UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)



x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2012~~ 2013

- OR -



¨	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 333-182948

TRANSUNION HOLDING COMPANY, INC.

(Exact name of registrant as specified in its charter)

Delaware		61-1678417
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)
(State or other jurisdiction ofincorporation or organization)		(I.R.S. EmployerIdentification Number)
555 West Adams, Chicago, Illinois		60661
(Address of principal executive offices)		(Zip Code)

312-985-2000

(Registrant’s telephone number, including area code)

Commission file number 333-172549

TRANSUNION CORP.

(Exact name of registrant as specified in its charter)

Delaware		74-3135689
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
(State or other jurisdiction ofincorporation or organization)		(I.R.S. EmployerIdentification No.)
555 West Adams Street Chicago, IL		60661
555 West Adams StreetChicago, IL		60661
(Address of principal executive offices)		(Zip Code)

312-985-2000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Exchange Act (“Act”).

TransUnion Holding Company, Inc. ¨o YES x NO TransUnion Corp. ¨o YES x NO

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

TransUnion Holding Company, Inc. ¨o YES x NO TransUnion Corp. xo YES ¨x NO

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 at least the past 90 days.

TransUnion Holding Company, Inc. x YES ¨o NO TransUnion Corp. x YES ¨o NO

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232-405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).

TransUnion Holding Company, Inc. x YES ¨o NO TransUnion Corp. x YES ¨o NO

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

TransUnion Holding Company, Inc. ¨x TransUnion Corp. ¨x

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 definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.



TransUnion Holding Company, Inc.	¨	Large accelerated filer	¨	Accelerated filer
	x	Non-accelerated filer	¨	Smaller reporting company
TransUnion Corp.	¨	Large accelerated filer	¨	Accelerated filer
	x	Non-accelerated filer	¨	Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

TransUnion Holding Company, Inc. ¨o YES x NO TransUnion Corp. ¨o YES x NO

As of June 30, ~~2012~~2013, there was no established public market for TransUnion Holding Company, Inc. or TransUnion Corp.’s common stock, par value $0.01 per share.

As of January 31, ~~2013~~2014, there were ~~109~~110,~~807~~248,~~128~~241 shares of TransUnion Holding Company, Inc. common stock outstanding. As of January 31, ~~2013~~2014, there were 100 shares of TransUnion Corp. common stock outstanding., all of which are held by TransUnion Holding Company, Inc.

DOCUMENTS INCORPORATED BY REFERENCE

None

~~None~~Table of Contents

~~Table~~TRANSUNION ofHOLDING ~~Contents~~COMPANY, INC. AND TRANSUNION CORP.

~~TRANSUNION~~ANNUAL ~~HOLDING~~REPORT ~~COMPANY,~~ON ~~INC.~~FORM ~~AND TRANSUNION CORP.~~ 10-K

~~ANNUAL~~YEAR ~~REPORT~~ENDED ONDECEMBER ~~FORM~~31, ~~10-K~~ 2013

~~YEAR~~TABLE ~~ENDED~~OF ~~DECEMBER 31, 2012~~ CONTENTS

TABLE OF CONTENTS



PART I	3
ITEM 1. BUSINESS	4
ITEM 1A. RISK FACTORS	16
ITEM 1B. UNRESOLVED STAFF COMMENTS	26
ITEM 2. PROPERTIES	26
ITEM 3. LEGAL PROCEEDINGS	26
ITEM 4. MINE SAFETY DISCLOSURES	29
PART II	30
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	30
ITEM 6. SELECTED FINANCIAL DATA	31
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	33
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	52
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	54
TransUnion Holding Company, Inc.
Consolidated Balance Sheets	58
Consolidated Statements of Income	59
Consolidated Statements of Comprehensive Income	60
Consolidated Statements of Cash Flows	61
Consolidated Statements of Stockholders’ Equity	63
TransUnion Corp.
Consolidated Balance Sheets	67
Consolidated Statements of Income	68
Consolidated Statements of Comprehensive Income	69
Consolidated Statements of Cash Flows	70
Consolidated Statements of Stockholders’ Equity	72
TransUnion Holding Company, Inc. and TransUnion Corp.
Combined Notes to Consolidated Financial Statements	73
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	126
ITEM 9A. CONTROLS AND PROCEDURES	126
ITEM 9B. OTHER INFORMATION	126
PART III	127
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	127
ITEM 11. EXECUTIVE COMPENSATION	130
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	148
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	150
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES	152
PART IV	152
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	153

PART I			4
ITEM 1. BUSINESS			4
ITEM 1A. RISK FACTORS			20
ITEM 1B. UNRESOLVED STAFF COMMENTS			32
ITEM 2. PROPERTIES			32
ITEM 3. LEGAL PROCEEDINGS			32
ITEM 4. MINE SAFETY DISCLOSURES			35
PART II			36
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES			36
ITEM 6. SELECTED FINANCIAL DATA			37
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			39
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			62
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA			64
TransUnion Holding Company, Inc.
Consolidated Balance Sheet			68
Consolidated Statement of Income			69
Consolidated Statement of Comprehensive Income			70
Consolidated Statement of Cash Flows			71
Consolidated Statement of Stockholders’ Equity			72
TransUnion Corp.
Consolidated Balance Sheets			75
Consolidated Statements of Income			76
Consolidated Statements of Comprehensive Income			77
Consolidated Statements of Cash Flows			78
Consolidated Statements of Stockholders’ Equity			80
TransUnion Holding Company, Inc. and TransUnion Corp.
Combined Notes to Consolidated Financial Statements			81
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE			138
ITEM 9A. CONTROLS AND PROCEDURES			138
ITEM 9B. OTHER INFORMATION			138
PART III			139
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE			139
ITEM 11. EXECUTIVE COMPENSATION			141
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS			163
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE			166
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES			168
PART IV			169
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES			169

2Table of Contents

~~Table~~Cautionary ofNotice ~~Contents~~Regarding Forward-Looking Statements

~~Cautionary~~This ~~Notice~~annual ~~Regarding~~report on Form 10-K contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Any statements made in this annual report that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements. Forward-~~Looking~~looking ~~Statements~~statements include information concerning possible or assumed future results of operations, including descriptions of our business plans and strategies. These statements often include words such as “anticipate,” “expect,” “suggest,” “plan,” “believe,” “intend,” “estimate,” “target,” “project,” “should,” “could,” “would,” “may,” “will,” “forecast” and other similar expressions.

~~This~~Although ~~annual~~we ~~report~~believe that these forward-looking statements are based on ~~Form~~reasonable 10assumptions, you should be aware that factors affecting our actual financial results or results of operations could cause actual results to differ materially from those expressed in the forward-Klooking ~~contains~~statements. Factors that could materially affect our financial results or such forward-looking statements ~~within~~include: macroeconomic and industry trends and adverse developments in the ~~meaning~~debt, ofconsumer ~~Section 21E~~credit ofand financial services markets; our ability to maintain the ~~Securities~~security ~~Exchange~~and ~~Act~~integrity of ~~1934,~~our ~~as amended.~~data; ~~Any~~our ~~statements~~ability ~~made~~to indeliver ~~this~~services ~~annual~~timely ~~report~~without ~~that~~interruption; ~~are~~our ~~not~~ability ~~statements~~to ofmaintain ~~historical~~our ~~fact,~~access ~~including~~to ~~statements~~data ~~about~~sources; government regulation and changes in the regulatory environment; litigation or regulatory proceedings; our ~~beliefs~~ability to effectively develop and ~~expectations,~~maintain ~~are~~strategic ~~forward-looking~~alliances ~~statements.~~and ~~Forward-looking~~joint ~~statements~~ventures; ~~include~~our ~~information~~ability ~~concerning possible~~to ormake ~~assumed~~acquisitions ~~future~~and ~~results~~integrate the operations of other businesses; our ability to timely develop new services; our ability to manage and expand our operations, ~~including~~and ~~descriptions~~keep up with rapidly changing technologies; our ability to manage expansion of our business ~~plans~~into international markets; economic and ~~strategies.~~political ~~These~~stability ~~statements~~in ~~often~~international ~~include~~markets ~~words~~where ~~such~~we asoperate; ~~“anticipate,”~~our ~~“expect,”~~ability ~~“suggest,”~~to ~~“plan,” “believe,”~~effectively ~~“intend,”~~manage ~~“estimate~~our costs; our ability to provide competitive services and prices; our ability to make timely payments of principal and interest on our indebtedness; our ability to satisfy covenants in the agreements governing our indebtedness; our ability to maintain our liquidity; fluctuations in exchange rates; changes in federal,” ~~“target~~state,” ~~“project~~local or foreign tax law; our ability to protect our intellectual property; our ability to retain or renew existing agreements with long-term customers; our ability to access the capital markets; further consolidation in our end customer markets; reliance on key management personnel; and other factors described and referred to under Part I,” ~~“should~~Item 1A,” “~~could~~Risk Factors,” ~~“would~~and Part II,” ~~“may~~Item 7,” “~~will~~Management’s Discussion and Analysis of Financial Condition and Results of Operations,” ~~“forecast”~~in ~~and~~this ~~other~~annual ~~similar~~report. ~~expressions~~Many of these factors are beyond our control.

~~Although~~The ~~we believe that these~~ forward-looking statements ~~are~~contained ~~based~~in onthis ~~reasonable~~annual ~~assumptions,~~report ~~you~~speak ~~should~~only beas ~~aware~~of ~~that~~the ~~factors~~date ~~affecting~~of ~~our actual~~this ~~financial~~annual ~~results~~report. orWe ~~results~~undertake ofno ~~operations~~obligation ~~could cause actual results~~ to ~~differ~~publicly ~~materially~~release ~~from those expressed in~~ the ~~forward-looking~~result ~~statements.~~of ~~Factors~~any ~~that~~revisions ~~could~~to ~~materially~~these ~~affect our financial results or such~~ forward-looking statements ~~include: macroeconomic and industry trends and adverse developments in the debt~~, ~~consumer credit and financial services markets; our ability~~ to ~~maintain~~reflect ~~the~~events security and integrity of our data; our ability to deliver services timely without interruption; our ability to maintain our access to data sources; government regulation and changes in the regulatory environment; litigation or ~~regulatory~~circumstances ~~proceedings;~~after ~~our ability to effectively develop and maintain strategic alliances and joint ventures; our ability to make acquisitions and integrate~~ the ~~operations~~date of ~~other~~this ~~businesses;~~annual ~~our~~report ability to timely develop new services; our ability to manage and expand our operations and keep up with rapidly changing technologies; our ability to manage expansion of our business into international markets; economic and political stability in international markets where we operate; our ability to effectively manage our costs; our ability to provide competitive services and prices; our ability to make timely payments of principal and interest on our indebtedness; our ability to satisfy covenants in the agreements governing our indebtedness; our ability to maintain our liquidity; fluctuations in exchange rates; changes in federal, state, local or ~~foreign tax law; our ability~~ to ~~protect~~reflect ~~our intellectual property; our ability to retain or renew existing agreements with long-term customers; our ability to access~~ the ~~capital~~occurrence markets; further consolidation in our end customer markets; reliance on key management personnel; and other factors described and referred to under Part I, Item 1A, “Risk Factors,” and Part II, Item 7, “Management’s Discussion and Analysis of ~~Financial~~unanticipated ~~Condition and Results of Operations,” in this annual report~~events. ~~Many of these factors are beyond our control.~~

~~The~~Explanatory forward-looking statements contained in this annual report speak only as of the date of this annual report. We undertake no obligation to publicly release the result of any revisions to these forward-looking statements, to reflect events or circumstances after the date of this annual report or to reflect the occurrence of unanticipated events. Note

~~Explanatory~~We ~~Note~~operate TransUnion Holding Company, Inc. (“TransUnion Holding”) and TransUnion Corp. ("TransUnion Corp") as one business, with identical management teams. We believe that combining the periodic reports of TransUnion Holding and TransUnion Corp into a common filing provides the following benefits:

We• ~~operate~~Enhances ~~TransUnion~~investors’ ~~Holding~~understanding ~~Company,~~of ~~Inc. (“~~TransUnion Holding”) and TransUnion Corp. asby ~~one~~enabling ~~business,~~the ~~with~~investors ~~identical~~to ~~management~~easily ~~teams.~~view ~~We believe that combining~~ the ~~periodic~~business ~~reports~~as ~~of TransUnion~~a ~~Holding~~whole, ~~and~~in ~~TransUnion~~the ~~Corp.~~same ~~into~~manner athat ~~common~~management ~~filing~~views ~~provides~~and operates the ~~following benefits:~~ business;

• ~~Enhances~~Provides ~~investors’~~a ~~understanding~~more ofreadable, ~~TransUnion~~plain-English ~~Holding~~presentation ~~and~~of ~~TransUnion~~required ~~Corp.~~disclosures bywith ~~enabling~~less ~~the~~duplication, ~~investors~~since ~~to easily view the business as~~ a ~~whole,~~substantial inportion of the ~~same~~information ~~manner~~provided ~~that~~applies ~~management~~equally ~~views~~to ~~and~~both ~~operates the business~~entities; and

• ~~Provides~~Allows aus ~~more~~to ~~readable,~~save ~~plain-English~~time ~~presentation~~and ofachieve ~~required~~cost ~~disclosures~~efficiencies ~~with~~that ~~less~~would ~~duplication,~~not ~~since~~be aavailable ~~substantial~~if ~~portion~~two ofcompletely ~~the~~separate ~~information~~reports ~~provided~~had ~~applies~~to ~~equally~~be toprepared, ~~both~~reviewed ~~entities;~~and filed by management, our directors and our independent auditors.

•Where ~~Allows~~information usis tonot ~~save~~substantially ~~time~~the ~~and~~same ~~achieve~~for ~~cost~~each ~~efficiencies~~company, ~~that~~we ~~would~~have ~~not~~provided ~~be available if two completely~~ separate ~~reports~~information ~~had to be prepared, reviewed~~ and ~~filed~~appropriately byidentified ~~management,~~the ~~our~~relevant ~~directors~~registrant ~~and~~to ~~our~~which ~~independent~~that ~~auditors~~information relates.

~~Where~~PART ~~information is not substantially the same for each company, we have provided separate information and appropriately identified the relevant registrant to which that information relates.~~ I

3Unless the context indicates otherwise, any reference to "TransUnion," the “Company,” “we,” “us,” and “our” refers to TransUnion Holding Company, Inc. (“TransUnion Holding”) with its direct and indirect subsidiaries, including TransUnion Corp., or to TransUnion Corp. and its subsidiaries for periods prior to the formation of TransUnion Holding.

~~Table~~2012 ofChange ~~Contents~~in Control Transaction

~~PART~~On IApril 30, 2012, TransUnion Corp. was acquired by affiliates of Advent International Corporation (“Advent”) and Goldman Sachs & Co. (“GSC”, and together with Advent, the “Sponsors”), for the aggregate purchase price of $1,592.7 million, plus the assumption of existing debt. As a result, TransUnion Corp. became a wholly-owned subsidiary of TransUnion Holding.

~~Unless~~Table the context indicates otherwise, any reference to the “Company,” “we,” “us,” and “our” refers to TransUnion Holding Company, Inc. (“TransUnion Holding”) with its direct and indirect subsidiaries, including TransUnion Corp., or to TransUnion Corp. and its subsidiaries for periods prior to the formation of ~~TransUnion Holding.~~ Contents

~~Recent~~We ~~Developments~~financed the acquisition and paid related fees and expenses with $600.0 million of debt financing from the issuance of senior unsecured PIK toggle notes, $1,104.6 million of equity capital from the Sponsors and certain members of management and $49.2 million of available cash from operations.

~~On April 30,~~We ~~2012,~~refer ~~pursuant~~ to ~~the~~these ~~Merger~~transactions ~~Agreement,~~collectively ~~TransUnion~~as ~~Corp. was acquired by affiliates of Advent International Corporation (“Advent”) and Goldman Sachs & Co. (“GSC”, and together with Advent,~~ the ~~“Sponsors”),~~ ~~for~~2012 ~~the~~Change aggregate purchase price of $1,592.7 million, plus the assumption of existing debt. As a result, TransUnion Corp. became a wholly-owned subsidiary of TransUnion Holding. In connection with the acquisition, all existing stockholders of TransUnion Corp. received cash consideration for their shares and all existing option holders received cash consideration based on the value of their options. Certain members of management continue to hold equity interests in ~~the form~~Control ~~of TransUnion Holding common stock~~Transaction. To partially fund the acquisition, TransUnion Holding raised $600 million of debt in the form of senior unsecured Pay-in-Kind (“PIK”) toggle notes at a fixed cash interest rate of 9.625% and a fixed PIK interest rate of 10.375%, due June 15, 2018. On April 30, 2012, TransUnion Holding was owned 49.5% by affiliates of Advent, 49.5% by affiliates of GSC and 1% by members of management.

