EQUIFAX INC [EFX] Filings

10-Q 1 efx-20240630.htm 10-Q efx-20240630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number: 001-06605

EQUIFAX INC.

(Exact name of registrant as specified in its charter)


Georgia			58-0401110
(State or other jurisdiction of			(I.R.S. Employer
incorporation or organization)			Identification No.)

1550 Peachtree Street

N.W.

Atlanta

Georgia

30309

(Address of principal executive offices)

(Zip Code)

404-885-8000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, $1.25 par value per share

EFX

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

☒

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

On July 5, 2024, there were 123,736,402 shares of the registrant’s common stock outstanding.

EQUIFAX INC.

QUARTERLY REPORT ON FORM 10-Q

QUARTER ENDED JUNE 30, 2024

INDEX


		Page
PART I.	Financial Information	4
Item 1.	Financial Statements (Unaudited)	4
	Consolidated Statements of Income—Three Months Ended June 30 , 2024 and 2023	4
	Consolidated Statements of Income—Six Months Ended June 30 , 202 4 and 202 3	5
	Consolidated Statements of Comprehensive Income (Loss)—Three and Six Months Ended June 30 , 2024 and 2023	6

	Consolidated Balance Sheets—June 30 , 2024 and December 31, 2023	7
	Consolidated Statements of Cash Flows—Six Months Ended June 30 , 2024 and 2023	8
	Consolidated Statements of Shareholders' Equity—Three Months Ended June 30 , 2024 and 2023	9
	Consolidated Statements of Shareholders' Equity and Accumulated Other Comprehensive Loss —Six Months Ended June 30, 202 4 and 20 23	10

	Notes to Consolidated Financial Statements (Unaudited)	12
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	35
PART II.	Other Information	36
Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 5	Other Information	38
Item 6.	Exhibits	39
Signatures		40

FORWARD-LOOKING STATEMENTS

This report contains information that may constitute “forward-looking statements.” Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “will,” “may” and similar expressions identify forward-looking statements, which generally are not historical in nature. All statements that address future operating performance and events or developments that we expect or anticipate will occur in the future, including statements relating to future operating results, improvements in our information technology and data security infrastructure, including as a part of our cloud data and technology transformation, our strategy, the expected financial and operational benefits, synergies and growth from our acquisitions, changes in U.S. and worldwide economic conditions, such as changes in interest rates and inflation, that materially impact consumer spending, home prices, investment values, consumer debt, unemployment rates and the demand for Equifax's products and services, our culture, our ability to innovate, the market acceptance of new products and services and similar statements about our business plans 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 the 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 below under “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operation — Business Overview.” These risks and uncertainties include, but are not limited to, those described in Part II, “Item 1A. Risk Factors” and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2023, and those described from time to time in our future reports filed with the United States Securities and Exchange Commission (“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.

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)


	Three Months Ended June 30,
	2024		2023
(In millions, except per share amounts)
Operating revenue	$	1,430.5	$	1,317.6
Operating expenses:
Cost of services (exclusive of depreciation and amortization below)	630.9		588.0
Selling, general and administrative expenses	352.6		343.1
Depreciation and amortization	164.8		149.6
Total operating expenses	1,148.3		1,080.7
Operating income	282.2		236.9
Interest expense	(57.3)		(60.7)
Other (expense) income, net	(0.3)		15.9
Consolidated income before income taxes	224.6		192.1
Provision for income taxes	(59.4)		(52.7)


Consolidated net income	165.2		139.4
Less: Net income attributable to noncontrolling interests including redeemable noncontrolling interests	(1.3)		(1.1)

Net income attributable to Equifax	$	163.9	$	138.3




Basic earnings per common share:


Net income attributable to Equifax	$	1.32	$	1.13
Weighted-average shares used in computing basic earnings per share	123.7		122.7
Diluted earnings per common share:


Net income attributable to Equifax	$	1.31	$	1.12
Weighted-average shares used in computing diluted earnings per share	124.8		123.8
Dividends per common share	$	0.39	$	0.39

See Notes to Consolidated Financial Statements.

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)


	Six Months Ended June 30,
	2024		2023
(In millions, except per share amounts)
Operating revenue	$	2,819.9	$	2,619.6
Operating expenses:
Cost of services (exclusive of depreciation and amortization below)	1,258.6		1,168.4
Selling, general and administrative expenses	725.2		709.2
Depreciation and amortization	329.2		299.8
Total operating expenses	2,313.0		2,177.4
Operating income	506.9		442.2
Interest expense	(117.1)		(118.3)
Other income, net	1.3		20.4
Consolidated income before income taxes	391.1		344.3
Provision for income taxes	(99.9)		(91.4)


Consolidated net income	291.2		252.9
Less: Net income attributable to noncontrolling interests including redeemable noncontrolling interests	(2.5)		(2.3)

Net income attributable to Equifax	$	288.7	$	250.6




Basic earnings per common share:


Net income attributable to Equifax	$	2.34	$	2.04
Weighted-average shares used in computing basic earnings per share	123.6		122.6
Diluted earnings per common share:


Net income attributable to Equifax	$	2.31	$	2.03
Weighted-average shares used in computing diluted earnings per share	124.7		123.7
Dividends per common share	$	0.78	$	0.78

See Notes to Consolidated Financial Statements.

