DNB » Topics » Credit Facility

This excerpt taken from the DNB 10-Q filed May 7, 2009.

Credit Facility

At December 31, 2007, we had a $500 million, five-year bank revolving credit facility, which expires in April 2012. Borrowings under the $500 million credit facility are available at prevailing short-term interest rates. On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million. We had $199.0 million and $490.5 million of borrowings outstanding under the $650 million credit facility at March 31, 2009 and 2008, respectively. We borrowed under these facilities from time-to-time during the three months ended March 31, 2009 to fund our share repurchases, acquisition strategy and working capital needs.

In December 2008 and January 2009, we entered into interest rate swap agreements with an aggregate notional amount of $100 million, and designated these swaps as cash flow hedges against variability in cash flows related to our $650 million credit facility. These transactions were accounted for as cash flow hedges and, as such, changes in fair value of the hedges are recorded in AOCI. Approximately $1.0 million of net derivative losses associated with these swaps was included in AOCI at March 31, 2009.

These excerpts taken from the DNB 10-K filed Feb 24, 2009.

Credit Facility

At December 31, 2006, we had a $300 million bank revolving credit facility, which we terminated on April 19, 2007, and entered into a $500 million, five-year bank revolving credit facility.

At December 31, 2007, we had a $500 million, five-year bank revolving credit facility, which expires in April 2012. Borrowings under the $500 million credit facility are available at prevailing short-term interest rates. On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million. At December 31, 2008, we had $203.4 million of borrowings

 

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outstanding under the $650 million credit facility. At December 31, 2007, we had $425.3 million of borrowings outstanding under the $500 million credit facility. We borrowed under these facilities from time-to-time during the year ended December 31, 2008 to fund our share repurchases, acquisition strategy and working capital needs.

Credit Facility

FACE="Times New Roman" SIZE="2">At December 31, 2006, we had a $300 million bank revolving credit facility, which we terminated on April 19, 2007, and entered into a $500 million, five-year bank revolving credit facility.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">At December 31, 2007, we had a $500 million, five-year bank revolving credit facility, which expires in April 2012. Borrowings under the $500
million credit facility are available at prevailing short-term interest rates. On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million. At
December 31, 2008, we had $203.4 million of borrowings

 


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outstanding under the $650 million credit facility. At December 31, 2007, we had $425.3 million of borrowings outstanding under the $500 million credit
facility. We borrowed under these facilities from time-to-time during the year ended December 31, 2008 to fund our share repurchases, acquisition strategy and working capital needs.

FACE="Times New Roman" SIZE="2">Dividends

The total amount of dividends paid during the years ended December 31, 2008 and 2007
was $65.6 million and $58.4 million, respectively. We did not pay any dividends on our common stock during the year ended December 31, 2006.

SIZE="2">Stock-based Programs

For the year ended December 31, 2008, net proceeds from stock-based awards were $23.8 million
compared to $31.3 million for the year ended December 31, 2007. The decrease was primarily attributed to a decrease in the volume of stock option exercises in 2008 as compared to the prior period.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">For the year ended December 31, 2007, net proceeds from stock-based awards were $31.3 million compared to $50.5 million for the year ended
December 31, 2006. The decrease was primarily attributed to a decrease in the volume of stock option exercises in 2007 as compared to the prior period.

SIZE="2">Share Repurchases

During the year ended December 31, 2008, we repurchased 4.4 million shares of common stock for
$381.9 million under our share repurchase programs. The share repurchases are comprised of the following programs:

 







  

In December 2007, our Board of Directors approved a $400 million, two-year share repurchase program, which commenced in February 2008. We repurchased
3.2 million shares of common stock for $272.7 million under this share repurchase program during the year ended December 31, 2008. We anticipate that this program will be completed by February 2010;

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

In May 2007, our Board of Directors approved a $200 million, one-year share repurchase program, which commenced in July 2007. We repurchased 0.3 million shares
of common stock for $26.8 million under this repurchase program during the year ended December 31, 2008. This program was completed in February 2008; and

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

In August 2006, our Board of Directors approved a four-year, five million share repurchase program to mitigate the dilutive effect of the shares issued under our
stock incentive plans and ESPP. We repurchased 0.9 million shares of common stock for $82.4 million under this program during the year ended December 31, 2008. This program expires in August 2010.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">During the year ended December 31, 2007, we repurchased 4.5 million shares of common stock for $408.5 million under our share repurchase
programs. The share repurchases are comprised of the following programs:

 







  

In May 2007, our Board of Directors approved a $200 million, one-year share repurchase program, which began in July 2007 upon the completion of the then existing
$200 million program. We purchased 1.9 million shares of common stock for $173.2 million under the new $200 million program during the year ended December 31, 2007. This program was completed in February 2008;


 







  

In August 2006, our Board of Directors approved a $200 million, one-year share repurchase program which began in October 2006. We repurchased 1.4 million
shares of common stock for $125.0 million under this program during the year ended December 31, 2007. This program was completed in July 2007; and

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

In August 2006, our Board of Directors approved a four-year, five million share repurchase program to mitigate the dilutive effect of the shares issued under our
stock incentive plans and ESPP. We repurchased 1.2 million shares of common stock for $110.3 million during the year ended December 31, 2007. This program expires in August 2010.

STYLE="margin-top:0px;margin-bottom:0px"> 


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During the year ended December 31, 2006, we repurchased 8.9 million shares of common stock for
$662.7 million. The share repurchases are comprised of the following programs:

 







  

In January 2006, our Board of Directors approved an additional $100 million to our then existing $400 million, two-year share repurchase program announced in
February 2005. We repurchased 4.2 million shares of common stock for $300.0 million under this program during the year ended December 31, 2006. This program was completed in September 2006;

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

In August 2006, our Board of Directors approved a $200 million, one-year share repurchase program which began in October 2006. During the year ended
December 31, 2006, we repurchased 0.9 million shares of common stock for $75.0 million under this share repurchase program;

 







  

In July 2003, our Board of Directors approved a three-year, six million share repurchase program to mitigate dilution under our stock incentive plans and ESPP. This
program was completed in August 2006. We repurchased 2.7 million shares of common stock for $199.8 million under this program during the year ended December 31, 2006; and

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

In August 2006, our Board of Directors approved a four-year, five million share repurchase program to mitigate the dilutive effect of the shares issued under our
stock incentive plans and ESPP. We repurchased 1.1 million shares of common stock for $87.9 million during the year ended December 31, 2006.

FACE="Times New Roman" SIZE="2">Spin-off Obligations

As part of our spin-off from Moody’s/The Dun & Bradstreet
Corporation (“D&B2”) in 2000, Moody’s and D&B entered into a Tax Allocation Agreement dated as of September 30, 2000 (the “TAA”). During the years ended December 31, 2008 and 2007, we did not make a payment
to Moody’s/D&B2 under the TAA.

We made payments of $20.9 million to Moody’s/D&B2 during the year ended December 31,
2006 under the TAA which was fully accrued as of December 31, 2005. See “Future Liquidity—Sources and Uses of Funds” for further details.

SIZE="2">Future Liquidity—Sources and Uses of Funds

This excerpt taken from the DNB 10-Q filed Nov 6, 2008.

Credit Facility

At December 31, 2007, we had a $500 million, five-year bank revolving credit facility, which expires in April 2012. Borrowings under the $500 million credit facility are available at prevailing short-term interest rates. On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million. At September 30, 2008, we had $165.0 million of borrowings outstanding under the $650 million credit facility. At September 30, 2007, we had $246.7 million of borrowings outstanding under the $500 million credit facility. We borrowed under these facilities from time-to-time during the nine months ended September 30, 2008 to fund our share repurchases, acquisition strategy and working capital needs.

This excerpt taken from the DNB 10-Q filed Jul 31, 2008.

Credit Facility

At December 31, 2007, we had a $500 million, five-year bank revolving credit facility, which expires in April 2012. Borrowings under the $500 million credit facility are available at prevailing short-term interest rates. On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million. At June 30, 2008, we had $126.0 million of borrowings outstanding under the $650 million credit facility. At June 30, 2007, we had $176.4 million of borrowings outstanding under the $500 million credit facility. We borrowed under these facilities from time-to-time during the six months ended June 30, 2008 to fund our share repurchases, acquisition strategy and working capital needs.

This excerpt taken from the DNB 10-Q filed May 8, 2008.