~~We financed the acquisition and paid related fees and expenses with~~ITEM ~~$600.0 million of debt financing from the issuance of senior unsecured PIK toggle notes, $~~1~~,104~~.6 million of equity capital from the Sponsors and certain members of management and $49.2 million of available cash from operations. In connection with the merger, we also increased the revolving commitment amount under Trans Union LLC’s senior secured revolving credit facility by $10.0 million, from $200.0 million to $210.0 million, and extended the maturity date of $155.0 million of revolving commitments under Trans Union LLC’s senior secured revolving credit facility to February 10, 2017. BUSINESS

~~We refer to these transactions collectively as the 2012 Change in Control Transaction.~~ Overview

~~ITEM 1~~We are a leading global provider of information and risk management solutions. ~~BUSINESS~~We provide these solutions to businesses across multiple industries and to individual consumers. Our technology and services enable businesses to make more timely and informed credit granting, risk management, underwriting, fraud protection and customer acquisition decisions by delivering high quality data, integrated with analytics and decisioning capabilities. Our interactive website provides consumers with real-time access to their personal credit information and analytical tools that help them understand and proactively manage their personal finances. We have operations in the United States, Africa, Canada, Latin America, Asia Pacific and India and provide services in 33 countries. Since our founding in 1968, we have built a diversified and stable customer base in multiple industries, including financial services, insurance, healthcare, automotive, retail and communications.

~~Overview~~Businesses use our data for their daily risk-management processes. Consumers use our data to help them understand their credit profile and protect themselves against identity theft. We obtain financial, credit, identity, bankruptcy, lien, judgment, insurance claims, automotive and other relevant information from thousands of sources, including credit-granting institutions, private databases and public records depositories, much of which is provided to us at little or no cost. We refine and enhance this data to create proprietary databases, processing approximately two billion updates monthly in the United States. We combine our data with our analytics and decisioning technology to deliver additional value to our customers. Our analytics, such as predictive modeling and scoring, customer segmentation, benchmarking and forecasting, enable businesses and consumers to efficiently monitor and manage risk. Our decisioning technology, which is delivered on a software-as-a-service platform, enables businesses to interpret data and scores and apply their specific qualifying criteria to make real-time decisions at the point of interaction with their customers. Collectively, our data, analytics and decisioning technology allow businesses to more effectively identify and acquire new customers, manage risk associated with existing customers, generate cross-selling opportunities and reduce loss from fraud and identity theft.

We ~~are~~have a ~~leading~~ global ~~provider~~customer ofbase ~~information~~that ~~and~~includes ~~risk~~many ~~management~~of ~~solutions.~~the ~~We provide~~largest ~~these~~companies ~~solutions~~in toeach ~~businesses~~of ~~across~~the ~~multiple~~primary industries ~~and~~we ~~to individual consumers~~serve. ~~Our~~For ~~technology~~example, ~~and~~in ~~services~~the ~~enable~~United ~~businesses to make more timely and informed credit granting~~States, ~~risk~~we ~~management,~~contract ~~underwriting,~~with ~~fraud~~nine ~~protection~~of ~~and customer~~the ~~acquisition~~ten ~~decisions~~largest ~~by delivering high quality data~~banks, ~~integrated~~all ~~with~~of ~~analytics~~the ~~and~~major ~~decisioning capabilities. Our interactive website provides consumers with real-time access to their personal~~ credit ~~information~~card ~~and~~issuers, ~~analytical~~nine ~~tools~~of ~~that help them understand and proactively manage their personal finances. We have operations in~~ the ~~United~~ten ~~States,~~largest ~~Africa,~~property ~~Canada,~~and ~~Latin~~casualty ~~America,~~insurance ~~Asia~~carriers ~~Pacific~~ and ~~India~~we ~~and~~ provide services into 33thousands ~~countries.~~of ~~Since~~healthcare ~~our~~providers. ~~founding~~In ~~in 1968~~addition, we ~~have~~provide ~~built~~subscription-based ~~a diversified~~interactive ~~and~~services ~~stable~~directly ~~customer~~and ~~base~~indirectly into ~~multiple~~a ~~industries,~~growing ~~including~~base ~~financial~~of ~~services,~~over ~~insurance,~~one ~~healthcare,~~million ~~automotive, retail and communications~~consumers.

~~Businesses~~We ~~use~~manage our ~~data~~business ~~for~~through ~~their~~three ~~daily~~operating ~~risk-management~~segments: ~~processes~~U. ~~Consumers use our data to help them understand their credit profile and protect themselves against identity theft~~S. WeInformation ~~obtain~~Services ~~financial~~(“USIS”), ~~credit,~~ ~~identity,~~International ~~bankruptcy, lien, judgment, insurance claims, automotive~~ and ~~other relevant information from thousands of sources, including credit-granting institutions, private databases and public records depositories, much of which is provided to us at little or no cost~~Interactive. We refine and enhance this data to create proprietary databases, processing approximately two billion updates monthly in the United States. We combine our data with our analytics and decisioning technology to deliver additional value to our customers. Our analytics, such as predictive modeling and scoring, customer segmentation, benchmarking and forecasting, enable businesses and consumers to efficiently monitor and manage risk. Our decisioning technology, which is delivered on a software-as-a-service

4• USIS, which represented approximately 63% of our revenue in 2013, provides consumer reports, credit scores, verification services, analytical services, revenue management and decisioning technology to businesses in the United States. USIS offers these services to customers in the financial services, insurance, healthcare and other industries, and delivers them through both direct and indirect channels.

~~Table~~• International, which represented approximately 20% of ~~Contents~~our revenue in 2013, provides services similar to our USIS and Interactive segments, and provides services in 32 countries outside the United States. Our International segment also provides automotive information and commercial data to our customers in select geographies.

~~platform~~• Interactive, ~~enables~~which ~~businesses~~represented toapproximately ~~interpret~~17% ~~data~~of ~~and~~our ~~scores~~revenue ~~and~~in ~~apply~~2013, ~~their~~provides ~~specific~~services ~~qualifying criteria~~ to ~~make~~consumers ~~real-time~~that ~~decisions~~help atthem ~~the~~understand ~~point~~and ofproactively ~~interaction~~manage ~~with~~ their ~~customers.~~personal ~~Collectively, our~~finances ~~data, analytics~~ and ~~decisioning~~protect ~~technology~~them ~~allow~~from ~~businesses~~identity totheft. ~~more~~We ~~effectively~~sell ~~identify~~our ~~and~~subscription ~~acquire~~based ~~new~~interactive ~~customers,~~services ~~manage~~primarily ~~risk~~through ~~associated~~our ~~with existing customers~~website, ~~generate cross-selling opportunities and reduce loss from fraud and identity theft~~www. transunion.com.

WeOur have a global customer base that includes many of the largest companies in each of the primary industries we serve. For example, in the United States, we contract with eight of the ten largest banks, all of the major credit card issuers, nine of the ten largest property and casualty insurance carriers and we provide services to thousands of healthcare providers. In addition, we provide subscription-based interactive services to a growing base of over one million consumers. Industry

WeEvolution ~~manage~~to ~~our~~Mission ~~business~~Critical ~~through three operating segments: U.S. Information Services (“USIS”), International and Interactive.~~ Role

•Credit ~~USIS,~~bureaus ~~which~~were ~~represented~~formed ~~approximately~~in ~~64%~~the ofnineteenth ~~our~~century ~~revenue~~to inhelp ~~2012,~~provide ~~provides~~better credit information to local and regional lenders so they could make more informed credit decisions. As consumer ~~reports~~lending expanded, credit ~~scores,~~bureaus ~~verification~~became ~~services,~~an ~~analytical~~integral ~~services,~~part ~~revenue~~of ~~management~~the lending process and ~~decisioning~~now ~~technology~~play toa ~~businesses~~critical role in the ~~United~~intermediation ~~States~~between lenders and borrowers. ~~USIS~~Credit ~~offers~~bureaus ~~these~~developed ~~services~~a variety of methods to ~~customers~~collect, inmaintain and analyze information concerning the ~~financial~~ability ~~services,~~of ~~insurance,~~consumers ~~healthcare~~and businesses to meet their obligations. Consumers and ~~other~~commercial ~~industries~~lenders have increasingly used these services to make more informed credit decisions. As a result, ~~and~~credit ~~delivers~~bureaus ~~them~~have ~~through~~positioned ~~both~~themselves ~~direct~~as ~~and~~mission ~~indirect~~critical ~~channels~~partners to financial services institutions around the world.

• International, which represented approximately 20% of our revenue in 2012, provides services similar to our USIS and Interactive segments, and provides services in 32 countries outside the United States. Our International segment also provides automotive information and commercial data to our customers in select geographies.4

•Table ~~Interactive, which represented approximately 16%~~ of our revenue in 2012, provides services to consumers that help them understand and proactively manage their personal finances and protect them from identity theft. We sell our subscription based interactive services primarily through our website, www.transunion.com.Contents

~~Our~~Three ~~Industry~~Major Providers with Sustainable Competitive Advantage

~~Evolution~~As financial services institutions grew in scale and geographic scope, credit bureaus extended their reach by coordinating and forming strategic alliances with other credit reporting providers to ~~Mission~~share ~~Critical~~data ~~Role~~across large territories through a “hub and spoke” system. Three credit bureaus have since consolidated into large, international organizations that can provide a wide range of data services and analytical applications to their larger and increasingly demanding financial services customers. As a result of this consolidation, TransUnion, Equifax and Experian have emerged as the global leaders in the industry. The largest U.S. customers of these global credit bureaus typically use the services of all three providers to validate consistency and ensure reliability.

~~Credit~~Development bureaus were formed in the nineteenth century to help provide better credit information to local and regional lenders so they could make more informed credit decisions. As consumer lending expanded, credit bureaus became an integral part of the ~~lending~~Business ~~process~~Information ~~and~~Service now play a critical role in the intermediation between lenders and borrowers. Credit bureaus developed a variety of methods to collect, maintain and analyze information concerning the ability of consumers and businesses to meet their obligations. Consumers and commercial lenders have increasingly used these services to make more informed credit decisions. As a result, credit bureaus have positioned themselves as mission critical partners to financial services institutions around the world. Providers

~~Three~~Over ~~Major Providers~~the ~~with~~past ~~Sustainable~~decade, ~~Competitive~~credit ~~Advantage~~bureaus have devoted significant resources to enhance the quality of their data sets by developing a variety of proprietary information databases. Credit bureaus have evolved from being collectors and sellers of credit information to providers of more advanced information services. Given the increased consumer demand for monitoring their own credit, the credit bureaus have also begun to market and sell these services directly to consumers. The development of these more advanced services has enabled credit bureaus to diversify their revenue base, accelerate growth and evolve into business information service providers.

AsMarket financial services institutions grew in scale and geographic scope, credit bureaus extended their reach by coordinating and forming strategic alliances with other credit reporting providers to share data across large territories through a “hub and spoke” system. Three credit bureaus have since consolidated into large, international organizations that can provide a wide range of data services and analytical applications to their larger and increasingly demanding financial services customers. As a result of this consolidation, TransUnion, Equifax and Experian have emerged as the global leaders in the industry. The largest U.S. customers of these global credit bureaus typically use the services of all three providers to validate consistency and ensure reliability. Opportunity

5We believe several important trends in the global macroeconomic environment, as well as within the key industries we serve, are driving development of the market for information and risk management solutions.

~~Table~~Large ofand ~~Contents~~Growing Market for Data and Analytics

~~Development~~We ofbelieve that the ~~Business~~business ~~Information~~information ~~Service~~services ~~Providers~~market is large and growing. We believe that the demand for targeted data and sophisticated analytical tools will continue to grow meaningfully as businesses seek real time access to more granular data in order to better understand their customers.

~~Over~~Focus ~~the~~on ~~past~~Risk decade, credit bureaus have devoted significant resources to enhance the quality of their data sets by developing a variety of proprietary information databases. Credit bureaus have evolved from being collectors and sellers of credit information to providers of more advanced information services. Given the increased consumer demand for monitoring their own credit, the credit bureaus have also begun to market and sell these services directly to consumers. The development of these more advanced services has enabled credit bureaus to diversify their revenue base, accelerate growth and evolve into business information service providers. Management

~~Market~~As ~~Opportunity~~a result of the economic downturn, new regulatory requirements and a heightened focus on reducing fraud and losses, we believe there is a growing demand for risk-based pricing and underwriting strategies as well as ongoing reviews of existing customers’ risk profiles. In addition, financial institutions continually seek to improve account and portfolio management strategies in order to better manage losses within their existing customer base and credit card issuers seek more advanced customer segmentation and scoring tools to provide their customers with more appropriate and timely products.

WeGrowth ~~believe~~Driven ~~several~~by ~~important~~Non-traditional ~~trends~~Users ~~in the global macroeconomic environment, as well as within the key industries we serve, are driving development~~ of ~~the market~~Consumer ~~for information and risk management solutions.~~ Data

~~Large~~Non-traditional users of consumer data are recognizing the value of credit information and ~~Growing~~analytical ~~Market~~tools. ~~for~~Healthcare ~~Data~~companies use these tools to manage their revenue cycle, capital markets participants use them to develop better valuations of securitized loan portfolios, and ~~Analytics~~residential property managers use them to assess tenant qualifications and assist in leasing decisions. For example, to reduce collection risks healthcare providers are seeking information about their patients insurance coverage and ability to pay at the time of registration. We believe companies that can offer real-time, reliable data and technology will be best positioned to benefit from the increasing demand for and use of consumer data by non-traditional users.

WeGrowth believe that the business information services market is large and growing. We believe that the demand for targeted data and sophisticated analytical tools will continue to grow meaningfully as businesses seek real time access to more granular data in ~~order~~Emerging toInternational ~~better understand their customers.~~ Markets

~~Focus~~As oneconomies ~~Risk~~in ~~Management~~emerging markets continue to develop and mature, we believe there will continue to be a rise in favorable socio-economic trends, such as an increase in the size of middle and affluent classes, and a significant increase in the use of financial services. In addition, credit penetration is relatively low in emerging markets when compared to developed markets. For example, using our database of information compiled from financial institutions as a benchmark of credit activity, we estimate that less than 20% of the adult population in India is currently credit active. We expect the populations in emerging markets to become more credit active, resulting in increased demand for our services.

AsIncreased aConsumer ~~result~~Focus ~~of the economic downturn, new regulatory requirements and a heightened focus~~ on ~~reducing~~Managing ~~fraud~~Personal ~~and~~Finances ~~losses, we believe there is a growing demand for risk-based pricing~~ and ~~underwriting~~Protecting ~~strategies~~Against asIdentity well as ongoing reviews of existing customers’ risk profiles. In addition, financial institutions continually seek to improve account and portfolio management strategies in order to better manage losses within their existing customer base and credit card issuers seek more advanced customer segmentation and scoring tools to provide their customers with more appropriate and timely products. Theft

~~Growth~~Consumers ~~Driven~~are increasingly focused on proactively managing their finances and protecting their identities. According to a press release by ~~Non-traditional~~the ~~Users~~Federal Trade Commission in February 2013, identity theft was the top consumer complaint received by the agency in 2012. Tighter availability of ~~Consumer~~credit ~~Data~~and stricter lending practices are prompting individual consumers to seek a better understanding of their credit profile. As a result of these factors, an increasing number of consumers are accessing their credit reports and purchasing credit monitoring services.

Non-traditional users of consumer data are recognizing the value of credit information and analytical tools. Healthcare companies use these tools to manage their revenue cycle, capital markets participants use them to develop better valuations of securitized loan portfolios, and residential property managers use them to assess tenant qualifications and assist in leasing decisions. In the healthcare industry, for example, increases in high-deductible health plans and the number of uninsured and under-insured consumers have increased collection risks for healthcare providers. To manage costs associated with increasing numbers of patient visits, healthcare providers are seeking information about their patients at the time of registration through modernized healthcare technology and electronic records. We believe companies that can offer real-time, reliable data and technology will be best positioned to benefit from the increasing demand for and use of consumer data by non-traditional users. 5

~~Growth in~~Table ~~Emerging~~of ~~International Markets~~ Contents

~~Economic~~Our ~~growth~~Competitive in emerging markets continues to outpace the global average. As economies in emerging markets continue to develop and mature, we believe there will continue to be a rise in favorable socio-economic trends, such as an increase in the size of middle and affluent classes, and a significant increase in the use of financial services. In addition, credit penetration is relatively low in emerging markets when compared to developed markets. For example, using our database of information compiled from financial institutions as a benchmark of credit activity, we estimate that less than 20% of the adult population in India is currently credit active. We expect the populations in emerging markets to become more credit active, resulting in increased demand for our services. Strengths

6Global Leader in Information Management Solutions

~~Table~~We are one of ~~Contents~~only three leading global participants in the consumer credit and information management industry. Over the past 40 years, we have accumulated and built comprehensive proprietary databases and information management solutions. We believe that establishing an infrastructure to source, maintain and reliably deliver high quality consumer credit information in large volumes would be difficult, costly and take a new market entrant numerous years to complete. Together with our unconsolidated subsidiaries, we maintain credit files on over 500 million consumers and businesses worldwide. We have a diverse and stable global customer base, which includes many of the largest companies in each of the primary industries we serve, including financial services, insurance and healthcare. We believe that our scale, global footprint, credibility and strong position within these markets will allow us to capitalize on business opportunities in many countries and regions around the world and contribute to our long-term growth.

