ 0.01</td><td>$ 0.02</td><td>$ 0.01</td><td>$ 0.02</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 0.60</td><td>$ 0.63</td><td>$ 0.65</td><td>$ 0.39</td></tr><tr><td>Diluted earnings per common share*</td><td></td><td></td><td></td><td></td></tr><tr><td>Net income from continuing operations attributable to Equifax</td><td>$ 0.58</td><td>$ 0.60</td><td>$ 0.63</td><td>$ 0.36</td></tr><tr><td>Discontinued operations attributable to Equifax</td><td>$ —</td><td>$ 0.02</td><td>$ 0.01</td><td>$ 0.02</td></tr><tr><td>Net income attributable to Equifax</td><td>$ 0.58</td><td>$ 0.62</td><td>$ 0.64</td><td>$ 0.38</td></tr></table>

* The sum of the quarterly EPS does not equal the annual EPS due to changes in the weighted-average shares between periods.



The comparability of our quarterly financial results during 2013 and 2012 was impacted by certain events, as follows:

- During Q1 2013, we divested of two non-strategic business lines, Equifax Settlement Services and Talent Management Services for a total of $47.5 million. For additional information, see Note 3 of the Notes to Consolidated Financial Statements.

- During 2013 and 2012, we made several acquisitions, including the CSC Credit Services Acquisitions on December 28, 2012 which did not have a material impact on the results of the fourth quarter of 2012. For additional information about our acquisitions, see Note 4 of the Notes to Consolidated Financial Statements.
- During the fourth quarter of 2012, we offered certain former U.S. employees a voluntary lump sum payment option of their pension benefits or a reduced monthly annuity. Approximately 64% of the vested terminated participants elected to receive the lump sum payment which resulted in a payment of $62.6 million. An amendment to the USRIP was also approved which froze future salary increases for non-grandfathered participants and offered a one-time 9% increase to the service benefit. The settlement and amendment resulted in a $38.7 million pension charge. For additional information, see Note 11 of the Notes to Consolidated Financial Statements.

## 16. SUBSEQUENT EVENT

On January 15, 2014, we acquired 100% of the stock of TDX Group, a debt placement service and debt management platform company in the United Kingdom, for approximately $327 million. This acquisition will expand our capabilities within the collections market as well as other markets. TDX will become part of our International segment.

## 2013

<table><tr><td rowspan="2">Column A</td><td rowspan="2">Column B</td><td colspan="2">Column C</td><td>Column D</td><td>Column E</td></tr><tr><td colspan="2">Additions</td><td rowspan="2">Deductions</td><td rowspan="2">Balance at End of Period</td></tr><tr><td>(in millions)</td><td>Description</td><td>Balance at Beginning of Period</td><td>Charged to Costs and Expenses</td><td>Charged to Other Accounts</td></tr><tr><td>Reserves deducted in the balance sheet from the assets to which they apply:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Trade accounts receivable</td><td>$ 6.3</td><td>$ 2.8</td><td>$ —</td><td>$(2.3)</td><td>$ 6.8</td></tr><tr><td>Deferred income tax asset valuation allowance</td><td>102.5</td><td>19.4</td><td>1.9</td><td>(4.0)</td><td>119.8</td></tr><tr><td></td><td>$108.8</td><td>$22.2</td><td>$1.9</td><td>$(6.3)</td><td>$126.6</td></tr></table>

<table><tr><td rowspan="2">Column A</td><td rowspan="2">Column B</td><td colspan="2">Column C</td><td>Column D</td><td>Column E</td></tr><tr><td colspan="2">Additions</td><td rowspan="2">Deductions</td><td rowspan="2">Balance at End of Period</td></tr><tr><td>(in millions)</td><td>Description</td><td>Balance at Beginning of Period</td><td>Charged to Costs and Expenses</td><td>Charged to Other Accounts</td></tr><tr><td>Reserves deducted in the balance sheet from the assets to which they apply:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Trade accounts receivable</td><td>$ 5.9</td><td>$ 2.1</td><td>$ —</td><td>$(1.7)</td><td>$ 6.3</td></tr><tr><td>Deferred income tax asset valuation allowance</td><td>92.8</td><td>10.9</td><td>(0.2)</td><td>(1.0)</td><td>102.5</td></tr><tr><td></td><td>$98.7</td><td>$13.0</td><td>$0.2)</td><td>$(2.7)</td><td>$108.8</td></tr></table>