Credit Facility

At March 31, 2007, we had a $300 million bank revolving credit facility available at prevailing short-term interest rates, which we terminated on April 19, 2007 and entered into a $500 million, five-year credit facility. On April 19, 2007, we borrowed $182.7 million under our $500 million credit facility and utilized such proceeds to pay down the amounts outstanding under our then existing $300 million credit facility immediately prior to termination. On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million. The $650 million credit facility will provide us the ability to access the short-term borrowings market from time-to-time to fund working capital needs, acquisitions and share repurchases. At March 31, 2008, we had $490.5 million of borrowings outstanding under the $650 million credit facility. At March 31, 2007, we had $184.7 million of borrowings outstanding under the $300 million credit facility.

These excerpts taken from the DNB 10-K filed Feb 25, 2008.

Credit Facility

On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million.

Credit Facility

SIZE="2">On January 25, 2008, we exercised a $150 million expansion feature on our $500 million credit facility expanding the total facility to $650 million.

SIZE="2">Interest Rate Risk

In January 2008, we entered into a series of rate locks with a notional value of $400 million to hedge
treasury rate volatility in anticipation of a future debt issuance.

 






Item 9.    
Changes
in and Disagreements with Accountants on Auditing and Financial Disclosure
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Not Applicable.

 






Item 9A.    
Controls
and Procedures
This excerpt taken from the DNB 10-Q filed Nov 6, 2007.

Credit Facility

At December 31, 2006, we had a $300 million bank revolving credit facility available at prevailing short-term interest rates, which we terminated on April 19, 2007 and entered into a new $500 million, five-year credit facility. On April 19, 2007, we borrowed $182.7 million under our new $500 million credit facility and utilized such proceeds to pay down the amounts outstanding under our then existing $300 million credit facility immediately prior to termination. The new $500 million credit facility will provide us the ability to access the short-term borrowings market from time-to-time to fund working capital needs, acquisitions and share repurchases. At September 30, 2007, we had $246.7 million of borrowings outstanding under the new $500 million credit facility. At September 30, 2006, we had $101.0 million of borrowings outstanding under the $300 million credit facility.

This excerpt taken from the DNB 10-Q filed Aug 7, 2007.

Credit Facility

At December 31, 2006, we had a $300 million bank revolving credit facility available at prevailing short-term interest rates, which we terminated on April 19, 2007 and entered into a new $500 million, five-year credit facility. On April 19, 2007, we borrowed $182.7 million under our new $500 million credit facility and utilized such proceeds to pay down the amounts outstanding under our then existing $300 million credit facility immediately prior to termination. The new $500 million credit facility will provide us the ability to access the short-term borrowings market from time-to-time to fund working capital needs, acquisitions and share repurchases. At June 30, 2007, we had $176.4 million of borrowings outstanding under the new $500 million credit facility. At June 30, 2006, we had $55.0 million of borrowings outstanding under the $300 million credit facility.

This excerpt taken from the DNB 10-Q filed May 4, 2007.

Credit Facility

On April 19, 2007, we entered into a new five-year credit agreement and terminated our existing five-year credit agreement. We have $500 million of aggregate availability under the new facility, while our aggregate availability under the terminated facility was $300 million. Borrowings under the new facility will be available at prevailing short-term interest rates. The new facility expires in April 2012 and requires the maintenance of interest coverage and total debt to EBITDA ratios. On April 19, 2007, we borrowed $182.7 million under our new five-year credit agreement and utilized such proceeds to pay down the amounts under our then outstanding five-year facility immediately prior to its termination.

 

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This excerpt taken from the DNB 10-K filed Feb 28, 2007.

Credit Facility

In September 2004, we entered into a $300 million bank revolving credit facility which bears interest at prevailing short-term interest rates and will expire in September 2009. This facility also supports our commercial paper borrowings. At December 31, 2006, we had $159.5 million of borrowings outstanding under this facility. We had not drawn on the facility and did not have any borrowings outstanding under the facility for the years ended December 31, 2005 and 2004. We did not borrow under our commercial paper program for the years ended December 31, 2006, 2005 or 2004. The bank credit facility requires the maintenance of interest coverage and total debt to earnings before income, tax depreciation and amortization ratios (each as defined in the facility). We were in compliance with these requirements for the years ended December 31, 2006, 2005 and 2004. See Note 6 to our consolidated financial statements included in Item 8. of this Annual Report on Form 10-K.

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