~~Increased~~Innovative ~~Consumer Focus on Managing Personal Finances~~ and ~~Protecting~~Differentiated ~~Against~~Information ~~Identity Theft~~ Solutions

~~Consumers~~We ~~are~~have ~~increasingly~~consistently focused on ~~proactively~~innovation ~~managing~~to ~~their~~develop ~~finances~~new and ~~protecting~~enhanced ~~their~~service ~~identities.~~offerings ~~According~~that tomeet ~~a press release by~~ the ~~Federal~~evolving ~~Trade~~needs ~~Commission~~of inour ~~February~~customers. ~~2012,~~We ~~identity~~believe ~~theft~~our ~~was~~specialized ~~the~~data, ~~top~~analytics ~~consumer~~and ~~complaint~~decisioning ~~received~~services ~~by the agency in 2011. Tighter availability of credit~~ and ~~stricter~~collaborative ~~lending~~approach ~~practices~~with ~~are~~our ~~prompting~~customers ~~individual~~differentiate ~~consumers~~us tofrom ~~seek~~our ~~a better understanding of their credit profile~~competitors. AsExamples ~~a result~~ of ~~these~~our ~~factors,~~innovative ~~an increasing number of consumers are accessing their credit reports~~ and ~~purchasing~~differentiated ~~credit~~solutions ~~monitoring services.~~ include:

• Triggers—Our ~~Competitive~~industry-leading ~~Strengths~~platform notifies businesses of changes to consumer profiles on a daily basis. These notifications allow our customers to take more timely action to offer new services, retain existing accounts, improve collection efficiency or monitor risk exposure in their portfolios. We believe that our investments in infrastructure and predictive capabilities distinguish us from our competitors.

~~Global~~• ~~Leader~~CreditVision—We continue to enhance our credit data, including new data fields, enriched values in ~~Information~~existing ~~Management~~data ~~Solutions~~ fields, and expanded account history. This enhanced credit data has been combined with hundreds of algorithms to produce our CreditVision solution.This market-leading solution provides more granularity and evaluates consumer behavior patterns over time, resulting in a more predictive view of the consumer.

We• ~~are~~Decisioning ~~one~~Technology—Our ofdecisioning ~~only~~technology ~~three~~helps ~~leading~~businesses ~~global~~interpret ~~participants~~both indata ~~the consumer credit~~ and ~~information~~predictive ~~management~~model ~~industry~~results, and weapplies ~~provide services~~customer-specific incriteria 33to ~~countries.~~facilitate ~~Over~~real-time, ~~the~~automated ~~past~~decisions 40at ~~years,~~the wepoint ~~have~~of ~~accumulated~~consumer ~~and~~interaction. ~~built~~We ~~comprehensive~~offer ~~proprietary~~our ~~databases~~decisioning ~~and~~applications ~~information~~across ~~management~~our ~~solutions.~~key Weindustries ~~believe~~including ~~that~~financial ~~establishing~~services, anretail, ~~infrastructure~~insurance toand ~~source~~healthcare, ~~maintain~~helping ~~and~~these ~~reliably~~customers ~~deliver~~to ~~high quality~~more ~~consumer~~effectively ~~credit~~acquire ~~information~~accounts inand ~~large~~reduce ~~volumes~~fraud. ~~would~~For ~~be difficult~~example, ~~costly~~our ~~and~~financial ~~take~~services acustomers ~~new~~use ~~market~~decisioning ~~entrant~~to ~~numerous~~authenticate ~~years~~consumer toidentity ~~complete.~~and ~~Together~~determine ~~with~~optimal ~~our~~product ~~unconsolidated subsidiaries~~offerings, wesuch ~~maintain~~as credit ~~files~~cards, based on ~~over~~customer ~~500 million~~supplied ~~consumers and businesses worldwide~~criteria. WeOur ~~have~~healthcare acustomers ~~diverse~~use ~~and~~decisioning ~~stable~~to ~~global~~determine ~~customer~~available ~~base,~~sources ~~which includes many~~ of ~~the~~payment ~~largest~~for ~~companies~~their inpatients ~~each~~at of the ~~primary~~time ~~industries~~of wepatient ~~serve, including financial services, insurance and healthcare~~registration. We believe ~~that~~the ~~our~~integration ~~scale, global~~of ~~footprint,~~our ~~credibility~~data and ~~strong~~our ~~position~~decisioning ~~within~~technology ~~these~~differentiates ~~markets will allow~~ us ~~to capitalize on business opportunities~~ in ~~many countries and regions around~~ the ~~world~~market ~~and contribute to our long-term growth~~place.

~~Innovative~~• Market Intelligence—We develop and ~~Differentiated~~offer ~~Information~~industry ~~Solutions~~studies and provide a source of market intelligence for customers to benchmark and forecast their own portfolio performance. For example, our Trend Data application leverages our database of approximately 27 million anonymized U.S. consumer records, sampled quarterly since 1992. We believe businesses using our Trend Data can obtain a more holistic historical perspective on macroeconomic and market trends than by using comparable offerings of our competitors.

We have ~~consistently~~made ~~focused~~significant oninvestments ~~innovation~~in our technology platforms to ~~develop~~enable ~~new~~greater availability, better redundancy, improved data matching and ~~enhanced~~advanced ~~service~~platform ~~offerings~~flexibility, ~~that~~to ~~meet~~ensure ~~the~~continued ~~evolving~~improvement ~~needs~~in ofour overall services to our customers and to ensure we are well positioned to differentiate our data sets. We believe our ~~specialized~~investments ~~data,~~in ~~analytics~~technology ~~and~~allow ~~decisioning~~us ~~services and~~to ~~collaborative~~better ~~approach~~respond ~~with~~to our customers’ ~~differentiate~~needs. usWe ~~from~~believe our ~~competitors~~customers value our ability to deliver innovative solutions to their particular complex problems with minimal technical disruptions. ~~Examples~~Many of ~~our~~these ~~innovative~~value-added solutions can be applied across industries and ~~differentiated~~geographies ~~solutions~~and ~~include:~~can be integrated into a customer’s core operations.

•Deep Triggers—Our industry-leading platform notifies businesses of changes to consumer profiles on a daily basis. These notifications allow our customers to take more timely action to offer new services, retain existing accounts, improve collection efficiency or monitor risk exposure in their portfolios. We believe that our investments in infrastructure and ~~predictive~~Specialized ~~capabilities~~Industry ~~distinguish us from our competitors.~~Expertise

•We ~~Decisioning~~have ~~Technology—Our~~developed ~~decisioning~~an ~~technology~~expertise ~~helps~~in ~~businesses~~a ~~interpret~~number ~~both~~of ~~data~~industries, ~~and~~including ~~predictive~~financial ~~model results~~services, insurance and ~~applies~~healthcare, ~~customer-specific~~and ~~criteria~~have toplaced ~~facilitate~~industry ~~real-time,~~experts ~~automated~~in ~~decisions~~key atleadership ~~the~~positions ~~point~~throughout ofour ~~consumer interaction~~organization. We ~~offer~~believe that our ~~decisioning~~published ~~applications~~studies, ~~across~~which ~~our~~we ~~key~~base ~~industries~~on ~~including~~behavioral ~~financial~~research ~~services,~~supported ~~retail,~~by ~~insurance~~predictive ~~and~~data ~~healthcare~~sets, ~~helping~~have enhanced our reputation within these ~~customers~~industries. In addition, we have been able to ~~more~~apply ~~effectively~~our ~~acquire~~industry ~~accounts~~knowledge and ~~reduce~~data ~~fraud~~assets to form strategic partnerships with other leading companies in key industries to develop new solutions and revenue opportunities. For example, we have strengthened our ~~financial~~position ~~services~~as ~~customers~~a ~~use~~leading ~~decisioning~~provider of credit information and analytic services to ~~authenticate~~the ~~consumer~~personal ~~identity~~property and ~~determine~~casualty ~~optimal~~insurance ~~product~~industry ~~offerings,~~by ~~such~~partnering aswith ~~credit~~a ~~cards,~~vehicle ~~based~~history ondata ~~customer~~provider ~~supplied~~to ~~criteria.~~launch ~~Our~~a ~~healthcare~~vehicle ~~customers~~history ~~use~~score ~~decisioning~~that tohelps ~~determine~~insurance ~~available~~carriers ~~sources~~further segment risk based on the attributes of ~~payment~~a ~~for~~specific ~~their~~automobile, ~~patients~~such atas the ~~time~~number of ~~patient~~owners, ~~registration.~~odometer Wereadings ~~believe~~and vehicle condition. In the ~~integration~~healthcare ofindustry, we believe our ~~data~~insight into patient identity verification, credit, insurance eligibility, charity eligibility and payment estimation differentiates our ~~decisioning~~revenue ~~technology~~cycle ~~differentiates~~management usofferings infor ~~the~~healthcare ~~market~~providers ~~place~~and payers relative to our competitors.

• Market Intelligence—We develop and offer industry studies and provide a source of market intelligence for customers to benchmark and forecast their own portfolio performance. For example, our Trend Data application leverages our database of approximately 27 million anonymized U.S. consumer records, sampled quarterly since 1992. We believe businesses using our Trend Data can obtain a more holistic historical perspective on macroeconomic and market trends than by using comparable offerings of our competitors.6

WeTable ~~have~~of made significant investments in our technology platforms to enable greater availability, better redundancy, improved data matching and advanced platform flexibility, to ensure continued improvement in our overall services to our customers and to ensure we are well positioned to differentiate our data sets. We believe Contents

7We believe that our industry knowledge, coupled with our collaborative customer approach, has made it possible for us to anticipate and address our customers’ needs and enables us to offer additional proprietary value-added services.

~~Table~~Strong ofPresence ~~Contents~~in Attractive International Markets

~~our~~We ~~investments~~currently provide services in ~~technology~~32 ~~allow~~countries usoutside tothe ~~better~~United ~~respond~~States toin both developed and emerging markets with significant growth potential. In our ~~customers’~~developed ~~needs~~markets, we have a strong presence in Canada, where we are one of only two significant consumer reporting agencies in the market, and in Hong Kong, where we are the only global consumer credit reporting company. We ~~believe~~are ~~our~~also ~~customers~~well-positioned ~~value~~as ~~our~~a ~~ability~~first tomover ~~deliver~~in ~~innovative~~several ~~solutions~~fast-growing emerging markets, such as India, where we partnered with Indian financial institutions to ~~their~~create ~~particular~~the ~~complex problems~~first credit bureau in 2003, and the Philippines, where we partnered with ~~minimal~~the ~~technical~~top-five ~~disruptions~~credit card issuers to form the first consumer credit bureau in that country in 2011. ~~Many~~Since 1993, we have hosted the most extensive credit database in South Africa, which positions us well for further expansion in Africa. In 2012 we completed an acquisition that expands our presence into seven new African markets. In addition, we are a significant credit information and analytics provider in Latin America, where we own 25.69% of ~~these~~the ~~value-added~~largest ~~solutions~~credit ~~can~~bureau bein ~~applied~~Mexico, ~~across~~we ~~industries~~are the majority owners of a credit bureau in Chile and ~~geographies~~we have a majority interest in both a credit decisioning services provider and ~~can~~a bedata ~~integrated~~enrichment ~~into~~and registry information servicer provider in Brazil. We believe that our flexible approach to forming local partnerships has allowed us to establish a ~~customer’s~~foothold ~~core~~in ~~operations~~certain markets ahead of our major competitors. We believe that our presence in international markets helps foster the growth and development of credit-based economies in these markets, resulting in accelerated demand for credit information services and analytics.

~~Deep~~Strategic ~~and Specialized Industry Expertise~~ Initiatives

WeDuring ~~have~~2012 ~~developed an expertise in a number of industries, including financial services, insurance~~ and ~~healthcare,~~2013 ~~and~~we ~~have~~launched ~~placed~~various ~~industry~~strategic ~~experts~~initiatives inthat ~~key~~leverage ~~leadership positions throughout~~ our ~~organization.~~core Wecapabilities ~~believe~~and ~~that~~enhance our ~~published~~technology ~~studies, which we base on behavioral research supported by predictive data sets, have enhanced our reputation within these industries. In addition, we have been able~~ to ~~apply~~diversify our ~~industry~~revenue ~~knowledge~~base and ~~data~~enable ~~assets~~growth ~~to form strategic partnerships~~ with ~~other~~strong ~~leading companies in key industries to develop new solutions and revenue opportunities~~margins. During ~~For example, we have strengthened our position as a leading provider of credit information and analytic services to~~ the ~~personal~~third ~~property~~quarter ~~and casualty insurance industry by partnering with a vehicle history data provider to launch a vehicle history score that helps insurance carriers further segment risk based on the attributes~~ of ~~a specific automobile~~2013, ~~such as the number of owners, odometer readings and vehicle condition. In the healthcare industry,~~ we ~~believe~~ ~~our~~began ~~insight~~a ~~into~~strategic ~~patient~~initiative ~~identity~~to ~~verification,~~upgrade ~~credit, insurance and charity eligibility and payment estimation differentiates~~ our ~~revenue~~technology ~~cycle~~platform ~~management offerings for healthcare providers and payers relative~~ to ~~our~~enable ~~competitors. We believe that our industry knowledge base~~growth, ~~coupled~~promote ~~with~~innovation ~~our collaborative customer approach, has made it possible for us to anticipate~~ and ~~address our customers’ needs and enables us~~ to ~~offer~~provide ~~additional~~a ~~proprietary~~competitive ~~value-added services~~advantage.

~~Strong Presence in~~ Attractive ~~International~~Business ~~Markets~~ Model

We ~~currently~~believe ~~provide~~we ~~services~~have inan 32attractive ~~countries~~business ~~outside~~model ~~the~~that ~~United~~has ~~States~~strong ~~in both developed~~ and ~~emerging~~stable ~~markets~~cash ~~with~~flows ~~significant~~from ~~growth~~operations, ~~potential.~~diversified Inrevenue ~~our developed markets~~streams, welow ~~have~~capital arequirements ~~strong~~and ~~presence~~favorable ~~in Canada,~~operating ~~where~~leverage. weWe ~~are~~own ~~one~~100% of ~~only~~our ~~two~~U.S. ~~significant~~ consumer ~~reporting~~credit ~~agencies~~database ~~in the market,~~ and ~~in Hong Kong, where~~ we ~~are~~typically ~~the~~obtain ~~only~~updated ~~global~~information ~~consumer~~at ~~credit~~little ~~reporting~~or ~~company.~~no ~~We are also well-positioned as a first mover in several fast-growing emerging markets~~cost, ~~such~~which asprovides ~~India,~~us ~~where we partnered~~ with ~~Indian~~an ~~financial~~efficient ~~institutions~~cost tostructure ~~create the first credit bureau in 2003,~~ and ~~the~~allows ~~Philippines,~~us ~~where~~to webenefit ~~partnered~~from ~~with~~economies ~~the~~of ~~top-five~~scale. ~~credit~~The ~~card~~integral ~~issuers~~role tothat ~~form~~our ~~the~~analytics ~~first~~play ~~consumer credit bureau~~ in ~~that~~our ~~country~~customers’ indecision-making ~~2011.~~processes ~~Since~~and ~~1993, we have hosted~~ the ~~most~~proprietary ~~extensive~~and ~~credit~~embedded ~~database~~nature inof ~~South~~our ~~Africa,~~solutions ~~which~~have ~~positions~~historically ustranslated ~~well~~into ~~for~~high ~~further~~customer ~~expansion~~retention inand ~~Africa~~revenue visibility. We ~~recently~~have ~~completed~~enjoyed anlong-standing ~~acquisition~~relationships ~~that~~with ~~expands~~ our ~~presence into seven new African markets. In addition~~customers, weincluding ~~are~~relationships aover ~~significant~~ten ~~credit~~years ~~information~~with ~~and~~each ~~analytics~~of ~~provider~~our intop ~~Latin~~ten ~~America,~~USIS ~~where~~financial weservices ~~own 25~~customers.~~69%~~ ofDuring ~~the~~2012 ~~largest credit bureau in Mexico, are the majority owners of a credit bureau in Chile~~ and ~~where~~2013 we ~~have~~launched avarious ~~majority interest~~strategic ininitiatives athat ~~credit~~leverage ~~decisioning~~our ~~services~~core ~~provider~~capabilities inand ~~Brazil.~~enhance ~~We believe that~~ our ~~flexible~~technology ~~approach~~ to ~~forming~~diversify ~~local~~our ~~partnerships~~revenue ~~has~~base ~~allowed~~and usenable togrowth ~~establish~~with astrong ~~foothold~~margins. One ~~in certain markets ahead~~ of ~~our~~these ~~major~~initiatives ~~competitors. We believe~~ that ~~our~~began ~~presence~~ in ~~international markets helps foster~~ the ~~growth~~third ~~and~~quarter ~~development~~ of ~~credit-based~~2013 ~~economies~~was inthe ~~these~~upgrade ~~markets,~~of ~~resulting~~our intechnology ~~accelerated demand for credit information services and analytics~~platform.

~~Attractive~~Our ~~Business~~significant ~~Model~~investments to upgrade and improve our technology provide us with the ability to address our customers’ needs with predictable continuing capital investments. Additionally, our ongoing operational excellence program, which is aimed at creating a long-term competitive and efficient cost structure, has institutionalized our cost-management practices. We believe that as a result of operating efficiencies and controlled capital investments, we will continue to generate strong and consistent cash flows from operations.