<table><tr><td rowspan="2">Column A</td><td rowspan="2">Column B</td><td colspan="2">Column C</td><td>Column D</td><td>Column E</td></tr><tr><td colspan="2">Additions</td><td rowspan="2">Deductions</td><td rowspan="2">Balance at End of Period</td></tr><tr><td>(in millions)</td><td>Description</td><td>Balance at Beginning of Period</td><td>Charged to Costs and Expenses</td><td>Charged to Other Accounts</td></tr><tr><td>Reserves deducted in the balance sheet from the assets to which they apply:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Trade accounts receivable</td><td>$ 7.5</td><td>$ 2.8</td><td>$ —</td><td>$(4.4)</td><td>$ 5.9</td></tr><tr><td>Deferred income tax asset valuation allowance</td><td>87.2</td><td>9.6</td><td>(1.2)</td><td>(2.8)</td><td>92.8</td></tr><tr><td></td><td>$94.7</td><td>$12.4</td><td>$1.2)</td><td>$(7.2)</td><td>$98.7</td></tr></table>



The reference in the “Financial Highlights” section to “Diluted earnings per share from continuing operations attributable to Equifax, adjusted for certain items,” “Adjusted operating revenue” and “Adjusted operating margin” on the inside cover excludes certain items from the nearest equivalent presentation under U.S. generally accepted accounting principles, or GAAP. The non-GAAP measures are provided to show the performance of our core operations without the effect of the excluded items, consistent with how our management reviews and assesses Equifax’s historical performance when measuring operating profitability, evaluating performance trends and setting performance objectives. The non-GAAP measures are not a measurement of financial performance under GAAP, should not be considered as an alternative to net income, operating income, operating margin or earnings per share, and may not be comparable to non-GAAP financial measures used by other companies.

<table><tr><td></td><td>2013</td><td>2012</td></tr><tr><td>Diluted earnings per share from continuing operations attributable to Equifax — GAAP</td><td>$ 2.69</td><td>$ 2.18</td></tr><tr><td>Collection of certain reserved 2012 billings</td><td>(0.04)</td><td>—</td></tr><tr><td>Change related to resource alignment</td><td>0.05</td><td>—</td></tr><tr><td>Impairment of BVS investment</td><td>0.09</td><td>—</td></tr><tr><td>Fees associated with the acquisition of CSC credit services</td><td>—</td><td>0.03</td></tr><tr><td>Pension settlement</td><td>—</td><td>0.20</td></tr><tr><td>International tax restructuring</td><td>—</td><td>0.17</td></tr><tr><td>Income tax benefits</td><td>—</td><td>(0.13)</td></tr><tr><td>Acquisition-related amortization expense, net of tax, and cash income tax benefit of acquisition-related amortization expense of certain acquired intangibles</td><td>0.81</td><td>0.46</td></tr><tr><td>Diluted earnings per share from continuing operations attributable to Equifax, adjusted for certain items — Non-GAAP</td><td>$ 3.60</td><td>$ 2.91</td></tr></table>

Diluted Earnings per Share, Adjusted for Certain Items and Adjusted Earnings per Share — These non-GAAP measures exclude the following items:

Collection of certain reserved 2012 billings — During the fourth quarter of 2013, we recorded revenue of $7.2 million ($4.5 million, net of tax) that relates to the collection of revenue attributable to certain reserved billings prior to 2013 that did not originally meet the revenue recognition criteria due to collectability issues. Management believes excluding this revenue is useful as it allows investors to evaluate our performance for different periods on a more comparable basis. Management makes these adjustments to revenue when measuring operating profitability, evaluating performance trends, setting performance objectives and calculating our return on invested capital. This is consistent with how management reviews and assesses Equifax's historical performance and is useful when planning, forecasting and analyzing future periods.

Charge related to resource realignment — During the fourth of 2013, we recorded a restructuring charge primarily to realign internal resources with our strategic opportunities. This charge of $9.3 million, pretax, ($5.9 million, net of tax) is reflected in selling, general and administrative expenses in our Consolidated Statements of Income. Management believes excluding this charge from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2013, as compared to the corresponding periods in 2012, since a charge of such an amount is not comparable among the periods. This is consistent with how our management reviews and assesses Equifax's historical performance and is useful when planning, forecasting and analyzing future periods.