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)


	Three Months Ended June 30,
	2024				2023
	Equifax Shareholders		Noncontrolling Interests including Redeemable Noncontrolling Interests		Total		Equifax Shareholders		Noncontrolling Interests including Redeemable Noncontrolling Interests		Total
	(In millions)
Net income	$	163.9	$	1.3	$	165.2	$	138.3	$	1.1	$	139.4
Other comprehensive income (loss):
Foreign currency translation adjustment	(17.8)		(11.4)		(29.2)		15.2		(0.2)		15.0



Comprehensive income (loss)	$	146.1	$	(10.1)	$	136.0	$	153.5	$	0.9	$	154.4


	Six Months Ended June 30,
	2024				2023
	Equifax Shareholders		Noncontrolling Interests including Redeemable Noncontrolling Interests		Total		Equifax Shareholders		Noncontrolling Interests including Redeemable Noncontrolling Interests		Total
	(In millions)
Net income	$	288.7	$	2.5	$	291.2	$	250.6	$	2.3	$	252.9
Other comprehensive income (loss):
Foreign currency translation adjustment	(113.3)		(14.9)		(128.2)		27.8		0.1		27.9
Change in unrecognized prior service cost related to our pension and other postretirement benefit plans, net	0.1		—		0.1		—		—		—
Change in cumulative gain from cash flow hedging transactions, net	0.1		—		0.1		—				—
Comprehensive income (loss)	$	175.6	$	(12.4)	$	163.2	$	278.4	$	2.4	$	280.8

See Notes to Consolidated Financial Statements.

EQUIFAX INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)


(In millions, except par values)	June 30, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	181.9	$	216.8
Trade accounts receivable, net of allowance for doubtful accounts of $16.7 at June 30, 2024 and December 31, 2023	1,012.4		908.2
Prepaid expenses	148.5		142.5
Other current assets	74.8		88.8
Total current assets	1,417.6		1,356.3
Property and equipment:
Capitalized internal-use software and system costs	2,698.0		2,541.0
Data processing equipment and furniture	253.7		247.9
Land, buildings and improvements	283.9		272.9
Total property and equipment	3,235.6		3,061.8
Less accumulated depreciation and amortization	(1,350.3)		(1,227.8)
Total property and equipment, net	1,885.3		1,834.0
Goodwill	6,746.5		6,829.9
Indefinite-lived intangible assets	94.8		94.8
Purchased intangible assets, net	1,690.3		1,858.8
Other assets, net	317.8		306.2
Total assets	$	12,152.3	$	12,280.0
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt and current maturities of long-term debt	$	769.6	$	963.4
Accounts payable	201.9		197.6
Accrued expenses	238.4		245.1
Accrued salaries and bonuses	144.6		168.7
Deferred revenue	104.6		109.5
Other current liabilities	327.8		334.7
Total current liabilities	1,786.9		2,019.0
Long-term debt	4,742.7		4,747.8
Deferred income tax liabilities, net	426.6		474.9
Long-term pension and other postretirement benefit liabilities	95.8		100.1
Other long-term liabilities	266.7		250.7
Total liabilities	7,318.7		7,592.5
Commitments and Contingencies (see Note 6)

Redeemable noncontrolling interests	120.8		135.1
Equifax shareholders' equity:
Preferred stock, $0.01 par value: Authorized shares - 10.0; Issued shares - none	—		—
Common stock, $1.25 par value: Authorized shares - 300.0; Issued shares - 189.3 at June 30, 2024 and December 31, 2023; Outstanding shares - 123.7 and 123.3 at June 30, 2024 and December 31, 2023, respectively	236.6		236.6
Paid-in capital	1,856.8		1,761.3
Retained earnings	5,800.4		5,608.6
Accumulated other comprehensive loss	(544.3)		(431.2)
Treasury stock, at cost, 65.0 shares and 65.4 shares at June 30, 2024 and December 31, 2023, respectively	(2,647.6)		(2,635.3)
Stock held by employee benefits trusts, at cost, 0.6 shares at June 30, 2024 and December 31, 2023	(5.9)		(5.9)

Total Equifax shareholders’ equity	4,696.0		4,534.1
Noncontrolling interests	16.8		18.3
Total shareholders' equity	4,712.8		4,552.4
Total liabilities, redeemable noncontrolling interests, and shareholders' equity	$	12,152.3	$	12,280.0

See Notes to Consolidated Financial Statements.

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


	Six Months Ended June 30,
	2024		2023
	(In millions)
Operating activities:
Consolidated net income	$	291.2	$	252.9
Adjustments to reconcile consolidated net income to net cash provided by operating activities:

Depreciation and amortization	333.5		304.3
Stock-based compensation expense	60.3		52.2

Deferred income taxes	(39.6)		(5.6)
Gain on fair market value adjustment and gain on sale of equity investments	—		(13.6)

Changes in assets and liabilities, excluding effects of acquisitions:
Accounts receivable, net	(111.0)		(75.3)
Other assets, current and long-term	3.8		(10.0)
Current and long term liabilities, excluding debt	(18.0)		(91.9)
Cash provided by operating activities	520.2		413.0
Investing activities:
Capital expenditures	(268.6)		(321.3)
Acquisitions, net of cash acquired	—		(4.3)

Cash received from divestitures	—		6.9

Cash used in investing activities	(268.6)		(318.7)
Financing activities:
Net short-term payments	(194.2)		(411.2)
Payments on long-term debt	(8.8)		(575.0)
Borrowings on long-term debt	—		872.9

Dividends paid to Equifax shareholders	(96.4)		(95.6)
Distributions paid to noncontrolling interests	(3.4)		(2.1)
Proceeds from exercise of stock options and employee stock purchase plan	38.1		16.5
Payment of taxes related to settlement of equity awards	(16.0)		(16.9)


Debt issuance costs	—		(5.8)


Cash used in financing activities	(280.7)		(217.2)
Effect of foreign currency exchange rates on cash and cash equivalents	(5.8)		1.8
Decrease in cash and cash equivalents	(34.9)		(121.1)
Cash and cash equivalents, beginning of period	216.8		285.2
Cash and cash equivalents, end of period	$	181.9	$	164.1

See Notes to Consolidated Financial Statements.