WeProven ~~believe we have an attractive business model that has strong~~ and ~~stable~~Experienced ~~cash~~Management flows from operations, diversified revenue streams, low capital requirements and favorable operating leverage. We own 100% of our U.S. consumer credit database and we typically obtain updated information at little or no cost, which provides us with an efficient cost structure and allows us to benefit from economies of scale. The integral role that our analytics play in our customers’ decision-making processes and the proprietary and embedded nature of our solutions have historically translated into high customer retention and revenue visibility. We have enjoyed long-standing relationships with our customers, including relationships over ten years with each of our top ten USIS financial services customers. Our significant investments to upgrade and improve our technology provide us with the ability to address our customers’ needs with predictable continuing capital investments. Additionally, our ongoing operational excellence program, which is aimed at creating a long-term competitive and efficient cost Team

8Our experienced senior management team has a track record of strong performance and significant expertise in the markets we serve. This team has overseen our expansion into new industries and geographies while managing ongoing cost-saving initiatives. As a result of the sustained focus of our management team, we maintained stable operating performance throughout the economic downturn and have grown the business as conditions have improved. See “Management” for additional information.

~~Table~~Business ~~of Contents~~Strategy

~~structure,~~To ~~has~~promote ~~institutionalized~~sustainable ~~our~~growth, ~~cost-management~~diversification ~~practices.~~and ~~We believe that as~~ a ~~result~~strong ofglobal ~~operating efficiencies and controlled capital investments~~brand, we ~~will~~align ~~continue~~our toresources ~~generate strong~~ and ~~consistent~~ ~~cash~~efforts ~~flows~~to ~~from~~achieve ~~operations.~~the following outcomes:

~~Disciplined~~Develop ~~Focus~~Innovative onSolutions ~~Cost~~to ~~Control~~Meet ~~and~~Market ~~Operational Efficiencies~~ Challenges

~~Through~~We have a culture of innovation. Our industry expertise and collaborative approach allow us to prioritize investments in new data sources and the development of additional services to provide integrated solutions to meet our ~~operational~~customers’ ~~excellence~~needs. ~~program~~We weenhance ~~have~~our ~~implemented~~analytics and ~~continue~~decisioning services to ~~focus~~deliver onstronger account management, risk management and fraud protection services to our customers across several ~~key~~industries. ~~cost~~For example, our pre-~~savings~~foreclosure ~~initiatives:~~notifications use our triggers platform to identify consumers

~~• A strategic sourcing program, which drives increased control over spending on third-party vendors;~~7

•Table ~~Our labor management strategy, which includes the expanded use~~ of ~~lower-cost resources and allows us to continue to improve, align and integrate our enterprise workforce;~~Contents

•that ~~Our~~are ~~enterprise~~at ~~process~~an ~~improvement~~increased risk for foreclosure, ~~which~~allowing ~~consolidates~~insurance ~~data~~carriers ~~centers~~to monitor occupancy status and ~~streamlines~~manage ~~back~~the ~~office~~risk ~~functions;~~of ~~and~~property damage. We take advantage of strategic partnerships to develop innovative services that differentiate us from our competitors. For consumers, we recently improved our offerings by adding an identity theft risk score. As the needs of our customers evolve, we plan to continue to provide creative solutions to help them meet their challenges.

•Expand ~~Our product cost management focus, which enables us to deliver services more effectively and profitably.~~Internationally

~~Proven~~We believe international markets present a significant opportunity for growth, as these economies continue to develop and ~~Experienced~~their ~~Management~~populations ~~Team~~become more credit active. We plan to:

WeExpand ~~have~~in aExisting ~~seasoned~~Markets. In ~~senior~~emerging ~~management~~markets ~~team~~where ~~with~~we anare ~~average~~currently ofpresent 15and ~~years~~a ofsubstantial ~~experience~~portion inof athe ~~variety~~population ofis ~~industries,~~not ~~including~~yet credit ~~and information management~~active, ~~financial~~such ~~services~~as Mexico and ~~information~~India, ~~technology. Our~~we ~~senior~~expect ~~management~~significant ~~team~~expansion ~~has a track record~~ of ~~strong~~consumer ~~performance and depth of expertise in the markets we serve~~credit. ~~This~~Given ~~team has overseen~~ our ~~expansion~~incumbent ~~into~~position, ~~new~~we ~~industries~~are ~~and~~well ~~geographies~~positioned ~~while~~to ~~managing~~benefit ~~ongoing~~from ~~cost-saving~~this ~~initiatives~~trend. AsIn adeveloped ~~result of~~markets, ~~the~~such ~~sustained~~as ~~focus~~Canada ofand ~~our~~Hong ~~management team~~Kong, we ~~maintained~~will ~~stable~~continue ~~operating~~to ~~performance~~improve ~~throughout~~our ~~the~~core ~~economic~~services ~~downturn~~ and ~~have~~seek ~~grown~~to ~~the~~expand ~~business~~our asservice ~~conditions have improved~~offerings. ~~See “Management” for additional information.~~

~~Business~~Introduce ~~Strategy~~New Service Offerings. We will continue to focus on generating revenue from new offerings across all markets, including value added services and new lines of business. The common nature of our customers’ risk and information management needs allows us to take offerings from developed markets to emerging markets. This further results in the faster development and introduction of solutions for emerging markets as we are able to leverage our global knowledge, technology and expertise to meet local market needs.

ToEnter ~~promote sustainable~~New ~~growth~~Geographic Markets. We will continue to expand by forming alliances with financial services institutions, ~~diversification~~industry associations, and aother ~~strong~~local ~~global~~partners, ~~brand~~and by pursuing strategic acquisitions. From our bases in Hong Kong, Latin America and South Africa we ~~align~~seek to expand to other countries in those regions. For example, in 2011, we launched the first consumer credit bureau in the Philippines in partnership with the top-five credit card issuers in that market. In 2011, we acquired an 80% ownership interest in Crivo, marking our ~~resources~~entry into Brazil. In 2012, we completed an acquisition of an 85% interest in a credit information and ~~efforts~~collections business that further expanded our presence into seven additional African countries. In 2013 we acquired an 80% ownership interest in Data Solutions Serviços de Informática Ltda. (“ZipCode”), further expanding our footprint in Brazil. We expect to ~~achieve~~continue ~~the~~to ~~following~~develop ~~outcomes:~~operations in new markets around the world.

~~Develop~~Focus ~~Innovative~~on ~~Solutions~~Underpenetrated toand ~~Meet~~Growth ~~Market Challenges~~ Industries

We ~~have~~continue ato ~~culture~~focus ofon ~~innovation.~~underpenetrated ~~Our~~and ~~industry~~growth ~~expertise~~industries ~~and~~in ~~collaborative~~the ~~approach~~United ~~allow~~States, ussuch toas ~~prioritize~~insurance ~~investments~~and inhealthcare, ~~new~~where ~~data~~we ~~sources~~believe information-based analytics and ~~the~~decisioning ~~development~~technologies ofare ~~additional~~currently ~~services~~underutilized. toInsurers ~~provide~~have ~~integrated solutions~~seen toan ~~meet~~increase ~~our~~in ~~customers’~~claims ~~needs.~~dollars Wepaid, ~~enhance~~reinforcing ~~our~~their ~~analytics~~need ~~and~~to ~~decisioning~~price ~~services~~risk toappropriately. ~~deliver~~We ~~stronger~~offer ~~account~~a ~~management~~range of solutions, ~~risk~~including ~~management~~new fraud detection tools and ~~fraud~~predictive ~~protection~~scores ~~services~~that toimprove ~~our~~accuracy ~~customers~~and ~~across~~efficiency ~~several~~for ~~industries~~the quoting and underwriting process. ~~For~~In ~~example~~the healthcare industry, ~~our pre-foreclosure~~we ~~notifications~~expect ~~use~~that ~~our~~healthcare ~~triggers~~providers ~~platform~~will increase demand for information to ~~identify~~determine ~~consumers~~their ~~that~~patients' ~~are~~insurance atcoverage anand ~~increased~~ability ~~risk~~to pay and for ~~foreclosure,~~healthcare ~~allowing~~providers ~~insurance~~and ~~carriers~~payers to ~~monitor~~increase ~~occupancy~~demand ~~status~~for ~~and~~analytics ~~manage~~to measure the ~~risk~~quality of ~~property~~care ~~damage.~~in Wetheir ~~take~~network. ~~advantage~~Our ~~of strategic~~strategy ~~partnerships~~is to ~~develop~~automate ~~innovative~~the ~~services~~insurance ~~that~~and ~~differentiate~~payment usprocesses ~~from~~at ~~our~~the ~~competitors.~~beginning ~~One~~of ~~example~~the ofrevenue ~~this~~cycle, ishelp ~~our~~payers ~~online~~analyze ~~account~~claim-related ~~acquisition~~data ~~solution,~~and anfacilitate ~~end-to-end~~performance ~~process~~reporting ~~whereby~~and weat ~~work~~the ~~with~~same ~~our~~time ~~lead~~help ~~generation~~patients ~~marketing~~make ~~partner~~informed ~~to source~~decisions. ~~and~~This ~~deliver~~includes ~~new,~~helping ~~approved~~healthcare ~~and~~providers ~~accepted~~inform ~~accounts~~patients about their out-of-pocket costs prior to ~~credit~~providing ~~card~~healthcare ~~issuers.~~services ~~For~~so ~~consumers,~~that wethe ~~recently~~financial ~~improved~~obligation ~~our~~of ~~offerings~~the bypatient ~~adding~~is anknown ~~identity~~by ~~theft~~both ~~risk~~parties ~~score.~~prior Asto the ~~needs~~services ofbeing ~~our~~provided. ~~customers~~To ~~evolve~~capitalize on this trend, we ~~plan~~acquired toa ~~continue~~100% toownership ~~provide~~interest ~~creative solutions~~in totwo ~~help~~healthcare ~~them~~industry ~~meet~~service ~~their~~providers, ~~challenges~~Financial Healthcare Systems, LLC (“FHS”) in 2011 and e-Scan Data Systems, Inc. (“eScan”) in 2013.

Expand ~~Internationally~~Interactive Business

WeConsumers ~~believe~~are ~~international~~becoming ~~markets~~increasingly ~~present~~aware aof ~~significant~~the ~~opportunity~~need to proactively manage their personal finances. They also recognize the need to protect their identities in the face of many highly publicized data breaches. In order to meet the growing market demand for ~~growth~~credit monitoring and identity fraud protection services and deepen customer loyalty, we will continue to invest in consumer-driven product enhancements. We have developed a data-driven customer acquisition strategy and will focus our advertising dollars on paid search and display ads, and are expanding into new channels such as ~~these~~mobile ~~economies~~and social media. In addition to our direct to consumer offering, we will continue to ~~develop~~make ~~and~~our services available on a wholesale basis to strategic partners who combine our services with their ~~populations~~own ~~become~~offerings. ~~more~~This ~~credit~~strategy ~~active~~allows us to test market new product enhancements and configurations with minimal investment. We plan to: leverage the success of our U.S.-based Interactive business to offer similar services in our international markets.

~~Expand~~Pursue inStrategic Existing Markets. In emerging markets where we are currently present and a substantial portion of the population is not yet credit active, such as Mexico and India, we expect significant expansion of consumer credit. Acquisitions

9We will evaluate and pursue strategic acquisitions in order to accelerate growth within our existing businesses, and diversify into new businesses. We are focused on opportunities that expand our geographic footprint and the breadth and depth of services,

~~Table of Contents~~8

~~Given~~Table ~~our~~of incumbent position, we are well positioned to benefit from this trend. In developed markets, such as Canada and Hong Kong, we will continue to improve our core services and seek to expand our service offerings. Contents

~~Introduce~~including ~~New~~acquiring ~~Service~~proprietary ~~Offerings. We~~datasets ~~will~~and ~~continue~~industry toexpertise ~~focus~~in onour ~~generating~~key ~~revenue~~industries. ~~from~~For ~~new~~example, ~~offerings across~~we ~~all~~expanded ~~markets,~~into ~~including~~Brazil ~~value~~and ~~added~~Chile ~~services~~ and ~~new~~enhanced ~~lines~~our ofdomestic ~~business~~healthcare offerings through various acquisitions. The ~~common~~most ~~nature~~recent ofexample was our ~~customers’~~December ~~risk~~2013 ~~and~~acquisition of TLO, LLC ("TLO"), an information management ~~needs~~company ~~allows~~providing usdata tosolutions ~~take~~for ~~offerings~~identity ~~from~~authentication, ~~developed~~fraud ~~markets~~prevention toand ~~emerging~~debt ~~markets~~recovery. ~~This~~From ~~further~~time ~~results in~~to ~~the~~time ~~faster~~we ~~development~~may ~~and~~also ~~introduction~~seek ofto ~~solutions~~increase ~~for~~our ~~emerging~~investments ~~markets~~in asforeign entities where we ~~are~~hold ~~able~~a minority interest. We will continue to ~~leverage~~pursue ~~our~~acquisitions ~~global~~that ~~knowledge~~provide opportunities for long-term value creation by expanding our capabilities, ~~technology~~expertise and ~~expertise~~geographic reach. We plan to ~~meet~~maintain ~~local~~our ~~market~~disciplined ~~needs~~approach to any acquisition.

~~Enter~~Segment New Geographic Markets. We will continue to expand by forming alliances with financial services institutions, industry associations, and other local partners, and by pursuing strategic acquisitions. From our bases in Hong Kong, Latin America and South Africa we seek to expand to other countries in those regions. For example, in 2011, we launched the first consumer credit bureau in the Philippines in partnership with the top-five credit card issuers in that market and acquired an 80% ownership interest in Crivo, marking our entry into Brazil. In 2012, we completed an acquisition of an 85% interest in a credit information and collections business that further expanded our presence into seven additional African countries. We expect to continue to develop operations in new markets around the world. Overview

~~Focus~~We onmanage ~~Underpenetrated~~our business and ~~Growth~~report ~~Industries~~our financial results in three operating segments: USIS, International and Interactive. We also report expenses for Corporate, which provides shared services and conducts enterprise functions. See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 8, “Financial Statements and Supplementary Data—Combined Notes to Consolidated Financial Statements,” Note 16, “Operating Segments,” for further information about our segments.

We continue to focus on underpenetrated and growth industries in the United States, such as insurance and healthcare, where we believe information-based analytics and decisioning technologies are currently underutilizedU. ~~Insurers have seen an increase in claims dollars paid, reinforcing their need to price risk appropriately~~S. WeInformation offer a range of solutions, including new fraud detection tools and predictive scores that improve accuracy and efficiency for the quoting and underwriting process. In the healthcare industry, increases in high-deductible health plans and the number of uninsured and under-insured consumers have increased collection risks for healthcare providers, creating a greater need for providers to efficiently manage their revenue cycle. We expect that healthcare providers and payers will increase demand for analytics to measure the quality of care in their network. Our strategy is to automate the insurance and payment processes at the beginning of the revenue cycle, help payers analyze claim-related data and facilitate performance reporting and at the same time help patients make informed decisions. This includes helping healthcare providers inform patients about their out-of-pocket costs prior to providing healthcare services so that the financial obligation of the patient is known by both parties prior to the services being provided. Services

~~Expand~~USIS ~~Interactive~~provides ~~Business~~consumer credit and data reports, credit scores, analytical services and decisioning technology to businesses. We offer these services to customers in the financial services, insurance, healthcare and other industries, and deliver them through both direct and indirect channels. These businesses use our services to acquire new customers, identify cross-selling opportunities, measure and manage debt portfolio risk, collect debt and manage fraud. USIS also provides healthcare insurance-related information to medical care facilities and insurers. In addition, USIS fulfills mandated consumer services such as dispute investigations and free annual credit reports, as required by the FCRA, as amended, and other credit-related legislation. USIS provides solutions to its customers through the following three service lines:

~~Consumers~~Online ~~are~~Data becoming increasingly aware of the need to proactively manage their personal finances. They also recognize the need to protect their identities in the face of several recent highly publicized data breaches. In order to meet the growing market demand for credit monitoring and identity fraud protection services and deepen customer loyalty, we will continue to invest in consumer-driven product enhancements. We have developed a data-driven customer acquisition strategy and will focus our advertising dollars on paid search and display ads, and are expanding into new channels such as mobile and social media. In addition to our direct to consumer offering, we will continue to make our services available on a wholesale basis to strategic partners who combine our services with their own offerings. This strategy allows us to test market new product enhancements and configurations with minimal investment. We plan to leverage the success of our U.S.-based Interactive business to offer similar services in our international markets. Services

~~Pursue~~Online ~~Strategic~~Data ~~Acquisitions~~Services are delivered in real-time to qualified businesses to help them assess the financial viability and capacity, or risk, of prospective consumers seeking to access credit. The primary source for these services is our consumer credit database. This database contains the name and address of most U.S. adults, a listing of their existing credit relationships and their timeliness in repaying debt obligations. The information in our database is voluntarily provided by thousands of credit-granting institutions and other data furnishers, such as public utilities. We also actively collect, directly and through vendors, information from courts, government agencies and other public records. This data is updated, audited and monitored on a regular basis. Information such as credit reports, credit characteristics, predictive scores and identity authentication services are created from the primary underlying data. Collectively, the reports, characteristics and scores, with variations tailored for specific industries, form the basis of Online Data Services.