Impairment of BVS investment — During the fourth of 2013, we recorded an impairment of our cost method investment in BVS of $17.0 million, pretax, ($11.2 million, net of tax) in other expense in our Consolidated Statements of Income due to indicators of impairment that arose during the quarter. Management believes excluding this charge from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2013, as compared to the corresponding periods in 2012, since a charge of such an amount is not comparable among the periods. This is consistent with how our management reviews and assesses Equifax's historical performance and is useful when planning, forecasting and analyzing future periods.

Fees associated with the acquisition of CSC credit services — During the fourth quarter of 2012, the Company acquired certain business assets and the operations of CSC Credit Services, Inc., a subsidiary of Computer Sciences Corporation. In conjunction with this acquisition, the Company incurred approximately $5.0 million of transaction fees ($3.2 million, net of tax). Management believes excluding these fees from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2013, as compared to the corresponding periods in 2012, as compared to the corresponding performance and is useful when planning, forecasting and analyzing future periods.
are not comparable among the periods. This is consistent with how our management reviews and assesses Equifax's historically performing and is useful when planning, forecasting and analyzing future periods.

Pension settlement — During the fourth quarter of 2012, the Company offered certain employees a voluntary lump sum payment option of their pension benefits or a reduced monthly annuity. The Company recorded a non-cash settlement charge of $38.7 million ($24.1 million, net of tax). Management believes excluding this charge from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2012, as compared to the corresponding periods in 2013, since this charge is unusual in nature and not comparable among the periods. This is consistent with how our management reviews and assesses Equifax's historically performing and is useful when planning, forecasting and analyzing future periods.

International tax restructuring — During the fourth quarter of 2012, the Company completed an international tax restructuring resulting in the recognition of tax expense of $20.5 million. Management believes excluding this income tax expense from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2012, as compared to the corresponding periods in 2013, since income tax expense associated with tax restructuring of such an amount is not comparable among the periods. This is consistent with how our management reviews and assesses Equifax's historical performance and is useful when planning, forecasting and analyzing future periods.

<table><tr><td></td><td>2013</td><td>2012</td></tr><tr><td>Operating revenue</td><td>$2,303.9</td><td>$2,073.0</td></tr><tr><td>Collection of certain reserved 2012 billings</td><td>(7.2)</td><td>—</td></tr><tr><td>Adjusted operating revenue — Non-GAAP</td><td>$2,296.7</td><td>$2,073.0</td></tr></table>

Adjusted Operating Revenue — This non-GAAP measure excludes the following item:

Adjusted Operating Revenue, Excluding the collection of certain reserved 2012 billings — Management believes excluding the collection of certain reserved billings from the calculation of income tax benefits — During the fourth quarter of 2012, the Company recorded a tax benefit as a result of tax authorities approving a tax method change which impacted the tax expense recorded in connection with the merger of our Brazilian business in the second quarter of 2011. Management believes excluding these income tax benefits from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2012, as compared to the corresponding periods in 2013, since these specific income tax benefits of such an amount are not comparable among the periods. This is consistent with how our management reviews and assesses Equifax's historical performance and is useful when planning, forecasting and analyzing future periods.

Acquisition-Related Amortization Expense — Excluding acquisition-related amortization expense, net of tax, and including a benefit to reflect the material cash income tax savings resulting from the income tax deductibility of amortization for certain acquired intangibles for a total of $99.9 million and $57.3 million in 2013 and 2012, respectively, provides meaningful supplemental information regarding our financial results for the years ended December 31, 2013 and 2012, as it allows investors to evaluate our performance for different periods on a more comparable basis by excluding items that relate to acquisition-related intangible assets.

operating revenue, on a non-GAAP basis, is useful because management excludes items that are not comparable when measuring operating profitability, evaluating performance trends, and setting performance objectives, and it allows investors to evaluate our performance for different periods on a more comparable basis by excluding items that impact comparability.