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)

For the Three Months Ended June 30, 2024


	Equifax Shareholders
								Accumulated Other Comprehensive Loss				Stock Held By Employee Benefits Trusts				Total Shareholders' Equity
	Common Stock
	Shares Outstanding	Amount		Paid-In Capital		Retained Earnings				Treasury Stock				Noncontrolling Interests
	(In millions, except per share amounts)
Balance, March 31, 2024	123.6	$	236.6	$	1,824.7	$	5,685.0	$	(526.5)	$	(2,652.4)	$	(5.9)	$	19.1	$	4,580.6

Net income	—	—		—		163.9		—		—		—		1.1		165.0
Other comprehensive loss	—	—		—		—		(17.8)		—		—		(0.4)		(18.2)
Shares issued under stock and benefit plans, net of minimum tax withholdings	0.1	—		12.9		—		—		4.8		—		—		17.7

Cash dividends ($0.39 per share)	—	—		—		(48.5)		—		—		—		—		(48.5)
Dividends paid to employee benefits trusts	—	—		0.2		—		—		—		—		—		0.2
Stock-based compensation expense	—	—		19.0		—		—		—		—		—		19.0




Dividends paid to noncontrolling interests	—	—		—		—		—		—		—		(3.0)		(3.0)



Balance, June 30, 2024	123.7	$	236.6	$	1,856.8	$	5,800.4	$	(544.3)	$	(2,647.6)	$	(5.9)	$	16.8	$	4,712.8

For the Three Months Ended June 30, 2023


	Equifax Shareholders
								Accumulated Other Comprehensive Loss				Stock Held By Employee Benefits Trusts				Total Shareholders' Equity
	Common Stock
	Shares Outstanding	Amount		Paid-In Capital		Retained Earnings				Treasury Stock				Noncontrolling Interests
	(In millions, except per share amounts)
Balance, March 31, 2023	122.6	$	236.6	$	1,631.1	$	5,320.3	$	(461.1)	$	(2,657.0)	$	(5.9)	$	18.2	$	4,082.2
Net income	—	—		—		138.3		—		—		—		1.1		139.4
Other comprehensive income (loss)	—	—		—		—		15.2		—		—		(0.2)		15.0
Shares issued under stock and benefit plans, net of minimum tax withholdings	0.1	—		6.6		—		—		2.4		—		—		9.0

Cash dividends ($0.39 per share)	—	—		—		(48.1)		—		—		—		—		(48.1)
Dividends paid to employee benefits trusts	—	—		0.2		—		—		—		—		—		0.2
Stock-based compensation expense	—	—		12.6		—		—		—		—		—		12.6


Dividends paid to noncontrolling interests	—	—		—		—		—		—		—		(2.0)		(2.0)



Balance, June 30, 2023	122.7	$	236.6	$	1,650.5	$	5,410.5	$	(445.9)	$	(2,654.6)	$	(5.9)	$	17.1	$	4,208.3

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND ACCUMULATED OTHER COMPREHENSIVE LOSS

(Unaudited)

For the Six Months Ended June 30, 2024


	Equifax Shareholders
								Accumulated Other Comprehensive Loss				Stock Held By Employee Benefits Trusts				Total Shareholders' Equity
	Common Stock
	Shares Outstanding	Amount		Paid-In Capital		Retained Earnings				Treasury Stock				Noncontrolling Interests
	(In millions, except per share amounts)
Balance, December 31, 2023	123.3	$	236.6	$	1,761.3	$	5,608.6	$	(431.2)	$	(2,635.3)	$	(5.9)	$	18.3	$	4,552.4

Net income	—	—		—		288.7		—		—		—		2.2		290.9
Other comprehensive loss	—	—		—		—		(113.1)		—		—		(0.3)		(113.4)
Shares issued under stock and benefit plans, net of minimum tax withholdings	0.4	—		34.7		—		—		(12.3)		—		—		22.4

Cash dividends ($0.78 per share)	—	—		—		(96.9)		—		—		—		—		(96.9)
Dividends paid to employee benefits trusts	—	—		0.5		—		—		—		—		—		0.5
Stock-based compensation expense	—	—		60.3		—		—		—		—		—		60.3




Dividends paid to noncontrolling interests	—	—		—		—		—		—		—		(3.4)		(3.4)



Balance, June 30, 2024	123.7	$	236.6	$	1,856.8	$	5,800.4	$	(544.3)	$	(2,647.6)	$	(5.9)	$	16.8	$	4,712.8

For the Six Months Ended June 30, 2023


	Equifax Shareholders
								Accumulated Other Comprehensive Loss				Stock Held By Employee Benefits Trusts
	Common Stock
	Shares Outstanding	Amount		Paid-In Capital		Retained Earnings				Treasury Stock				Noncontrolling Interests		Total Shareholders' Equity
	(In millions, except per share amounts)
Balance, December 31, 2022	122.5	$	236.6	$	1,594.2	$	5,256.0	$	(473.7)	$	(2,650.7)	$	(5.9)	$	16.8	$	3,973.3
Net income	—	—		—		250.6		—		—		—		2.3		252.9
Other comprehensive income	—	—		—		—		27.8		—		—		0.1		27.9
Shares issued under stock and benefit plans, net of minimum tax withholdings	0.2	—		3.6		—		—		(3.9)		—		—		(0.3)