WeOnline ~~will~~Data ~~evaluate~~Services ~~and~~revenue ~~pursue~~is ~~strategic~~driven ~~acquisitions~~by inconsumers ~~order~~initiating totransactions ~~accelerate~~with ~~growth~~businesses. ~~within~~Our ~~our~~customers ~~existing~~most ~~businesses,~~frequently ~~and~~use ~~diversify~~the ~~into~~information ~~new~~and ~~businesses.~~scores Weto ~~are~~underwrite ~~focused~~or onotherwise ~~opportunities~~manage ~~that~~risk ~~expand~~in ~~our geographic~~connection ~~footprint~~with ~~and~~ the ~~breadth~~establishment ~~and~~of ~~depth~~a ofnew ~~services~~account for a consumer, ~~including~~such ~~acquiring~~as ~~proprietary~~a ~~datasets~~credit ~~and~~card, ~~industry~~home ~~expertise~~loan, inauto ~~our~~loan ~~key~~or ~~industries~~insurance policy. ~~For~~Our ~~example,~~customers wealso ~~expanded~~use ~~into~~our ~~Brazil~~services ~~and~~to ~~Chile~~evaluate risks and ~~enhanced~~make ~~our~~risk-related ~~domestic~~decisions ~~healthcare~~in ~~offerings~~ connection with existing accounts.

10We also provide online service to help businesses manage fraud and authenticate a consumer’s identity when they initiate a new business relationship. Our fraud database, which is updated daily, contains data elements such as addresses and Social Security numbers from multiple sources that alert businesses to identities associated with known or suspected fraudulent activity. We also provide data to businesses to help them satisfy “know your customer” compliance requirements and to confirm an individual’s identity.

~~Table~~Credit ofMarketing ~~Contents~~Services

~~through~~Credit ~~various~~Marketing ~~acquisitions.~~Services ~~From~~help ~~time~~businesses toproactively ~~time~~acquire wenew ~~may~~customers, ~~also~~cross-sell ~~seek~~ to ~~increase~~existing ~~our~~customers ~~investments~~and inmonitor ~~foreign~~and ~~entities~~manage ~~where~~risk wein ~~hold~~their aexisting ~~minority interest~~portfolios. We ~~will~~provide ~~continue~~information toextracted ~~pursue~~from ~~acquisitions~~the ~~that provide~~consumer ~~opportunities~~credit ~~for~~database ~~long-term~~according ~~value~~to ~~creation~~specific bycustomer ~~expanding~~criteria ~~our~~and ~~capabilities,~~deliver ~~expertise~~it ~~and~~in ~~geographic~~the ~~reach~~form of a batch dataset. WeThese ~~plan~~services toare ~~maintain~~delivered ~~our~~on ~~disciplined~~an ~~approach~~ad tohoc ~~any~~or ~~acquisition.~~regularly scheduled basis.

~~Segment~~We ~~Overview~~have a variety of Credit Marketing Services to help customers market to prospects and manage risks of new and existing accounts in an efficient and effective manner. We provide portfolio review services, which are periodic reviews of our customers’ existing accounts, to help our customers develop cross-selling offers to their existing customers and monitor and manage risk in their existing consumer portfolios. Prescreen services are marketing lists our customers use on a one-time basis to extend firm offers of credit or insurance to consumers. Prospect databases are used by our customers to contact individuals multiple times to extend firm offers of credit or insurance. We also provide trigger services which are daily notifications of credit data sent to our

We manage our business and report our financial results in three operating segments: USIS, International and Interactive. We also report expenses for Corporate, which provides shared services and conducts enterprise functions. See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 8, “Financial Statements and Supplementary Data—Combined Notes to Consolidated Financial Statements,” Note 19, “Operating Segments,” for further information about our segments. 9

~~U.S.~~Table ~~Information~~of ~~Services~~ Contents

~~USIS~~customers ~~provides consumer credit and data reports, credit scores, analytical services and decisioning technology~~ to ~~businesses.~~notify Wethem ~~offer~~of ~~these~~changes ~~services~~in totheir customers’ incredit ~~the financial services, insurance, healthcare~~ and ~~other~~risk ~~industries,~~profiles. ~~and~~The ~~deliver~~information ~~them~~we ~~through~~provide ~~both~~also ~~direct~~helps ~~and indirect channels. These~~ businesses ~~use our services to acquire new customers, identify cross-selling opportunities, measure and~~ manage ~~debt portfolio risk, collect debt~~ and ~~manage~~ ~~fraud.~~assess ~~USIS~~various ~~also~~risks ~~provides~~associated ~~healthcare~~with ~~insurance-related~~their ~~information to medical care facilities and insurers. In addition~~customers, ~~USIS fulfills mandated consumer services~~ such as ~~dispute~~the ~~investigations~~ability ~~and~~to ~~free~~repay ~~annual credit reports~~debt, ~~as required by~~ the ~~FCRA,~~likelihood asof ~~amended,~~a ~~and other~~ credit~~-related~~ ~~legislation.~~or ~~USIS~~insurance ~~provides~~loss ~~solutions~~and ~~to its customers through~~ the ~~following~~potential ~~three~~for ~~service lines:~~ fraud.

~~Online~~Decision ~~Data~~ Services

~~Online~~Decision ~~Data~~ Services, ~~are~~our ~~delivered in real~~software-~~time~~as-a-service tooffering, ~~qualified~~includes ~~businesses~~a tonumber ~~help~~of ~~them~~platforms ~~assess~~that ~~the~~help ~~financial~~businesses ~~viability~~interpret data and ~~capacity,~~predictive ormodel ~~risk~~results, ofand ~~prospective~~apply ~~consumers~~their ~~seeking~~customer-specific criteria to ~~access~~facilitate ~~credit.~~real-time ~~The~~automated ~~primary~~decisions ~~source~~at ~~for~~the ~~these~~time ~~services~~of iscustomer ~~our consumer credit database~~interaction. ~~This~~ ~~database~~Decisions ~~contains~~may ~~the~~be ~~name~~based ~~and~~on ~~address of most U.S. adults,~~ a ~~listing~~generic oflogical ~~their~~formula ~~existing~~or ~~credit~~customized ~~relationships~~to ~~and~~fit ~~their~~specific ~~timeliness~~customer inbusiness ~~repaying debt obligations~~rules. The ~~information~~data used in ~~our~~the ~~database~~decisioning process is ~~voluntarily~~derived ~~provided~~from byour ~~thousands~~consumer of credit~~-granting~~ ~~institutions~~database, ~~and~~ other sources of data ~~furnishers,~~we ~~such~~own asor ~~public~~external ~~utilities~~suppliers. WeOur ~~also~~customers ~~actively~~use ~~collect,~~Decision ~~directly~~Services ~~and~~to ~~through~~evaluate ~~vendors,~~business ~~information~~risks ~~from courts, government agencies~~ and ~~other public records. This data is updated~~opportunities, ~~audited~~including ~~and monitored~~those onassociated awith ~~regular~~new ~~basis.~~consumer ~~Information such as~~ credit ~~reports, credit characteristics~~ and ~~predictive~~checking ~~scores are created from the primary underlying data. Collectively~~accounts, ~~the~~insurance ~~reports~~applications, ~~characteristics~~account ~~and scores~~collection, ~~with~~patient ~~variations~~registrations ~~tailored~~and ~~for~~apartment ~~specific industries,~~rental ~~form the basis of Online Data Services~~requests.

Online Data Services revenue is driven by consumers initiating transactions with businesses. Our customers most frequently use the information and scores to underwrite or otherwise manage risk in connection with the establishment of a new account for a consumer, such as a credit card, home loan, auto loan or insurance policy. Our customers also use our services to evaluate risks and make risk-related decisions in connection with existing accounts. International

WeThe ~~also~~International ~~provide online~~segment ~~service~~provides services similar to ~~help~~our USIS segment to businesses ~~manage~~in ~~fraud~~select ~~and~~regions ~~authenticate~~outside athe ~~consumer’s~~United ~~identity~~States. ~~when~~Depending ~~they~~on ~~initiate~~the amaturity ~~new~~of ~~business~~the ~~relationship.~~credit ~~Our~~economy ~~fraud~~in ~~database~~each country, ~~which~~services ismay ~~updated~~include ~~daily~~credit reports, ~~contains~~analytical ~~data~~and ~~elements~~decision ~~such~~services asand ~~addresses~~risk management services. In addition, we have commercial and ~~Social~~automotive ~~Security numbers~~databases ~~from~~in ~~multiple~~select ~~sources~~geographies. ~~that~~These ~~alert~~services ~~businesses~~are offered to ~~identities~~customers ~~associated~~in ~~with~~a ~~known~~number orof ~~suspected~~industries ~~fraudulent~~including ~~activity~~financial services, insurance, automotive, collections and communications, and are delivered through both direct and indirect channels. WeThe International segment also ~~provide~~provides ~~data~~consumer toservices ~~businesses~~similar to ~~help~~those ~~them~~offered ~~satisfy~~by ~~“know~~our ~~your~~Interactive ~~customer”~~segment ~~compliance~~that ~~requirements~~help ~~and~~consumers toproactively ~~confirm an~~manage ~~individual’s~~their ~~identity~~personal finances. The two market groups in the International segment are as follows:

~~Credit~~Developed ~~Marketing Services~~ Markets

~~Credit~~We ~~Marketing~~offer ~~Services~~online ~~help~~data ~~businesses proactively acquire new customers~~services, ~~cross-sell~~credit tomarketing ~~existing~~services ~~customers~~ and ~~monitor~~decision ~~and~~services ~~manage risk~~ in ~~their~~developed ~~existing~~markets ~~portfolios.~~other Wethan ~~provide information extracted from~~ the ~~consumer~~United ~~credit~~States, ~~database~~which ~~according~~include toCanada, ~~specific~~Hong ~~customer~~Kong ~~criteria~~ and ~~deliver~~Puerto itRico. inRevenue ~~the~~from ~~form~~developed ofmarkets aaccounted ~~batch~~for ~~dataset.~~approximately ~~These~~40% ~~services~~of ~~are~~our ~~delivered~~International onrevenue anin ~~ad hoc or regularly scheduled basis~~2013.

11Canada—We have operated in Canada since 1989 and are one of only two significant consumer reporting agencies in the Canadian market. Revenue from these operations accounted for approximately 64% of our developed markets revenue in 2013.

~~Table~~Hong Kong—We have had a majority ownership interest in the principal consumer credit reporting company in Hong Kong since 1998. Revenue from these operations accounted for approximately 28% of ~~Contents~~our developed markets revenue in 2013.

Puerto Rico—We ~~have~~entered athe ~~variety~~Puerto ofRican ~~Credit Marketing Services to help customers~~ market toin ~~prospects~~1985 ~~and~~through ~~manage risks of new and existing accounts in~~ an ~~efficient and effective manner~~acquisition. WeRevenue ~~provide~~from ~~portfolio~~these ~~review~~operations ~~services,~~accounted ~~which~~for ~~are~~approximately ~~periodic~~8% ~~reviews~~ of our ~~customers’~~developed ~~existing~~markets ~~accounts,~~revenue ~~to help our customers develop cross-selling offers to their existing customers and monitor and manage risk~~ in ~~their existing consumer portfolios~~2013. Prescreen services are marketing lists our customers use on a one-time basis to extend firm offers of credit or insurance to consumers. Prospect databases are used by our customers to contact individuals multiple times to extend firm offers of credit or insurance. We also provide trigger services which are daily notifications of credit data sent to our customers to notify them of changes in their customers’ credit and risk profiles. The information we provide also helps businesses manage and assess various risks associated with their customers, such as the ability to repay debt, the likelihood of a credit or insurance loss and the potential for fraud.

~~Decision~~Emerging ~~Services~~ Markets

~~Decision Services,~~Together with our ~~software-as-a-service~~unconsolidated ~~offering~~subsidiaries, ~~includes~~we aalso ~~number~~provide ofonline ~~platforms~~data ~~that~~services, ~~help~~credit ~~businesses~~marketing ~~interpret~~services ~~data~~ and ~~predictive~~decision ~~model~~services ~~results~~in emerging markets, ~~and~~such ~~apply~~as ~~their~~South ~~customer-specific~~Africa, ~~criteria~~Mexico, toIndia, ~~facilitate~~Brazil, ~~real-time~~and ~~automated~~other ~~decisions~~countries atin the ~~time~~Africa, ~~of customer~~Latin ~~interaction~~American and Asia-Pacific regions. ~~Decisions~~Once ~~may~~credit bedatabases ~~based~~are onestablished ain ~~generic~~these ~~logical~~markets, ~~formula~~we orcan ~~customized~~introduce toservices ~~fit~~that ~~specific~~have ~~customer~~demonstrated ~~business~~success ~~rules~~in developed markets. ~~The~~We ~~data~~believe ~~used~~that inour ~~the~~flexible ~~decisioning~~approach ~~process~~to isforming ~~derived~~local ~~from~~partnerships has allowed us to establish a foothold in certain emerging markets where our ~~consumer~~major ~~credit~~competitors ~~database~~have not, ~~other~~such ~~sources~~as ofMexico ~~data~~and wethe ~~own~~Philippines. ~~or external~~We ~~suppliers.~~also ~~Our~~believe ~~customers~~that ~~use~~our ~~Decision~~presence ~~Services~~in toemerging ~~evaluate~~markets ~~business~~helps ~~risks~~foster the growth and ~~opportunities~~development of credit-based economies in these markets, ~~including~~thereby ~~those~~resulting ~~associated~~in ~~with~~an ~~new~~accelerated ~~consumer~~demand for credit information services and ~~checking~~analytics. ~~accounts,~~Revenue ~~insurance~~from ~~applications,~~emerging ~~account~~markets ~~collection,~~accounted ~~patient~~for ~~registrations~~approximately ~~and apartment~~60% ~~rental~~of ~~requests.~~our International revenue in 2013.

~~International~~Africa—Since 1993, we have hosted the most extensive credit database in South Africa, which positions us well for expansion into the rest of the African continent. In addition to our traditional credit reporting services, we offer auto information solutions and commercial credit information services. South Africa accounted for approximately 49% of our emerging markets revenue in 2013. Our presence in South Africa has allowed us to expand into surrounding countries including Kenya, Namibia, Swaziland, Botswana, Zimbabwe, Mozambique, Zambia, Rwanda, Malawi, Tanzania and Uganda.

~~The~~Latin ~~International~~America—We ~~segment~~have ~~provides~~been ~~services~~active ~~similar~~in toLatin ~~our~~America ~~USIS~~since ~~segment~~1996 toand ~~businesses~~have operations in ~~select~~several ~~regions~~Central ~~outside~~and ~~the~~South ~~United~~American ~~States.~~countries, ~~Depending~~including ona ~~the~~strong ~~maturity~~presence ofin the ~~credit~~Dominican ~~economy in each country~~Republic, ~~services may~~and ~~include~~a ~~credit~~25.69% ~~reports,~~ownership ~~analytical~~interest ~~and~~in ~~decision~~TransUnion ~~services~~de ~~and~~México, ~~risk management services~~S. ~~In addition~~A., wethe ~~have~~primary ~~commercial~~credit ~~and~~bureau ~~automotive databases~~ in ~~select geographies~~Mexico. ~~These~~In ~~services~~Guatemala, ~~are~~we ~~offered~~maintain ~~to customers in~~ a ~~number~~centralized ofdatabase ~~industries~~that ~~including financial~~ services Guatemala, ~~insurance~~Honduras, ~~automotive~~Nicaragua, ~~collections~~El ~~and~~Salvador ~~communications,~~ and ~~are~~Costa ~~delivered~~Rica. ~~through~~We ~~both~~expanded ~~direct~~our ~~and~~footprint ~~indirect~~in ~~channels.~~Latin ~~The~~America ~~International~~through ~~segment~~our ~~also~~acquisition ~~provides~~of ~~consumer~~majority ~~services~~interests ~~similar~~in toa ~~those~~Chilean ~~offered~~credit bybureau ~~our~~in ~~Interactive~~2010, ~~segment that~~a ~~help~~Brazilian ~~consumers~~decisioning ~~proactively~~services ~~manage~~provider ~~their~~in ~~personal~~2011 ~~finances.~~and ~~The~~a ~~two~~Brazilian ~~market~~data ~~groups~~enrichment inand ~~the~~registry ~~International~~information ~~segment~~services ~~are~~provider asin ~~follows:~~ 2013.

~~Developed Markets~~ 10

WeTable offer online data services, credit marketing services and decision services in developed markets other than the United States, which include Canada, Hong Kong and Puerto Rico. Revenue from developed markets accounted for approximately 39% of ~~our International revenue in 2012.~~ Contents

~~Canada~~India—WeIn ~~have~~2003, ~~operated~~we partnered with prominent Indian financial institutions to create Credit Information Bureau (India) Limited (“CIBIL”), the first consumer and commercial credit bureau in ~~Canada~~India. ~~since~~We ~~1989~~currently own a 27.5% stake in CIBIL and are ~~one~~also ofits ~~only~~sole ~~two~~technology, ~~significant~~analytics ~~consumer reporting~~and ~~agencies~~decision inservice ~~the~~provider ~~Canadian~~for ~~market~~its consumer business. ~~Revenue~~We derive revenue from ~~these~~royalties ~~operations~~paid ~~accounted~~by CIBIL for ~~approximately~~the ~~65%~~use of our ~~developed~~technology, ~~markets~~credit ~~revenue~~scores inand ~~2012~~other value-added services. In the absence of a national identification number, we created an innovative matching algorithm that allowed us to provide consumer credit reporting services for the Indian population.