<table><tr><td></td><td>2013</td><td>2012</td></tr><tr><td>Adjusted operating revenue</td><td>$2,296.7</td><td>$2,073.0</td></tr><tr><td>Operating income</td><td>$ 611.2</td><td>$ 480.0</td></tr><tr><td>Collection of certain reserved 2012 billings</td><td>(7.2)</td><td>—</td></tr><tr><td>Charge related to resource realignment</td><td>9.3</td><td>—</td></tr><tr><td>Fees associated with the acquisition of CSC credit services</td><td>—</td><td>5.0</td></tr><tr><td>Pension settlement</td><td>—</td><td>38.7</td></tr><tr><td>Adjusted operating income — Non-GAAP</td><td>$ 613.3</td><td>$ 523.7</td></tr><tr><td>Adjusted operating margin — Non-GAAP</td><td>26.7%</td><td>25.3%</td></tr></table>

Adjusted Operating Income and Operating Margin — These non-GAAP measures exclude the following items:

Collection of certain reserved 2012 billings — During the fourth quarter of 2013, we recorded revenue of $7.2 million ($4.5 million, net of tax) that relates to the collection of revenue attributable to certain reserved billings prior to 2013 that did not originally meet the revenue recognition criteria due to collectability issues. Management believes excluding this revenue is useful as it allows investors to evaluate our performance for different periods on a more comparable basis. Management makes these adjustments to revenue when measuring operating profitability, evaluating performance trends, setting performance objectives and calculating our return on invested capital. This is consistent with how management reviews and assesses Equifax’s historical performance and is useful when planning, forecasting and analyzing future periods.

Charge related to resource realignment — During the fourth of 2013, we recorded a restructuring charge primarily to realign internal resources with our strategic opportunities. This charge of $9.3 million, pretax, ($5.9 million, net of tax) is reflected in selling, general and administrative expenses in our Consolidated Statements of Income. Management believes excluding this charge from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2013, as compared to the corresponding periods in 2012, since a charge of such an amount is not comparable among the periods. This is consistent with how our management reviews and assesses Equifax’s historical performance and is useful when planning, forecasting and analyzing future periods.
Fees associated with the acquisition of CSC credit services — During the fourth quarter of 2012, the Company acquired certain business assets and the operations of CSC Credit Services, Inc., a subsidiary of Computer Sciences Corporation. In conjunction with this acquisition, the Company incurred approximately $5.0 million of transaction fees ($3.2 million, net of tax). Management believes excluding these fees from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2012, as compared to the corresponding periods in 2013, since an acquisition and fees of such an amount are not comparable among the periods. This is consistent with how our management reviews and assesses Equifax’s historically performing and is useful when planning, forecasting and analyzing future periods.

Pension settlement — During the fourth quarter of 2012, the Company offered certain employees a voluntary lump sum payment option of their pension benefits or a reduced monthly annuity. The Company recorded a non-cash settlement charge of $38.7 million ($24.1 million, net of tax). Management believes excluding this charge from certain financial results provides meaningful supplemental information regarding our financial results for the three and twelve months ended December 31, 2012, as compared to the corresponding periods in 2013, since this charge is unusual in nature and not comparable among the periods. This is consistent with how our management reviews and assesses Equifax’s historically performing and is useful when planning, forecasting and analyzing future periods.
SHAREHOLDER INFORMATION
Equifax began operations in 1899 and became a publicly owned corporation in 1965. Equifax common stock is listed on the New York Stock Exchange under the symbol EFX.

## DIVIDENDS

Cash dividends have been paid by Equifax for 101 consecutive years. The Board of Directors sets the record and payment date for dividends. A dividend of 25 cents per share was paid in March 2014. Equifax normally pays dividends on March 15, June 15, September 15 and December 15.

## DIVIDENDS PER SHARE

<table><tr><td>Quarter</td><td>2013</td><td>2012</td><td>2011</td></tr><tr><td>First</td><td>$0.22</td><td>$0.18</td><td>$0.16</td></tr><tr><td>Second</td><td>$0.22</td><td>$0.18</td><td>$0.16</td></tr><tr><td>Third</td><td>$0.22</td><td>$0.18</td><td>$0.16</td></tr><tr><td>Fourth</td><td>$0.22</td><td>$0.18</td><td>$0.16</td></tr><tr><td>Year</td><td>$0.88</td><td>$0.72</td><td>$0.64</td></tr></table>

## INVESTORS' SERVICE PLAN

The Investors' Service Plan provides shareholders and other investors with a convenient and economical way to purchase shares of Equifax common stock directly through the Plan. Current shareholders may purchase additional shares and non-shareholders may make initial investments through the Plan Administrator, American Stock Transfer & Trust Company. Shareholders may reinvest their quarterly dividends and may make optional cash investments weekly in amounts up to $10,000 per month. A brochure and enrollment form are available by calling toll-free (866) 665-2279.
ANNUAL SHAREHOLDERS' MEETING
The Equifax annual meeting of shareholders will be held at 9:30 a.m. on Friday, May 2, 2014, in the Company's executive offices at 1550 Peachtree St., N.W. Atlanta, Georgia. A proxy statement and notice of the meeting will be distributed to shareholders with this annual report.