Cash dividends ($0.78 per share)	—	—		—		(96.1)		—		—		—		—		(96.1)
Dividends paid to employee benefits trusts	—	—		0.5		—		—		—		—		—		0.5
Stock-based compensation expense	—	—		52.2		—		—		—		—		—		52.2


Dividends paid to noncontrolling interests	—	—		—		—		—		—		—		(2.1)		(2.1)



Balance, June 30, 2023	122.7	$	236.6	$	1,650.5	$	5,410.5	$	(445.9)	$	(2,654.6)	$	(5.9)	$	17.1	$	4,208.3

Accumulated Other Comprehensive Loss consists of the following components:


	June 30, 2024		December 31, 2023
	(In millions)
Foreign currency translation	$	(540.0)	$	(426.7)
Unrecognized prior service cost related to our pension and other postretirement benefit plans, net of accumulated tax of $1.1 and $1.2 at June 30, 2024 and December 31, 2023, respectively	(3.5)		(3.6)
Cash flow hedging transactions, net of tax of $0.5 at June 30, 2024 and December 31, 2023	(0.8)		(0.9)

Accumulated other comprehensive loss	$	(544.3)	$	(431.2)

See Notes to Consolidated Financial Statements.

EQUIFAX INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

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, criminal justice data 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 June 30, 2024, we operated in the following countries: Argentina, Australia, Brazil, Canada, Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, India, Ireland, Mexico, New Zealand, Paraguay, Peru, Portugal, Spain, the United Kingdom ("U.K."), Uruguay and the United States of America ("U.S."). We also have investments in consumer and/or commercial credit information companies through joint ventures in Brazil, Cambodia, Malaysia and Singapore.

We develop, maintain and enhance secured proprietary information databases through the compilation of consumer specific data, including credit, income, employment, criminal justice data, 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, payroll processors, and income and tax information primarily from large to mid-sized companies in the U.S. We process this information utilizing our proprietary information management systems. We also provide information, technology and services to support debt collections and recovery management.

Basis of Presentation. The unaudited Consolidated Financial Statements and the accompanying notes have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, the instructions to Form 10-Q and applicable sections of SEC Regulation S-X. This Form 10-Q should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023 (“2023 Form 10-K”).

Our unaudited Consolidated Financial Statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the periods presented and are of a normal recurring nature.

Earnings Per Share. Our basic earnings per share, or EPS, is calculated as net income attributable to Equifax 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:


	Three Months Ended June 30,		Six Months Ended June 30,
	2024	2023	2024	2023
	(In millions)
Weighted-average shares outstanding (basic)	123.7	122.7	123.6	122.6
Effect of dilutive securities:
Stock options and restricted stock units	1.1	1.1	1.1	1.1
Weighted-average shares outstanding (diluted)	124.8	123.8	124.7	123.7

For the three and six months ended June 30, 2024 and 2023, stock options that were anti-dilutive were not material.

Financial Instruments. Our financial instruments consist primarily of cash and cash equivalents, accounts 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 June 30, 2024 and December 31, 2023, the fair value of our long-term debt, including the current portion, based on observable inputs was $5.3 billion compared to its carrying value of $5.5 billion for both periods.

Fair Value Measurements. Fair value is determined based on the assumptions marketplace participants use in pricing an asset or liability. We use a three level fair value hierarchy to 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).

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis. We did not complete any acquisitions during the six months ended June 30, 2024 and we completed two acquisitions during the year ended December 31, 2023. The values of net assets acquired were recorded at fair value using Level 3 inputs. The majority of the related current assets acquired and liabilities assumed were recorded at their carrying values as of the date of acquisition, as their carrying values approximated their fair values due to their short-term nature. The fair values of definite-lived intangible assets acquired in these acquisitions were estimated primarily based on the income and cost approaches. The income approach estimates fair value based on the present value of the cash flows that the assets are expected to generate in the future. We developed internal estimates for the expected cash flows and discount rates in the present value calculations. The cost approach estimates fair value based on determining the amount of money required to replace the asset with another asset with equivalent utility or future service capability.

Trade Accounts Receivable and Allowance for Doubtful Accounts. Accounts receivable are stated at cost and are due in less than a year. Significant payment terms for customers are identified in the contract. 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 is based on management's estimate for expected credit losses for outstanding trade accounts receivables. We determine expected credit losses based on historical write-off experience, an analysis of the aging of outstanding receivables, customer payment patterns, the establishment of specific reserves for customers in an adverse financial condition and adjusted based upon our expectations of changes in macroeconomic conditions that may impact the collectability of outstanding receivables. 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. Below is a rollforward of our allowance for doubtful accounts for the three and six months ended June 30, 2024 and 2023, respectively.


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(In millions)
Allowance for doubtful accounts, beginning of period	$	16.4	$	20.1	$	16.7	$	19.1
Current period bad debt expense	4.4		1.7		9.0		5.2
Write-offs, net of recoveries	(4.1)		(4.8)		(9.0)		(7.3)
Allowance for doubtful accounts, end of period	$	16.7	$	17.0	$	16.7	$	17.0

Other Current Assets. Other current assets on our Consolidated Balance Sheets primarily include amounts receivable from tax authorities and related to vendor rebates. Other current assets also include amounts in specifically designated accounts that hold the funds that are due to customers from our debt collection and recovery management services. As of June 30, 2024, these assets were $36.8 million, with a corresponding balance in other current liabilities. These amounts are restricted as to their current use and will be released according to the specific customer agreements.