~~Hong~~Asia ~~Kong~~Pacific—Asia Pacific includes markets such as Thailand, Singapore, China and the Philippines. We ~~have~~provide ~~had~~credit risk scores to Thailand National Credit Bureau, in which we have a ~~majority~~12.25% ownership interest, inand to the ~~principal~~Credit ~~consumer~~Bureau ~~credit~~of ~~reporting~~Singapore. ~~company~~In inChina, ~~Hong~~we ~~Kong~~currently ~~since~~provide ~~1998~~fraud and authentication solutions to financial institutions. ~~Revenue~~In ~~from~~the ~~these~~Philippines, ~~operations~~we ~~accounted~~partnered ~~for~~with ~~approximately 27%~~the oftop-five ~~our~~credit ~~developed~~card ~~markets~~issuers ~~revenue~~to launch the first consumer credit bureau in ~~2012~~2011.

~~Puerto Rico—We entered the Puerto Rican market in 1985 via an acquisition. Revenue from these operations accounted for approximately 8% of our developed markets revenue in 2012.~~ Interactive

~~Emerging~~Interactive ~~Markets~~ offers services that help consumers manage their personal finances and protect against identity theft. Services in this segment include credit reports, credit scores, credit monitoring services and fraud management services. Our Interactive segment provides services through both direct and indirect channels.

~~Together~~Direct—We ~~with~~offer ~~our~~services ~~unconsolidated~~directly ~~subsidiaries~~to consumers, weprimarily ~~also~~on ~~provide~~a ~~online~~subscription ~~data~~basis ~~services~~through our website, ~~credit~~www.transunion.com, ~~marketing~~to ~~services~~help consumers manage their personal finances and ~~decision~~protect them against identity theft. These services in ~~emerging~~include: ~~markets~~credit reports, ~~such~~credit asscores ~~South~~and ~~Africa~~analysis, ~~Mexico~~identity risk score and alerts, ~~India~~alerts to changes in credit reports and scores, ~~Brazil~~debt analysis, ~~Chile~~scores specific to the insurance industry and ~~other~~the ~~countries~~ability to restrict third-party access to a consumer’s credit report. We complement these features with personalized content that explains how credit and financial data is used in ~~the~~various ~~Africa,~~industries ~~Latin~~to ~~American~~evaluate consumers and ~~Asia-Pacific~~how ~~regions~~a consumer’s financial choices impact this evaluation. ~~Once~~Our ~~credit~~objective ~~databases~~is ~~are~~to ~~established~~acquire and retain quality customers in ~~these~~an ~~markets~~efficient manner. We acquire customers primarily through performance-based, data-driven advertising channels, including paid search and online display, where we can precisely measure the return on our advertising spend. We continually enhance our content and add new features to increase the value of our services to our customers. Approximately 61% of Interactive revenue came from our direct channel in 2013.

12Indirect—We offer our services wholesale to strategic partners who combine them with their own offerings and sell them to consumers and businesses in such areas as financial services, commercial insurance and online membership clubs. Through these partnerships we are able to test new content and product features with minimal investment. Approximately 39% of Interactive revenue came from our indirect channel in 2013.

~~Table of Contents~~Corporate

weCorporate ~~can~~provides ~~introduce~~support services ~~that have demonstrated success in developed markets. We believe that our flexible approach~~ to ~~forming~~each ~~local~~operating ~~partnerships has allowed us to establish a foothold in certain emerging markets where our major competitors have not~~segment, ~~such~~holds asinvestments ~~Mexico~~ and ~~the~~conducts ~~Philippines~~enterprise functions. WeCertain ~~also~~costs ~~believe~~incurred ~~that~~in ~~our~~Corporate ~~presence~~that inare ~~emerging~~not ~~markets~~directly ~~helps~~attributable ~~foster~~to ~~the~~one ~~growth~~or ~~and~~more ~~development~~ of ~~credit-based~~the ~~economies~~operating insegments ~~these~~remain ~~markets, thereby resulting~~ in anCorporate. ~~accelerated~~These ~~demand~~costs ~~for~~are ~~credit~~primarily ~~information~~enterprise-level ~~services~~costs and ~~analytics.~~are ~~Revenue~~administrative ~~from emerging markets accounted for approximately 61% of our International revenue~~ in ~~2012~~nature.

~~Africa—Since~~Markets 1993, we have hosted the most extensive credit database in South Africa, which positions us well for expansion into the rest of the African continent. In addition to our traditional credit reporting services, we offer auto information solutions and commercial credit information services. South Africa accounted for approximately 58% of our emerging markets revenue in 2012. Our presence in South Africa has allowed us to expand into surrounding countries including Kenya, Namibia, Swaziland, Botswana, Zimbabwe, Mozambique, Zambia, Rwanda, Malawi, Tanzania and Uganda. Customers

~~Latin America—~~We have ~~been~~a ~~active~~highly indiversified ~~Latin~~customer ~~America since 1996 and have operations in several Central and South American countries~~base, ~~including~~with aour ~~strong~~largest ~~presence~~customer inaccounting ~~the~~for ~~Dominican~~approximately ~~Republic, and a 25~~2.699% ~~ownership~~of ~~interest~~revenue in ~~TransUnion de México, S~~2013.~~A.,~~ ~~the~~Our ~~primary~~top ~~credit~~ten ~~bureau~~customers inaccounted ~~Mexico.~~for Inapproximately ~~Guatemala, we maintain a centralized database that services Guatemala, Honduras, Nicaragua, El Salvador and Costa Rica~~20.1% Weof ~~expanded~~revenue ~~our footprint~~ in ~~Latin~~2013. ~~America~~A ~~through~~substantial ~~our~~portion ~~acquisition~~ of ~~majority~~our ~~interests~~revenue inis aderived ~~Chilean~~from ~~credit~~companies ~~bureau~~ in ~~2010~~the ~~and~~financial ~~a Brazilian decisioning~~ services ~~provider in 2011~~industry.

~~India—In~~We ~~2003,~~have weoperations ~~partnered~~in ~~with~~33 ~~prominent~~countries ~~Indian~~including ~~financial~~the ~~institutions~~United toStates, ~~create~~South ~~Credit~~Africa, ~~Information~~Canada, ~~Bureau~~Hong ~~(India)~~Kong, ~~Limited~~Puerto ~~(“CIBIL”)~~Rico, Mexico, the ~~first~~Dominican ~~consumer~~Republic, ~~and commercial credit bureau in~~ India., WeBrazil, ~~currently~~Trinidad ~~own~~and aTobago, ~~27.5%~~Guatemala, ~~stake~~Chile, inCosta ~~CIBIL~~Rica, ~~and~~Honduras, ~~are~~Nicaragua, ~~also~~El ~~its~~Salvador, ~~sole~~Kenya, ~~technology~~Botswana, ~~analytics~~ and ~~decision~~the ~~service provider for its consumer business~~Philippines. WeThe ~~derive~~following ~~revenue~~table ~~from~~summarizes ~~royalties paid by CIBIL for the use of~~ our ~~technology,~~revenue ~~credit~~based ~~scores and~~on ~~other value-added services. In~~ the ~~absence~~country ofwhere ~~a national identification number, we created an innovative matching algorithm that allowed us to provide consumer credit reporting services for~~ the ~~Indian~~revenue ~~population.~~was earned:

Asia Pacific—Asia Pacific includes markets such as Thailand, Singapore, China and the Philippines. We provide credit risk scores to Thailand National Credit Bureau, in which we have a 12.25% ownership interest, and to the Credit Bureau of Singapore. In China, we currently provide fraud and authentication solutions to financial institutions. In the Philippines, we partnered with the top-five credit card issuers to launch the first consumer credit bureau in 2011.



	Approximate percent of consolidated revenue
Country	2013		2012		2011
United States	80	%	79	%	79	%
South Africa	6	%	7	%	9	%
Canada	5	%	5	%	6	%
Other	9	%	9	%	6	%

~~Interactive~~The following table summarizes long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset:

Interactive offers services that help consumers manage their personal finances and protect against identity theft. Services in this segment include credit reports, credit scores, credit monitoring services and fraud management services. Our Interactive segment provides services through both direct and indirect channels. 11

~~Direct—We~~Table offer services directly to consumers, primarily on a subscription basis through our website, www.transunion.com, to help consumers manage their personal finances and protect them against identity theft. These services include: credit reports, credit scores and analysis, identity risk score and alerts, alerts to changes in credit reports and scores, debt analysis, scores specific to the insurance industry and the ability to restrict third-party access to a consumer’s credit report. We complement these features with personalized content that explains how credit and financial data is used in various industries to evaluate consumers and how a consumer’s financial choices impact this evaluation. Our objective is to acquire and retain quality customers in an efficient manner. We acquire customers primarily through performance-based, data-driven advertising channels, including paid search and online display, where we can precisely measure the return on our advertising spend. We continually enhance our content and add new features to increase the value of ~~our services to our customers. Approximately 70% of Interactive revenue came from our direct channel in 2012.~~ Contents



	Approximate percent of long-lived assets
Country	2013		2012		2011
United States	85	%	81	%	80	%
South Africa	3	%	5	%	5	%
Canada	3	%	4	%	2	%
Other	9	%	10	%	13	%

~~Table~~For ofadditional ~~Contents~~information about geographical information see Part II, Item 8, “Financial Statements and Supplementary Data—Combined Notes to Consolidated Financial Statements,” Note 16, “Operating Segments.” For additional information about risks related to our foreign operations see Part I, Item 1A, “Risk Factors.”

~~Indirect—~~We ~~offer~~market our services ~~wholesale~~primarily tothrough ~~strategic~~our ~~partners~~own ~~who~~sales ~~combine~~force. ~~them~~We ~~with~~have ~~their~~dedicated ~~own offerings~~sales ~~and~~teams ~~sell~~for ~~them~~our tolargest ~~consumers~~customers focused by industry group and ~~businesses~~geography. inThese ~~such~~dedicated ~~areas~~sales asteams ~~financial~~provide ~~services,~~strategic ~~commercial~~account ~~insurance~~management and ~~online~~direct ~~membership~~support ~~clubs.~~to ~~Through~~customers ~~these~~to ~~partnerships~~develop wecomprehensive ~~are~~solutions. ~~able~~We touse ~~test~~shared ~~new~~sales ~~content~~teams ~~and~~to ~~product~~sell ~~features~~our ~~with~~services ~~minimal~~to ~~investment~~mid-size customers. ~~For example,~~These ~~our~~sales ~~relationship~~teams ~~with~~are anbased ~~online~~in ~~lead-generation~~our ~~company~~headquarters ~~has~~office ~~helped~~and usin tofield ~~optimize~~offices ~~the~~strategically ~~targeted~~located ~~offers~~throughout ~~for~~the ~~credit~~United ~~cards~~States and ~~other~~abroad. ~~products~~Smaller ~~that~~customers’ ~~appear~~sales onneeds ~~our~~are ~~site.~~serviced ~~Approximately~~primarily ~~30%~~through ofcall ~~Interactive~~centers. ~~revenue~~We ~~came~~also ~~from~~market our services through indirect ~~channel~~channels ~~in 2012~~such as resellers, who sell directly to businesses and consumers. Our interactive direct-to-consumer services are sold through our website, www.transunion.com.

~~Corporate~~ Seasonality

~~Corporate~~Seasonality ~~provides~~in ~~support~~the ~~services~~USIS tosegment ~~each~~is ~~operating~~correlated ~~segment,~~to ~~holds~~volumes ~~investments~~of ~~and~~online ~~conducts~~credit ~~enterprise~~data ~~functions.~~purchased ~~Certain~~by ~~costs~~our ~~incurred~~financial inservices ~~Corporate that~~and ~~are~~mortgage ~~not~~customers, ~~directly~~and ~~attributable~~our tosales ~~one~~have orgenerally ~~more~~been ofhigher during the ~~operating~~second ~~segments~~and ~~remain~~third quarters. Seasonality in ~~Corporate.~~our ~~These~~International ~~costs~~segment ~~are~~is ~~primarily~~driven ~~enterprise-level~~by ~~costs~~local economic conditions and ~~are~~relevant ~~administrative~~macroeconomic inmarket ~~nature~~trends. In our Interactive segment, demand for our products generally relates to our advertising spend, which is usually higher during the first half of the year.

~~Markets and Customers~~ Competition

WeThe ~~have~~market afor ~~highly~~our ~~diversified~~services ~~customer~~is ~~base,~~highly ~~with~~competitive. ~~our~~We ~~largest customer~~primarily ~~accounting~~compete ~~for~~on ~~approximately~~the ~~3.3%~~basis of ~~revenue~~differentiated insolutions, ~~2012~~datasets, services, innovation and price. Our ~~top~~competitors ~~ten~~vary ~~customers~~in ~~accounted~~size ~~for~~and ~~approximately~~in ~~20.7%~~the scope of ~~revenue~~the inservices ~~2012~~they offer. AWe ~~substantial~~are ~~portion~~one of ~~our~~three ~~revenue~~global isconsumer ~~derived~~credit ~~from~~and information management companies, which each have similar market share in the ~~financial~~United ~~services~~States. ~~industry~~The other two companies are Equifax Inc. and Experian plc, both of which offer a similar range of consumer credit and information management services. We also compete with a number of smaller, specialized companies, all of which offer a subset of the services we provide.

We ~~have~~believe ~~operations in~~ the 33services ~~countries~~we ~~including~~provide ~~the~~to ~~United~~our ~~States,~~customers ~~South~~reflect ~~Africa,~~our ~~Canada,~~understanding ~~Hong~~of ~~Kong,~~our ~~Puerto~~customers’ ~~Rico~~businesses, ~~Mexico,~~ the ~~Dominican~~depth ~~Republic, India, Brazil, Trinidad~~ and ~~Tobago,~~breadth ~~Guatemala,~~of ~~Chile,~~our ~~Costa Rica~~data, ~~Honduras,~~and ~~Nicaragua,~~the Elquality ~~Salvador,~~of ~~Kenya,~~our ~~Botswana,~~decisioning technology and ~~the~~advanced ~~Philippines~~analytics. ~~The~~By ~~following~~integrating ~~table~~our ~~summarizes~~services into our ~~revenue~~customers’ ~~based~~business onprocesses ~~the~~we ~~country~~ensure ~~where~~efficiency, ~~the~~continuous ~~revenue~~improvement ~~was~~and ~~earned:~~long-lasting relationships.

	Approximate percent of consolidated revenue
Country	2010			2011			2012
United States		80	%		79	%		79	%
South Africa		9	%		9	%		7	%
Canada		6	%		6	%		5	%
Other		5	%		6	%		9	%

Information Technology

~~The following table summarizes long-lived assets, other than financial instruments and deferred tax assets, based on the location of the legal entity that owns the asset:~~ Technology

	Approximate percent of long-lived assets
Country	2010			2011			2012
United States		88	%		80	%		81	%
South Africa		7	%		5	%		5	%
Canada		2	%		2	%		4	%
Other		3	%		13	%		10	%

The continuous operation of our information technology systems is fundamental to our business. Our information technology systems collect, access, process, deliver and store the data that is used to provide services to, and develop solutions for, our customers. Customers connect to our systems using a number of different technologies, including secured internet connections, virtual private networks and dedicated network connections. We contract with various third-party providers to help us maintain and support our systems, as well as to modify existing, and develop new, applications to be used in our businesses.

~~For~~Our ~~additional~~control ~~information~~and ~~about~~understanding ~~geographical~~of ~~information~~the ~~see~~technology ~~Part~~that ~~II,~~operates ~~Item 8,~~our ~~“Financial~~business ~~Statements~~is ~~and Supplementary~~critical ~~Data—Combined~~to ~~Notes~~our tosuccess. ~~Consolidated~~Knowledge ~~Financial~~transfer ~~Statements,”~~is ~~Note~~a ~~19,~~key ~~“Operating~~component ~~Segments.”~~of ~~For~~our ~~additional~~relationships ~~information~~with ~~about~~third-party ~~risks~~providers ~~related~~who tosupport our ~~foreign~~systems ~~operations~~or ~~see~~implement ~~Part~~emerging I,technologies. ~~Item 1A~~When we contract for third-party support or incorporate new technology into our systems, ~~“Risk~~we ~~Factors~~use dedicated employee teams to manage these relationships in order to drive the development of the strategy in these areas.”

WeData ~~market~~Centers ~~our services primarily through our own sales force. We have dedicated sales teams for our largest customers focused by industry group~~ and ~~geography.~~Business These dedicated sales teams provide strategic account management and direct support to customers to develop comprehensive solutions. We use shared sales teams to sell our services to mid-size customers. These sales teams are based in our headquarters office and field offices strategically located throughout the United States and abroad. Smaller customers’ sales needs are serviced primarily through call centers. We also market our services through indirect channels such as resellers, who sell directly to businesses and consumers. Our interactive direct-to-consumer services are sold through our website, www.transunion.com. Continuity

14As a global operation we have data centers located throughout the world. We generally employ similar technologies and infrastructures in each data center to enable the optimal sharing of technical resources across geographies.