## EQUIFAX ON THE INTERNET

A broad range of consumer, business, investor and governance information is available at www.equifax.com.

## INVESTOR RELATIONS

Investor requests for financial information may be directed by phone to (404) 855-8000; in writing to P.O. Box 4081, Atlanta, Georgia 30302; or by e-mail to investor@equifax.com. Requests may be faxed to (404) 885-8988. Shareholders may obtain a copy of our Annual Report on Form 10-K for the year ended December 31, 2013, without charge, by writing to the Corporate Secretary, P.O. Box 4081, Atlanta, Georgia 30302, or online from our website, www.equifax.com.

## STOCK PRICES

<table><tr><td></td><td colspan="2">2013</td><td colspan="2">2012</td><td colspan="2">2011</td></tr><tr><td>Quarter</td><td>High</td><td>Low</td><td>High</td><td>Low</td><td>High</td><td>Low</td></tr><tr><td>First</td><td>$59.83</td><td>$52.79</td><td>$44.60</td><td>$37.89</td><td>$38.88</td><td>$34.48</td></tr><tr><td>Second</td><td>$63.91</td><td>$55.87</td><td>$48.03</td><td>$42.50</td><td>$39.90</td><td>$33.44</td></tr><tr><td>Third</td><td>$65.65</td><td>$58.75</td><td>$49.49</td><td>$45.15</td><td>$35.75</td><td>$28.59</td></tr><tr><td>Fourth</td><td>$69.94</td><td>$58.86</td><td>$55.52</td><td>$46.62</td><td>$39.26</td><td>$29.07</td></tr><tr><td>Year</td><td>$64.83</td><td>$56.57</td><td>$55.52</td><td>$37.89</td><td>$39.90</td><td>$28.59</td></tr></table>



The following graph compares Equifax's five-year cumulative total shareholder return with that of the Standard & Poor's Composite Stock Index (S&P 500) and a peer group index, the Dow Jones U.S. General Financial Index. The graph assumes that value of the investment in our Common Stock and each index was $100 on the last trading day of 2007 and that all quarterly dividends were reinvested without commissions. Our past performance may not be indicative of future performance.

COMPARISON OF 5-YEAR CUMULATIVE TOTAL RETURN
AMONG EQUIFAX INC., S&P 500 INDEX, AND DJ US GENERAL FINANCE INDEX



<table><tr><td rowspan="2"></td><td colspan="6">Fiscal Year Ended December 31,</td></tr><tr><td>Initial</td><td>2009</td><td>2010</td><td>2011</td><td>2012</td><td>2013</td></tr><tr><td>Equifax Inc.</td><td>100.00</td><td>117.18</td><td>136.22</td><td>151.03</td><td>214.32</td><td>277.58</td></tr><tr><td>S&amp;P 500 Index</td><td>100.00</td><td>126.46</td><td>145.51</td><td>148.59</td><td>172.37</td><td>228.99</td></tr><tr><td>Dow Jones US General Financial Index</td><td>100.00</td><td>151.49</td><td>156.91</td><td>138.68</td><td>180.92</td><td>277.99</td></tr></table>

Equifax, EFX and The Work Number are registered trademarks of Equifax Inc. Inform > Enrich > Empower, Decision360, Undisclosed Debt Monitoring, Self-Employed Verification, Equifax Complete, Small Business Navigator, Small Business Assets, QTC Advantage, Lending Trends Benchmarking are trademarks of Equifax Inc. All other trademarks and service marks not owned by Equifax Inc. or its subsidiaries that appear in this annual report are the property of their respective owners. Copyright © 2013, Equifax Inc., Atlanta, Georgia. All rights reserved. Printed in the U.S.A.



Equifax Inc.
1550 Peachtree Street, N.W.
Atlanta, GA 30309
404-885-8000
www.equifax.com