Other Assets. Other assets on our Consolidated Balance Sheets primarily represent our investments in unconsolidated affiliates, the Company’s operating lease right-of-use assets, employee benefit trust assets, assets related to life insurance policies covering certain officers of the Company and long-term deferred tax assets.

Equity Investment. On August 7, 2023, we purchased the remaining interest of our equity investment in Boa Vista Serviços S.A. ("BVS"), a consumer and commercial credit information bureau in Brazil. Up until the date of acquisition, we

recorded this equity investment within Other Assets at fair value, using observable Level 1 inputs. The carrying value of the investment was $87.7 million as of June 30, 2023, resulting in an unrealized gain of $4.3 million and $7.2 million for the three and six months ended June 30, 2023, respectively, which was recorded in Other income, net within the Consolidated Statements of Income.

During the quarter ended June 30, 2023, we sold our interest in an equity investment. The overall sale proceeds exceeded the total carrying value of the investments and we recorded a gain of $6.2 million in Other income, net within the Consolidated Statements of Income.

Other Current Liabilities. Other current liabilities on our Consolidated Balance Sheets consist of the current portion of our operating lease liabilities and various accrued liabilities such as interest expense, income taxes, accrued employee benefits, and insurance expense. Other current liabilities also include the offset to other current assets related to amounts in specifically designated accounts that hold the funds that are due to customers from our debt collection and recovery management services. As of June 30, 2024, these funds were $36.8 million. These amounts are restricted as to their current use and will be released according to the specific customer agreements.

Redeemable Noncontrolling Interest. As part of the merger consideration issued to complete the acquisition of BVS, we issued shares of one of our subsidiaries, Equifax do Brasil, thus resulting in a noncontrolling interest. We recognized the noncontrolling interest at fair value at the date of acquisition. These shares were issued with specific rights allowing the holders to sell the shares back to Equifax, at fair value during specified future time periods starting at the fifth anniversary and only when certain conditions exist. Additionally, the shareholder agreements provide Equifax the right to buy the shares back at fair value at future dates beginning after the tenth anniversary of the acquisition, however Equifax is not required to exercise this right at any point.

We determined that the noncontrolling interest shareholder rights meet the requirements to be considered redeemable.

Therefore, we have classified the noncontrolling interest outside of permanent equity within our Consolidated Balance Sheet. Currently, the noncontrolling interest is not redeemable but it is probable that it will become redeemable in the future.

The redeemable noncontrolling interest is reflected using the redemption method as of the balance sheet date. Redeemable noncontrolling interest adjustments to the redemption values are reflected in retained earnings. The adjustment of redemption value at the period end that reflects a redemption value to an amount other than fair value is included as an adjustment to net income attributable to Equifax stockholders for the purposes of the calculation of earnings per share. None of the current period adjustments reflect a redemption value in excess of fair value.

The Company's redeemable noncontrolling interests activities for the three and six months ended June 30, 2024 are summarized as follows:


	Three Months Ended June 30,		Six Months Ended June 30,
Redeemable noncontrolling interests:	2024		2024
	(In millions)
Redeemable noncontrolling interests, beginning of period	$	131.6	$	135.1

Net income attributable to redeemable noncontrolling interest	0.2		0.3

Effect of foreign currency translation attributable to redeemable noncontrolling interest	(11.0)		(14.6)
Redeemable noncontrolling interests, end of period	$	120.8	$	120.8

Adoption of New Accounting Standards. Reference Rate Reform. In March 2020, the FASB issued ASU No. 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The update provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) contract modifications on financial reporting, caused by reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. In December 2022, the FASB issued ASU No. 2022-06 "Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848." The update extends the sunset date from ASU No. 2020-04 from December 31, 2022 to December 31, 2024. After this date, entities will no longer be permitted to apply the relief in Topic 848. The adoption of the standard did not have a material impact on our Consolidated Financial Statements.

Recent Accounting Pronouncements. Stock Compensation. In March 2024, the FASB issued ASU No. 2024-01 "Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards." The amendments in this update clarify how an entity determines whether a profits interest or similar award (“profits interest award”) is (1) within the scope of ASC 718 or (2) not a share-based payment arrangement and should be accounted for in a manner similar to a cash bonus or profit-sharing arrangement under ASC 710 or other ASC topics. The amendments specifically add an illustrative example that includes four fact patterns to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718. The fact patterns in the illustrative example focus on the scope conditions in paragraph 718-10-15-3. The illustrative example is intended to reduce (1) complexity in determining whether a profits interest award is subject to the guidance in Topic 718 and (2) existing diversity in practice. The amendments in this update are effective for annual periods beginning after December 15, 2024, and interim periods within those annual periods. We are still evaluating the impact, but do not expect the adoption of the standard to have a material impact on our Consolidated Financial Statements.

Income Taxes. In December 2023, the FASB issued ASU No. 2023-09 "Income Taxes (Topic 740): Improvements to Income Tax Disclosures." The new ASU requires public business entities, on an annual basis, to provide a tabular rate reconciliation (using both percentages and reporting currency amounts) of (1) the reported income tax expense (or benefit) from continuing operations, to (2) the product of the income (or loss) from continuing operations before income taxes and the applicable statutory federal (national) income tax rate of the jurisdiction (country) of domicile using specific categories and separate disclosure for any reconciling items within certain categories that are equal to or greater than a specified quantitative threshold. A public business entity is required to provide an explanation, if not otherwise evident, of the individual reconciling items disclosed, such as the nature, effect, and underlying causes of the reconciling items and the judgment used in categorizing the reconciling items. For each annual period presented, the ASU requires all reporting entities to disclose the year-to-date amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign. It also requires additional disaggregated information on income taxes paid (net of refunds received) to an individual jurisdiction equal to or greater than 5% of total income taxes paid (net of refunds received). The ASU requires that all reporting entities disclose income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign, and income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign. The ASU is effective for public entities for annual periods beginning after December 15, 2024. We are still evaluating the impact on our financial statement disclosures.