~~Table~~We ofmaintain ~~Contents~~a framework for business continuity that includes written policies requiring each business and operating unit to identify critical functions. Our businesses and operating units have processes in place that are designed to maintain such functions

~~Seasonality~~ 12

~~Seasonality~~Table ~~in the USIS segment is correlated to volumes~~ of online credit data purchased by our financial services and mortgage customers, and our sales have generally been higher during the second and third quarters. Seasonality in our International segment is driven by local economic conditions and relevant macroeconomic market trends. In our Interactive segment, demand for our products generally relates to our advertising spend, which is usually higher during the first half of the year. Contents

~~Competition~~in case there is a disruptive event. We also have a specific disaster recovery plan that will take effect if critical infrastructure or systems fail or become disabled.

~~The~~As ~~market~~part ~~for~~of our ~~services~~program, a business unit’s continuity plan is ~~highly~~periodically ~~competitive~~updated and stored in a centralized database. WeThese ~~primarily~~plans ~~compete~~are onmonitored ~~the~~and ~~basis~~reviewed ofby ~~differentiated~~our ~~solutions,~~compliance ~~datasets,~~team. ~~services~~From time to time, ~~innovation~~our ~~and~~compliance ~~price.~~team ~~Our~~tests ~~competitors~~one ~~vary~~or inmore ~~size~~of ~~and~~these plans using desktop exercises or in ~~the~~connection ~~scope~~with ~~of the~~actual ~~services~~events ~~they~~(for ~~offer~~example, recent extreme winter weather events in Chicago, Illinois). We ~~are~~also ~~one~~periodically test the state of ~~three~~preparedness ~~global~~of ~~consumer~~our ~~credit~~most ~~and~~critical ~~information~~disaster ~~management~~recovery ~~companies,~~procedures. ~~which~~For ~~each~~our ~~have~~primary ~~similar~~U.S. ~~market~~data ~~share~~center inwe ~~the~~have ~~United~~system ~~States.~~redundancy ~~The~~plans ~~other~~that ~~two~~allow ~~companies~~for ~~are~~the ~~Equifax~~transfer ~~Inc.~~of ~~and~~capacity ~~Experian~~in ~~plc,~~the ~~both~~event there is a failure of ~~which~~computer ~~offer~~hardware or a ~~similar~~ ~~range~~loss of ~~consumer~~our ~~credit~~primary ~~and~~telecommunications ~~information~~line ~~management~~or ~~services~~power source. We also ~~compete~~maintain ~~with~~ a ~~number~~recovery ofsite ~~smaller,~~in ~~specialized companies~~Gaithersburg, ~~all~~Maryland ofthat ~~which~~is ~~offer~~managed by a ~~subset~~third-party ofto recover the ~~services~~majority weof ~~provide.~~our operational capacity should our redundancy program fail.

We believe the services we provide to our customers reflect our understanding of our customers’ businesses, the depth and breadth of our data, and the quality of our decisioning technology and advanced analytics. By integrating our services into our customers’ business processes we ensure efficiency, continuous improvement and long-lasting relationships. Security

~~Information~~The ~~Technology~~security and protection of non-public consumer information is one of our highest priorities. We have a written information security program with dedicated personnel charged with overseeing that program. Our information security program incorporates continuous improvement methodology and evaluates threats, industry events and asset values to help us appropriately adjust security controls. We employ a wide range of physical and technical safeguards that are designed to provide security around the collection, storage, use and access of information we have in our possession. These safeguards include firewalls, intrusion protection and monitoring, anti-virus and malware protection, vulnerability threat analysis, management and testing, advanced persistent threat monitoring, forensic tools, encryption technologies, data transmission standards, contractual provisions, customer credentialing, identity and access management, data loss, access and anomaly reports, and training programs for associates. For additional information about risks related to security and protection of non-public consumer information see Part I, Item 1A, “Risk Factors.”

~~Technology~~Intellectual Property and Licensing Agreements

~~The~~Our ~~continuous~~intellectual ~~operation~~property ofis ~~our~~a ~~information~~strategic ~~technology~~advantage ~~systems~~and protecting it is ~~fundamental~~critical to our business. ~~Our~~Because ~~information~~of ~~technology~~the ~~systems~~importance ~~collect~~of our intellectual property, ~~access~~we treat our brand, ~~process~~ software, ~~deliver~~technology, ~~and~~know-how, ~~store~~concepts ~~the~~and ~~data~~databases ~~that~~as isproprietary. ~~used~~We attempt to ~~provide~~protect ~~services~~our tointellectual property rights under the trademark, ~~and~~copyright, ~~develop~~patent, ~~solutions~~trade ~~for~~secret, ~~our~~and ~~customers.~~other ~~Customers~~intellectual ~~connect~~property tolaws ~~our~~of ~~systems~~the ~~using~~United aStates ~~number~~and ofother ~~different~~countries ~~technologies,~~as ~~including~~well ~~secured~~as ~~internet~~through ~~connections,~~the ~~virtual~~use ~~private networks~~of licenses and ~~dedicated~~contractual ~~network~~agreements, ~~connections~~such as nondisclosure agreements. WeWhile ~~contract~~we ~~with~~hold various ~~third-party~~patents, ~~providers~~we do not rely primarily on patents to ~~help~~protect usour ~~maintain~~core intellectual property. Through contractual arrangements, disclosure controls and ~~support~~continual ~~our~~associate ~~systems~~training programs, asour ~~well~~principal asfocus is to ~~modify~~treat ~~existing~~our key proprietary information and databases as trade secrets. Also, we have registered certain trademarks, trade names, service marks, logos, internet URLs and ~~develop~~other ~~new~~marks of distinction in the United States and foreign countries, ~~applications~~the tomost beimportant of which is the trademark “TransUnion.” This trademark is used in ~~our~~connection ~~businesses.~~with most of the services we sell and we believe it is a known mark in the industry.

~~Our~~We ~~control~~own ~~and~~proprietary ~~understanding~~software ofthat ~~the~~we ~~technology~~use ~~that~~to ~~operates~~maintain our ~~business~~databases isand ~~critical~~ to develop and deliver our ~~success~~services. ~~Knowledge~~We ~~transfer~~develop isand amaintain ~~key~~business ~~component~~critical ofsoftware that transforms data furnished by various sources into databases upon which our ~~relationships~~ ~~with~~services ~~third-party~~are ~~providers~~built. ~~who~~We ~~support~~also develop and maintain software to manage our ~~systems~~consumer orinteractions, ~~implement~~including ~~emerging~~providing ~~technologies~~disclosures and resolving disputes. ~~When~~In all business segments we ~~contract~~develop ~~for~~and ~~third-party~~maintain ~~support~~software orapplications ~~incorporate~~that ~~new~~we ~~technology~~use ~~into~~to deliver services to our ~~systems~~customers, through an Application Service Provider (“ASP”) model. In particular, we ~~use~~develop ~~dedicated~~and ~~employee~~maintain ~~teams~~decisioning totechnology ~~manage~~platforms ~~these relationships~~that inwe ~~order~~host toand ~~drive~~integrate ~~the~~into ~~development~~our ofcustomers’ workflow systems to improve the ~~strategy~~efficiency inof ~~these~~their ~~areas~~operations.

~~Data~~We ~~Centers~~license certain data and ~~Business~~other ~~Continuity~~ intellectual property to other companies, many of which we have an ownership interest in, on arms-length terms that are designed to protect our rights to our intellectual property. We generally use standard licensing agreements and do not provide our intellectual property to third parties without a nondisclosure and license agreement in place.

AsWe aalso ~~global~~license ~~operation~~certain weintellectual ~~have~~property ~~data~~that ~~centers~~is ~~located~~important ~~throughout~~for ~~the~~our ~~world~~business from third parties. WeFor ~~generally~~example, ~~employ~~we ~~similar~~license ~~technologies~~credit-scoring algorithms and ~~infrastructures in~~the ~~each~~right ~~data~~to ~~center~~sell tocredit ~~enable~~scores ~~the~~derived ~~optimal~~from ~~sharing~~those ofalgorithms ~~technical~~from ~~resources~~third ~~across~~parties ~~geographies.~~for a fee.

WeLegal ~~maintain a framework for business continuity that includes written policies requiring each business~~ and ~~operating~~Regulatory unit to identify critical functions. Our businesses and operating units have processes in place that are designed to maintain such functions in case there is a disruptive event. We also have a specific disaster recovery plan that will take effect if critical infrastructure or systems fail or become disabled. Matters

AsCompliance ~~part~~with ~~of our~~legal ~~program,~~and aregulatory ~~business~~requirements ~~unit’s~~is ~~continuity~~a ~~plan~~top ispriority. ~~periodically~~Numerous ~~updated~~laws ~~and~~govern ~~stored~~the incollection, aprotection, ~~centralized~~dissemination ~~database.~~and ~~These~~use ~~plans~~of ~~are~~the ~~monitored~~non-public ~~and~~personal ~~reviewed~~information bywe ~~our~~have ~~compliance~~in ~~team~~our possession. ~~From~~These ~~time~~laws toare ~~time,~~enforced ~~our~~by ~~compliance~~federal, ~~team~~state ~~tests~~and ~~one~~local orregulatory ~~more~~agencies, offoreign ~~these~~regulatory ~~plans using~~authorities ~~desktop~~and, ~~exercises or~~ in ~~connection~~some ~~with~~instances, ~~actual~~through ~~events.~~private Wecivil ~~also~~ litigation.

15We proactively manage our compliance with laws and regulations through a dedicated legal and compliance team that generally is locally assigned yet tasked to ensure that enterprise standards are followed. To that end, we have legal and compliance personnel situated at business operations in the United States, Canada, Hong Kong and South Africa. All such personnel report directly to the leaders of these areas, who are located in our corporate offices in Chicago, Illinois. Through the legal and compliance functions,

~~Table of Contents~~13

~~periodically~~Table ~~test the state~~ of preparedness of our most critical disaster recovery procedures. For our primary U.S. data center we have system redundancy plans that allow for the transfer of capacity in the event there is a failure of computer hardware or a loss of our primary telecommunications line or power source. We also maintain a recovery site in Gaithersburg, Maryland that is managed by a third-party to recover the majority of our operational capacity should our redundancy program fail. Contents

~~Security~~we provide training to our associates, monitor all material laws and regulations, manage our enterprise-wide “know your customer” process, routinely review internal processes to determine whether business practice changes are warranted, assist in the development of new services, and promote regular meetings with principal regulators and legislators to establish transparency of our operations and create a means to understand and react should any issues arise. In addition, as a controlled financial company of a United States bank holding company, we have committed to implement certain compliance programs as directed by that bank holding company pursuant to the stockholders’ agreement entered into by the Company and our principal shareholders.

~~The security and protection of non-public consumer information is one of our highest priorities~~U. ~~We have a written information security program with dedicated personnel charged with overseeing that program~~S. ~~Our~~Data ~~information security program incorporates continuous improvement methodology~~ and ~~evaluates~~Privacy threats, industry events and asset values to help us appropriately adjust security controls. We employ a wide range of physical and technical safeguards that are designed to provide security around the collection, storage, use and access of information we have in our possession. These safeguards include firewalls, intrusion protection and monitoring, anti-virus and malware protection, vulnerability threat analysis, management and testing, advanced persistent threat monitoring, forensic tools, encryption technologies, data transmission standards, contractual provisions, customer credentialing, identity and access management, data loss, access and anomaly reports, and training programs for associates. For additional information about risks related to security and protection of non-public consumer information see Part I, Item 1A, “Risk Factors.” Protection

~~Intellectual~~Our ~~Property~~U.S. operations are subject to numerous laws that regulate privacy, data security and ~~Licensing~~the ~~Agreements~~use of consumer credit or an individual’s healthcare information. Certain of these laws provide for civil and criminal penalties for the unauthorized release of, or access to, this protected information. The laws and regulations that affect our U.S. business include, but are not limited to, the following:

~~Our~~• ~~intellectual~~FCRA—The ~~property~~United isStates aFair ~~strategic~~Credit ~~advantage~~Reporting ~~and~~Act ~~protecting~~(“FCRA”) itapplies isto ~~critical~~consumer tocredit ~~our~~reporting ~~business.~~agencies, ~~Because~~including ofus, ~~the~~as ~~importance~~well ofas ~~our~~data ~~intellectual~~furnishers ~~property,~~and weusers ~~treat~~of ~~our~~consumer ~~brand,~~reports. ~~software,~~The ~~technology~~FCRA promotes the accuracy, ~~know-how,~~ ~~concepts~~fairness and ~~databases~~privacy asof ~~proprietary.~~information Wein ~~attempt~~the tofiles ~~protect~~of ~~our~~consumer ~~intellectual~~reporting ~~property~~agencies ~~rights~~that ~~under~~engage in the ~~trademark,~~practice ~~copyright,~~of ~~patent,~~assembling ~~trade~~or ~~secret,~~evaluating ~~and~~information ~~other~~relating ~~intellectual~~to ~~property~~consumers ~~laws~~for ofcertain ~~the~~specified ~~United~~purposes. ~~States~~The ~~and~~FCRA ~~other~~limits ~~countries~~what asinformation ~~well~~may ~~as through~~be reported by consumer reporting agencies, limits the distribution and use of ~~licenses~~consumer ~~and~~reports, ~~contractual~~establishes ~~agreements,~~consumer ~~such~~rights asto ~~nondisclosure~~access ~~agreements.~~and ~~While~~dispute wetheir ~~hold~~own ~~various~~credit ~~patents~~files, werequires doconsumer ~~not~~reporting ~~rely~~agencies ~~primarily~~to onmake ~~patents~~available to ~~protect~~consumers ~~our~~a ~~core~~free ~~intellectual~~annual ~~property.~~credit ~~Through~~report ~~contractual~~and ~~arrangements,~~imposes ~~disclosure controls~~many ~~and~~other ~~continual~~requirements ~~associate~~on ~~training~~consumer ~~programs~~reporting agencies, ~~our~~data ~~principal~~furnishers ~~focus~~and isusers toof ~~treat~~consumer ~~our~~report ~~key~~information. ~~proprietary~~Violation ~~information~~of ~~and~~the ~~databases~~FCRA ascan ~~trade~~result ~~secrets~~in civil and criminal penalties. ~~Also,~~The welaw ~~have~~contains ~~registered~~an ~~certain~~attorney ~~trademarks,~~fee ~~trade~~shifting ~~names,~~provision ~~service~~to ~~marks,~~provide ~~logos,~~an ~~internet~~incentive ~~URLs~~to ~~and other~~consumers ~~marks~~to ofbring ~~distinction~~individual inor ~~the~~class ~~United~~action ~~States~~lawsuits ~~and~~against ~~foreign~~a ~~countries,~~consumer ~~the~~reporting ~~most~~agency ~~important~~for violations of ~~which~~the isFCRA. ~~the~~Regulatory ~~trademark~~enforcement ~~“TransUnion.”~~of ~~This~~the ~~trademark~~FCRA is ~~used~~under inthe ~~connection~~purview ~~with~~of ~~most~~United ofStates ~~our~~Federal ~~service~~Trade ~~lines~~Commission ~~and~~(“FTC”), ~~services~~the weConsumer ~~sell~~Financial Protection Bureau (“CFPB”), and wethe ~~believe~~State itAttorney ~~is a~~Generals’, ~~known~~acting ~~mark~~alone or in ~~the~~concert ~~industry.~~with one another.

We• ~~own~~State ~~proprietary~~Fair ~~software~~Credit ~~that~~Reporting weActs—Many ~~use~~states tohave ~~maintain~~enacted ~~our~~laws ~~databases~~with ~~and~~requirements similar to ~~develop~~the ~~and~~federal ~~deliver our services~~FCRA. ~~We develop~~Some ~~and~~of ~~maintain~~these ~~business~~state ~~critical~~laws ~~software~~impose ~~that~~additional, ~~transforms~~or ~~data~~more ~~furnished by various sources into databases upon which our services are built. We also develop and maintain software to manage our consumer interactions~~stringent, ~~including~~requirements ~~providing disclosures~~than ~~and~~the ~~resolving~~federal ~~disputes~~FCRA. InThe ~~all~~FCRA ~~business~~preempts ~~segments~~some weof ~~develop~~these ~~and~~state ~~maintain~~laws ~~software~~but ~~applications~~the ~~that~~scope weof ~~use~~preemption tocontinues ~~deliver services~~ to ~~our~~be ~~customers,~~defined ~~through~~by ~~an Application Service Provider (“ASP”) model. In particular, we develop and maintain decisioning technology platforms that we host and integrate into our customers’ workflow systems to improve~~ the ~~efficiency of their operations~~courts.