Segment Reporting. In November 2023, the FASB issued ASU No. 2023-07 "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures." The amendments in this update address the requirement for a public entity to disclose its significant segment expense categories and amounts for each reportable segment. A significant segment expense is any significant expense incurred by the segment, including direct expenses, shared expenses, allocated corporate overhead, or interest expense that is regularly reported to the chief operating decision maker and is included in the measure of segment profit or loss. The disclosure of significant segment expenses is in addition to the current specifically-enumerated segment expenses required to be disclosed, such as depreciation and interest expense. If a public entity does not disclose any significant segment expenses for a reportable segment, it is required to disclose narratively the nature of the expenses used by the chief operating decision maker to manage the segment's operations. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. We are still evaluating the impact, but do not expect the adoption of the standard to have a material impact on our Consolidated Financial Statements.

Business Combinations. In August 2023, the FASB issued ASU No. 2023-05 "Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement." The amendments in this update address the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. The update requires that a joint venture apply a new basis of accounting upon formation. By applying a new basis of accounting, a joint venture, upon formation, will recognize and initially measure its assets and liabilities at fair value (with exceptions to fair value measurement that are consistent with the business combinations guidance). The amendments in this update are effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. This update will impact us if we enter into any joint venture agreements after January 1, 2025 and we will evaluate the impact accordingly.

2. REVENUE

Revenue Recognition. Based on the information that management reviews internally for evaluating operating segment performance and nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors, we disaggregate revenue as follows:


	Three Months Ended June 30,				Change				Six Months Ended June 30,				Change
Consolidated Operating Revenue	2024		2023		$		%		2024		2023		$		%
	(In millions)								(In millions)
Verification Services	$	515.9	$	474.0	$	41.9	9	%	$	992.3	$	929.8	$	62.5	7	%
Employer Services	97.0		108.8		(11.8)		(11)	%	223.4		249.3		(25.9)		(10)	%
Total Workforce Solutions	612.9		582.8		30.1		5	%	1,215.7		1,179.1		36.6		3	%
Online Information Solutions	377.8		358.6		19.2		5	%	758.0		699.6		58.4		8	%
Mortgage Solutions	40.4		30.3		10.1		33	%	78.4		63.5		14.9		23	%
Financial Marketing Services	60.1		56.1		4.0		7	%	107.2		103.6		3.6		3	%
Total U.S. Information Solutions	478.3		445.0		33.3		7	%	943.6		866.7		76.9		9	%
Latin America	97.3		56.9		40.4		71	%	188.4		112.2		76.2		68	%
Europe	88.2		78.7		9.5		12	%	174.4		154.4		20.0		13	%
Asia Pacific	84.6		87.7		(3.1)		(4)	%	162.9		177.6		(14.7)		(8)	%
Canada	69.2		66.5		2.7		4	%	134.9		129.6		5.3		4	%
Total International	339.3		289.8		49.5		17	%	660.6		573.8		86.8		15	%
Total operating revenue	$	1,430.5	$	1,317.6	$	112.9	9	%	$	2,819.9	$	2,619.6	$	200.3	8	%

Remaining Performance Obligation – We have elected to disclose only the remaining performance obligations for those contracts with an expected duration of greater than one year and do not disclose the value of remaining performance obligations for contracts in which we recognize revenue at the amount to which we have the right to invoice. We expect to recognize as revenue the following amounts related to our remaining performance obligations as of June 30, 2024, inclusive of foreign exchange impact:


Performance Obligation	Amount
	(In millions)
Less than 1 year	$	30.0
1 to 3 years	36.2
3 to 5 years	14.5
Thereafter	16.8
Total remaining performance obligation	$	97.5

3. ACQUISITIONS AND INVESTMENTS

2023 Acquisitions and Investments. In the first quarter of 2023, the Company acquired a company in Canada within the International operating segment.

4. GOODWILL AND INTANGIBLE ASSETS

Goodwill. Goodwill represents the cost in excess of the fair value of the net assets acquired in a business combination. 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 test as of December 1.

Changes in the amount of goodwill for the six months ended June 30, 2024, are as follows:


	Workforce Solutions		U.S. Information Solutions		International		Total

Balance, December 31, 2023	$	2,520.2	$	2,006.2	$	2,303.5	$	6,829.9

Adjustments to initial purchase price allocation	—		—		1.1		1.1
Foreign currency translation	(0.1)		—		(84.4)		(84.5)

Balance, June 30, 2024	$	2,520.1	$	2,006.2	$	2,220.2	$	6,746.5

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 annual impairment test as of December 1, at which point the estimated fair value of our indefinite-lived intangibles exceeded the carrying value. Our indefinite-lived intangible asset carrying amounts did not change during the six months ended June 30, 2024.

Purchased Intangible Assets. Purchased intangible assets represent the estimated acquisition date fair value of acquired intangible assets used in our business. Purchased data files represent the estimated fair value of consumer and commercial data files acquired through our acquisitions of various companies, including a fraud and identity solutions provider and independent credit reporting agencies in the U.S., Australia, Brazil, Canada and Dominican Republic. We expense the cost of modifying and updating credit files in the period such costs are incurred. We amortize all of our purchased intangible assets on a straight-line basis. For additional information about the useful lives related to our purchased intangible assets, see Note 1 of the Notes to Consolidated Financial Statements in our 2023 Form 10-K.

Purchased intangible assets, net, recorded on our Consolidated Balance Sheets at June 30, 2024 and December 31, 2023 consisted of the following:


	June 30, 2024						December 31, 2023
	Gross		Accumulated Amortization		Net		Gross		Accumulated Amortization		Net
Definite-lived intangible assets:	(In millions)
Purchased data files	$	1,141.8	$	(642.1)	$	499.7	$	1,158.5	$	(604.2)	$	554.3
Customer relationships	1,028.8		(517.6)		511.2		1,053.5		(484.2)		569.3

Proprietary database	705.6		(199.7)		505.9		705.8		(171.5)		534.3
Acquired software and technology	218.5		(89.3)		129.2		222.5		(75.4)		147.1
Trade names, non-compete agreements and other intangible assets	66.0		(21.7)		44.3		79.6		(25.8)		53.8

Total definite-lived intangible assets	$	3,160.7	$	(1,470.4)	$	1,690.3	$	3,219.9	$	(1,361.1)	$	1,858.8

Amortization expense related to purchased intangible assets was $65.3 million and $60.3 million during the three months ended June 30, 2024 and 2023, respectively. Amortization expense related to purchased intangible assets was $132.4 million and $121.0 million during the six months ended June 30, 2024 and 2023, respectively.

Estimated future amortization expense related to definite-lived purchased intangible assets at June 30, 2024 is as follows:


Years ending December 31,	Amount
	(In millions)
2024	$	129.2
2025	252.9
2026	237.1
2027	224.4
2028	168.2
Thereafter	678.5
	$	1,690.3

5. DEBT

Debt outstanding at June 30, 2024 and December 31, 2023 was as follows:


	June 30, 2024		December 31, 2023
	(In millions)
Commercial paper ("CP")	$	—	$	196.0




Notes, 2.60%, due December 2024	750.0		750.0
Notes, 2.60%, due December 2025	400.0		400.0
Notes, 3.25%, due June 2026	275.0		275.0

Term loan, due August 2026	686.9		695.6
Notes, 5.10%, due December 2027	750.0		750.0
Notes, 5.10%, due June 2028	700.0		700.0
Debentures, 6.90%, due July 2028	125.0		125.0
Notes, 3.10%, due May 2030	600.0		600.0
Notes, 2.35%, due September 2031	1,000.0		1,000.0
Notes, 7.00%, due July 2037	250.0		250.0
Other	2.0		—
Total debt	5,538.9		5,741.6
Less short-term debt and current maturities	(769.6)		(963.4)
Less unamortized discounts and debt issuance costs	(26.6)		(30.4)
Total long-term debt, net	$	4,742.7	$	4,747.8

Senior Credit Facilities. We have access to a $1.5 billion five-year unsecured revolving credit facility (the “Revolver”), which matures in August 2027, and a $700.0 million delayed draw term loan (“Term Loan”), which matures in August 2026, collectively known as the “Senior Credit Facilities.” In March 2023, we amended our Senior Credit Facilities agreement to adjust our debt covenant requirements and incorporate the Secured Overnight Financing Rate (SOFR) into our agreement, among other changes. Borrowings under the Senior Credit Facilities may be used for working capital, for capital expenditures, to refinance existing debt, to finance acquisitions and for other general corporate purposes. The Revolver includes an option to request a maximum of three one-year extensions of the maturity date any time after the first anniversary of the closing date of the Revolver. In May 2024, we exercised our first option to extend the maturity date by one year, from August 2026 to August 2027, and amended the Revolver agreement to replace a discontinued reference rate for Canadian Dollar-denominated commitments. Availability of the Revolver is reduced by the outstanding principal balance of our CP notes and by any letters of credit issued under the Revolver. As of June 30, 2024, there were no outstanding CP notes, $0.4 million of letters of credit outstanding, no outstanding borrowings under the Revolver, and $686.9 million outstanding under the Term Loan. Availability under the Revolver was $1,499.6 million at June 30, 2024.

Commercial Paper Program. Our $1.5 billion CP program has been established through the private placement of CP notes from time-to-time, in which borrowings may bear interest at either a variable or a fixed rate, plus the applicable margin. Maturities of CP can range from overnight to 397 days. Because the CP is backstopped by our Revolver, the amount of CP

which may be issued under the program is reduced by the outstanding face amount of any letters of credit issued and by the outstanding borrowings under our Revolver. At June 30, 2024, there were no outstanding CP notes. We have disclosed the net short-term borrowing activity for the six months ended June 30, 2024 in the Consolidated Statements of Cash Flows. There were no CP borrowings or payments with a maturity date greater than 90 days and less than 365 days for the six months ended June 30, 2024 or for the six months ended June 30, 2023.

For additional information about our debt agreements, see Note 5 of the Notes to Consolidated Financial Statements in our 2023 Form 10-K.

6. COMMITMENTS AND CONTINGENCIES

Remaining Matters Related to 2017 Cybersecurity Incident

Canadian Class Actions. Five putative Canadian class actions, four of which are on behalf of a national class of approximately 19,000 Canadian consumers, are pending against us in Ontario, British Columbia and Alberta. Each of the proposed Canadian class actions asserts a number of common law and statutory claims seeking monetary damages and other related relief in connection with a material cybersecurity incident in 2017. In addition to seeking class certification on behalf of Canadian consumers whose personal information was allegedly impacted by the 2017 cybersecurity incident, in some cases, plaintiffs also seek class certification on behalf of a larger group of Canadian consumers who had contracts for subscription products with Equifax around the time of the incident or earlier and were not impacted by the incident. The Ontario class action has been certified in part but is otherwise at a preliminary stage. All other purported class actions are at preliminary stages or stayed.

CFPB Matters

In December 2021, we received a Civil Investigative Demand (a “CID”) from the Consumer Financial Protection Bureau (“CFPB”) as part of its investigation into our consumer disputes process at our USIS business unit in order to determine whether we have followed Fair Credit Reporting Act requirements for the proper handling of consumer disputes. The CID requested the production of documents and answers to written questions. In January 2023, the CFPB informed us that its enforcement division would be investigating our previously-disclosed coding issue identified within a legacy server environment in the U.S. that impacted how some credit scores were calculated during a three-week period in 2022. The staff of the CFPB has informed us that the CFPB intends to seek injunctive and civil money penalties against us based on allegations related to the consumer disputes investigation and the coding issue investigation. We expect to engage in discussions with the CFPB and we are cooperating with the CFPB in its investigations.

Data Processing, Outsourcing Services and Other Agreements

We have separate agreements with Google, Amazon Web Services, UST Global, Kyndryl and others to outsource portions of our network and security infrastructure, computer data processing operations, applications development, business continuity and recovery services, help desk service and desktop support functions, operation of our voice and data networks, maintenance and related functions and to provide certain other administrative and operational services. The agreements expire between 2024 and 2029. 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 significant termination fees.

Guarantees and General Indemnifications

We will from time to time issue standby letters of credit, performance or surety bonds or other guarantees in the normal course of business. The aggregate notional amount of all standby letters of credit, performance bonds and surety bonds is not material at June 30, 2024 and these instruments generally have a remaining maturity of one year or less. We may issue other guarantees in the ordinary course of business. The maximum potential future payments we could be required to make under the guarantees is not material at June 30, 2024. We have agreed to guarantee the liabilities and performance obligations (some of which have limitations) of a certain debt collections and recovery management subsidiary under its commercial agreements.

Many of our commercial agreements contain commercially standard indemnification obligations related to tort, material breach or other liabilities that arise during the course of performance under the agreement. These indemnification obligations are typically mutual.

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 indemnified 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 guarantees and indemnities and related provisions described above because we cannot predict when and under what circumstances these provisions may be triggered.

Contingencies

In addition to the matters set forth above, we are involved in legal and regulatory matters, government investigations, 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. While it is reasonably possible that we will incur losses associated for certain of these matters, it is not possible at this time to estimate the amount of loss or range of possible losses that might result from their resolution. The Company will continue to evaluate information as it becomes known and will record an estimate for losses at the time when it is both probable that a loss has been incurred and the amount of the loss is reasonably estimable.

For additional information about these and other commitments and contingencies, see Note 6 of the Notes to Consolidated Financial Statements in our 2023 Form 10-K.

7. INCOME TAXES

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 2020 with a few exceptions. Due to the potential for resolution of state and foreign examinations, and the expiration of various statutes of limitations, it is reasonably possible that our gross unrecognized tax benefit balance may change within the next twelve months by a range of $0 to $10.0 million.

Effective Tax Rate

Our effective income tax rate was 26.4% for the three months ended June 30, 2024, compared to 27.4% for the three months ended June 30, 2023. Our effective income tax rate was 25.5% for the six months ended June 30, 2024, compared to 26.6% for the six months ended June 30, 2023. Our effective tax rate was lower for the three and six months ended June 30, 2024 as compared to the same periods in 2023 due to more favorable discrete benefits in the current year primarily due to the expiration of the statute of limitations related to uncertain tax positions.

8. ACCUMULATED OTHER COMPREHENSIVE LOSS

Changes in accumulated other comprehensive loss by component, after tax, for the six months ended June 30, 2024, are as follows:


	Foreign currency translation adjustment		Pension and other postretirement benefit plans		Cash flow hedging transactions		Total
	(In millions)
Balance, December 31, 2023	$	(426.7)	$	(3.6)	$	(0.9)	$	(431.2)
Other comprehensive (loss) income	(113.3)		0.1		0.1		(113.1)


Balance, June 30, 2024	$	(540.0)	$	(3.5)	$	(0.8)	$	(544.3)

The change in accumulated other comprehensive loss related to noncontrolling interests including redeemable noncontrolling interests was $14.9 million as of June 30, 2024.

9. RESTRUCTURING CHARGES

Restructuring costs consist of severance costs, contract termination and associated costs, and other exit and disposal costs. Severance costs relate to a reduction in headcount, contract termination costs primarily relate to penalties for early termination of contracts and associated costs of transition, and other exit and disposal costs primarily relate to real estate exit costs.

During the twelve months ended December 31, 2023, we recorded $37.6 million of restructuring charges, all of which were recorded in selling, general and administrative expenses within our Consolidated Statements of Income. These charges were recorded to general corporate expense and resulted from our continuing efforts to realign our internal resources to support the Company’s strategic objectives and primarily relate to a reduction in headcount and contract termination and associated costs. As of June 30, 2024, substantially all of the 2023 restructuring charges have been paid with the remaining future payments expected to be completed by the fourth quarter of 2024.

The changes during the six months ended June 30, 2024 in the liabilities associated with the restructuring charges recorded during 2023, including expenses incurred and cash payments, are as follows:


	Liability balance as of 12/31/2023		Expenses Incurred		Cash Payments		Liability balance as of 6/30/2024
Restructuring charges:	(In millions)
Severance costs	$	13.4	$	—	$	(9.3)	$	4.1