We• ~~license~~The ~~certain~~Dodd-Frank ~~data~~Act—The stated aim of the Dodd-Frank Wall Street Reform and ~~other~~Consumer ~~intellectual~~Protection ~~property~~Act to(“Dodd-Frank ~~other~~Act”) ~~companies,~~is ~~many~~“To promote the financial stability of ~~which~~the weUnited ~~have~~States anby ~~ownership~~improving ~~interest~~the accountability and transparency in the financial system, onto ~~arms-length~~end ~~terms~~‘too ~~that~~big ~~are~~to ~~designed~~fail’, to protect ~~our~~the ~~rights~~American taxpayer by ending bailouts, to ~~our~~protect ~~intellectual property~~consumers from abusive financial services practices, and for other purposes.” WeAn ~~generally~~important ~~use~~new ~~standard~~regulatory ~~licensing~~body ~~agreements~~created ~~and~~by doTitle ~~not~~X ~~provide~~of ~~our~~the ~~intellectual~~Dodd-Frank ~~property~~Act is the CFPB. The CFPB, through rulemaking, confirmed that the Company is subject to ~~third~~the ~~parties~~examination ~~without~~and asupervision ~~nondisclosure~~of the CFPB, and ~~license~~such ~~agreement~~examinations began in ~~place~~2012.

We• ~~also~~The ~~license~~Financial ~~certain~~Services ~~intellectual~~Modernization ~~property~~Act of 1999, or Gramm-Leach-Bliley Act (“GLB Act”)—The GLB Act regulates the receipt, use and disclosure of non-public personal financial information of consumers that is ~~important~~held ~~for~~by financial institutions, including us. Several of our ~~business~~data ~~from~~sets ~~third~~are ~~parties.~~subject ~~For~~to ~~example~~GLB Act provisions, weincluding ~~license~~limitations ~~credit-scoring~~on ~~algorithms~~the ~~and~~use or disclosure of the ~~right~~underlying data and rules relating to ~~sell~~the ~~credit~~technological, ~~scores~~physical ~~derived~~and ~~from those~~administrative ~~algorithms~~safeguarding ~~from~~of ~~third~~non-public ~~parties~~personal ~~for~~financial ainformation. ~~fee~~Violation of the GLB Act can result in civil and criminal liability. Regulatory enforcement of the GLB ACT is under the purview of by the FTC and State Attorney Generals’, acting alone or in concert with each other.

16• Data security breach laws—A majority of states have adopted data security breach laws that require notice be given to affected consumers in the event of a breach of personal information. Some of these laws require additional data protection measures over and above the GLB Act data safeguarding requirements. If data within our system is compromised by a breach, we may be subject to provisions of various state security breach laws.

~~Table~~• Identity theft laws—In order to help reduce the incidence of ~~Contents~~identity theft, most states and the District of Columbia have passed laws that give consumers the right to place a security freeze on their credit reports to prevent others from opening new accounts or obtaining new credit in their name. Generally, these state laws require us to respond to requests for a freeze within a certain period of time, to send certain notices or confirmations to consumers in connection with a security freeze and to unfreeze files upon request within a specified time period.

~~Legal~~• The Federal Trade Commission Act (“FTC Act”)—The FTC Act prohibits unfair methods of competition and ~~Regulatory~~unfair ~~Matters~~or deceptive acts or practices. We must comply with the FTC Act when we market our services, such as consumer credit monitoring services through our Interactive segment. The security measures we employ to safeguard the personal data of consumers could also be subject to the FTC Act, and failure to safeguard data adequately may subject us to regulatory scrutiny or enforcement action. There is no private right of action under the FTC Act.

~~Compliance~~• ~~with~~The ~~legal~~Credit ~~and~~Repair ~~regulatory~~Organizations ~~requirements~~Act is(“CROA”)—The aCROA ~~top~~regulates ~~priority.~~companies ~~Numerous~~that ~~laws~~claim ~~govern~~to ~~the~~be ~~collection,~~able ~~protection,~~to ~~dissemination~~assist ~~and~~consumers ~~use~~in ofimproving ~~the~~their ~~non-public~~credit ~~personal~~standing. ~~information~~There we have inbeen ~~our possession.~~efforts ~~These~~to ~~laws~~apply ~~are~~the ~~enforced~~CROA byto ~~federal,~~credit ~~state~~monitoring ~~and~~services ~~local~~offered ~~regulatory~~by consumer reporting agencies, and inothers. ~~some~~CROA ~~instances~~is ~~also~~a ~~through~~very technical statute that allows for a private ~~civil~~right ~~litigation.~~of action and

We proactively manage our compliance with laws and regulations through a dedicated legal and compliance team that generally is locally assigned yet tasked to ensure that enterprise standards are followed. To that end, we have legal and compliance personnel situated at business operations in the United States, Canada, Hong Kong and South Africa. All such personnel report directly to the leaders of these areas, who are located in our corporate offices in Chicago, Illinois. Through the legal and compliance functions, we provide training to our associates, monitor all material laws and regulations, manage our enterprise-wide “know your customer” process, routinely review internal processes to determine whether business practice changes are warranted, assist in the development of new services, and promote regular meetings with principal regulators and legislators to establish transparency of our operations and create a means to understand and react should any issues arise. In addition, as a controlled financial company of a United States bank holding company, we have committed to implement certain compliance programs as directed by that bank holding company pursuant to the stockholders’ agreement entered into by the Company and our principal shareholders. 14

~~U.S.~~Table ~~Data~~of ~~and Privacy Protection~~ Contents

~~Our~~permits ~~U.S.~~consumers ~~operations~~to ~~are~~recover ~~subject~~all tomoney ~~numerous~~paid ~~laws~~for ~~that~~alleged ~~regulate~~“credit ~~privacy,~~repair” ~~data~~services ~~security~~in ~~and~~ the ~~use~~event of ~~consumer credit or an individual’s healthcare information~~violation. ~~Certain~~We, ~~of these laws provide for civil~~ and ~~criminal~~others ~~penalties~~in ~~for~~our ~~the unauthorized release of~~industry, orhave ~~access~~settled ~~to,~~purported ~~this~~consumer ~~protected~~class ~~information.~~actions ~~The~~alleging ~~laws~~violations ~~and~~of ~~regulations~~CROA ~~that~~without ~~affect~~admitting ~~our~~or ~~U.S.~~denying ~~business include, but are not limited to, the following:~~ liability.

• ~~FCRA—~~The ~~United~~Health ~~States~~Insurance ~~Fair~~Portability ~~Credit~~and ~~Reporting~~Accountability Act of 1996, as amended by the American Recovery and Reinvestment Act of 2009 (“~~FCRA~~HIPAA”) ~~applies~~and tothe ~~consumer~~Health ~~credit~~Information ~~reporting~~Technology ~~agencies,~~for ~~including~~Economic ~~us,~~and asClinical ~~well~~Health asAct ~~data~~(“HITECH”)—HIPAA ~~furnishers~~ and ~~users~~HITECH ofrequires ~~consumer~~companies ~~reports.~~to ~~The~~implement ~~FCRA~~reasonable ~~promotes~~safeguards ~~the~~to ~~accuracy,~~prevent ~~fairness~~intentional ~~and~~or ~~privacy~~unintentional misuse or wrongful disclosure of ~~information~~protected inhealth ~~the~~information. ~~files~~In ofconnection ~~consumer~~with ~~reporting~~receiving ~~agencies~~data ~~that~~from ~~engage~~and inproviding ~~the~~services ~~practice~~to ofhealthcare ~~assembling~~providers, orwe ~~evaluating~~may ~~information~~handle ~~relating~~data subject to ~~consumers~~the ~~for~~HIPAA ~~certain~~and ~~specified~~HITECH ~~purposes~~requirements. ~~The~~We ~~FCRA~~obtain ~~limits~~protected ~~what~~health information ~~may~~from behealthcare ~~reported~~providers byand ~~consumer~~payers ~~reporting~~of ~~agencies,~~healthcare ~~limits~~claims that are subject to the ~~distribution~~privacy, security and ~~use~~transactional ofrequirements ~~consumer~~imposed ~~reports,~~by ~~establishes~~HIPAA. ~~consumer~~We ~~rights~~are frequently required to ~~access~~secure HIPAA-compliant “business associate” agreements with the providers and ~~dispute~~payers ~~their~~who ~~own~~supply ~~credit~~data ~~files,~~to ~~requires~~us. ~~consumer~~As ~~reporting~~a ~~agencies~~business associate, we are obligated to ~~make~~limit ~~available~~our use and disclosure of health-related data to ~~consumers~~certain astatutorily ~~free~~permitted ~~annual~~purposes, ~~credit~~as ~~report~~outlined in our business associate agreements and ~~imposes~~the ~~many~~HIPAA ~~other~~regulations, ~~requirements~~and onto ~~consumer~~preserve ~~reporting~~the ~~agencies~~confidentiality, integrity and availability of this data. ~~furnishers~~HIPAA and ~~users~~HITECH also require, in certain circumstances, the reporting of ~~consumer~~breaches ~~report~~of protected health information. ~~Violation~~to ofaffiliated individuals and to the ~~FCRA~~United ~~can~~States ~~result~~Department inof ~~civil~~Health and ~~criminal~~Human ~~penalties~~Services. ~~The~~A ~~law~~violation ~~contains~~of anany ~~attorney~~of ~~fee~~the ~~shifting~~terms ~~provision~~of toa ~~provide~~business anassociate ~~incentive~~agreement toor ~~consumers~~noncompliance towith ~~bring~~the ~~individual~~HIPAA or ~~class~~HITECH ~~action~~data ~~lawsuits~~security ~~against~~requirements acould ~~consumer~~result ~~reporting~~in ~~agency~~administrative ~~for~~enforcement ~~violations~~action and/or imposition of statutory penalties by the ~~FCRA.~~United ~~Regulatory~~States ~~enforcement~~Department of ~~the~~Health ~~FCRA~~and isHuman ~~under~~Services ~~the~~or ~~purview~~a ofstate ~~United~~attorney ~~States~~general. ~~Federal~~The ~~Trade~~HIPAA ~~Commission~~and ~~(“FTC”),~~HITECH requirements supplement but do not preempt state laws regulating the ~~Consumer~~use ~~Financial~~and ~~Protection~~disclosure ~~Bureau~~of ~~(“CFPB”)~~health-related information; state law remedies, ~~and~~which ~~the~~can ~~State~~include ~~Attorney~~a ~~Generals’~~private right of action, ~~acting~~remain ~~alone~~available orto inindividuals ~~concert~~affected ~~with~~by ~~one~~an ~~another~~impermissible use or disclosure of health-related data.

•We ~~State~~are ~~Fair~~also ~~Credit~~subject ~~Reporting~~to ~~Acts—Many~~federal ~~states~~and ~~have~~state ~~enacted~~ laws ~~with~~that ~~requirements~~are ~~similar~~generally applicable to ~~the~~any ~~federal~~United ~~FCRA.~~States ~~Some~~business ofwith ~~these~~national ~~state~~or ~~laws~~international ~~impose additional~~operations, orsuch ~~more~~as ~~stringent~~antitrust laws, ~~requirements~~the ~~than~~Foreign Corrupt Practices Act, the ~~federal~~Americans ~~FCRA~~with Disabilities Act, ~~especially~~state inunfair ~~connection~~or ~~with~~deceptive ~~the~~practices ~~investigations~~act and ~~responses~~various toemployment ~~reported~~laws. ~~inaccuracies~~We incontinuously ~~consumer~~monitor ~~reports.~~federal ~~The~~and ~~FCRA~~state ~~preempts~~legislative ~~some~~and ofregulatory ~~these~~activities ~~state~~that ~~laws~~involve ~~but~~credit ~~the~~reporting, ~~scope~~data ofprivacy ~~preemption~~and ~~continues~~security to beidentify ~~defined~~issues byin ~~the~~order ~~courts~~to remain in compliance with all applicable laws and regulations.

•International ~~The~~Data ~~Dodd-Frank Act—The stated aim of the Dodd-Frank Wall Street Reform~~ and ~~Consumer~~Privacy Protection Act (“Dodd-Frank Act”) is “To promote the financial stability of the United States by improving the accountability and transparency in the financial system, to end ‘too big to fail’, to protect the American taxpayer by ending bailouts, to protect consumers from abusive financial services practices, and for other purposes.” An important new regulatory body created by Title X of the Dodd-Frank Act is the CFPB. The CFPB, through rulemaking, confirmed that the Company is subject to the examination and supervision of the CFPB, and such examinations began in 2012. It is unknown at this time what impact, if any, the CFPB will have on our business or operations.

•We ~~The~~are ~~Financial~~subject ~~Services~~to ~~Modernization~~data ~~Act of 1999~~protection, orprivacy ~~Gramm-Leach-Bliley~~and ~~Act~~consumer ~~(“GLB~~credit ~~Act”)—The~~laws ~~GLB~~and ~~Act~~regulations ~~regulates~~in the ~~receipt,~~foreign ~~use~~countries where we conduct business. These laws and ~~disclosure~~regulations ofinclude, ~~non-public~~but ~~personal~~are ~~financial~~not ~~information~~limited ofto, the following:

17• South Africa: National Credit Act of 2005 (the “NCA”)—The NCA and its implementing regulations govern credit bureaus and consumer credit information. The NCA sets standards for filing, retaining and reporting consumer credit information. The Act also defines consumers’ rights with respect to accessing their own information and addresses the process for disputing information in a credit file. The NCA is enforced by The National Credit Regulator who has authority to supervise and examine credit bureaus.

~~Table~~• Canada: Personal Information Protection and Electronic Documents Act of ~~Contents~~2000 (“PIPEDA”)—The PIPEDA and substantially similar provincial laws govern how private sector organizations collect, use and disclose personal information in the course of commercial activities. The PIPEDA gives individuals the right to access and request correction of their personal information collected by such organizations. The PIPEDA requires compliance with the Canadian Standard Association Model Code for the Protection of Personal Information. Most Canadian provinces also have laws dealing with consumer reporting. These laws typically impose an obligation on credit reporting agencies to have reasonable processes in place to maintain the accuracy of the information, place limits on the disclosure of the information and give consumers the right to have access to, and challenge the accuracy of, the information.

~~consumers~~• ~~that~~India: isCredit ~~held~~Information byCompanies ~~financial~~Regulation ~~institutions,~~Act ~~including~~of ~~us.~~2005 ~~Several~~(“CICRA”)—The ofCICRA ~~our~~requires ~~data~~entities ~~sets~~that ~~are~~collect ~~subject~~and tomaintain ~~GLB~~personal ~~Act~~credit ~~provisions,~~information ~~including~~to ~~limitations~~ensure onthat ~~the~~it ~~use~~is orcomplete, ~~disclosure~~accurate ofand ~~the~~protected. ~~underlying~~Entities ~~data~~must ~~and~~adopt ~~rules~~certain ~~relating~~privacy toprinciples ~~the~~in ~~technological,~~relation ~~physical~~to ~~and~~collecting, ~~administrative~~processing, ~~safeguarding~~preserving, ofsharing ~~non-public~~and ~~personal~~using ~~financial~~credit information. ~~Violation~~The ofIndian ~~the~~parliament ~~GLB~~recently ~~Act~~passed ~~can~~legislation ~~result~~that inwould ~~civil~~allow ~~and~~individuals ~~criminal~~to ~~liability.~~sue ~~Regulatory~~for ~~enforcement~~damages ofin the ~~GLB~~case ~~ACT~~of isa ~~under~~data ~~the~~breach, ~~purview~~if ~~of by~~ the ~~FTC~~entity ~~and~~negligently ~~State~~failed ~~Attorney~~to ~~Generals’,~~implement ~~acting~~“reasonable ~~alone~~security orpractices inand ~~concert~~procedures” ~~with~~to ~~each~~protect ~~other~~personal data.

• ~~Data~~Mexico: ~~security~~Law ~~breach~~on ~~laws—A~~Credit ~~majority~~Reporting Societies of ~~states~~2002 ~~have~~(“LCRS”)—The ~~adopted~~LCRS ~~data~~regulates ~~security~~the ~~breach~~operations ~~laws~~of ~~that~~credit ~~require~~information ~~notice~~companies bethat ~~given~~gather, tomanage, ~~affected~~and ~~consumers~~release incredit ~~the~~history ~~event~~information of aindividuals ~~breach~~and ofbusinesses. ~~personal~~The ~~information.~~LCRS ~~Some~~requires ofcredit ~~these~~information ~~laws~~companies ~~require~~to ~~additional~~provide ~~data~~consumer ~~protection~~reports ~~measures~~to ~~over~~individuals upon request and ~~above~~addresses ~~the~~individuals’ ~~GLB~~right ~~Act~~to ~~data~~challenge ~~safeguarding~~information ~~requirements~~in the report. IfThe ~~data~~LCRS ~~within~~requires ~~our~~that ~~system~~credit isreporting ~~compromised~~companies byhave aadequate ~~breach,~~technology weand ~~may~~internal becontrols ~~subject~~for tothe security and validation of credit information. The LCRS also has provisions regarding fair information practices and the transfer of ~~various~~data ~~state~~between ~~security~~licensed ~~breach~~credit ~~laws~~bureaus.

• ~~Identity~~Hong ~~theft~~Kong: ~~laws—In~~Personal ~~order~~Data to(Privacy) ~~help~~Ordinance ~~reduce~~(“PO”) ~~the incidence of identity theft, most states~~ and ~~the~~The ~~District~~Code of ~~Columbia~~Practice ~~have passed laws that give consumers the right to place a security freeze~~ on ~~their~~Consumer ~~credit~~Credit ~~reports~~Data to(“COPCCD”)—The ~~prevent~~PO ~~others~~and ~~from~~the ~~opening~~COPCCD ~~new~~regulate ~~accounts~~the oroperation ~~obtaining~~of ~~new~~consumer credit inreference ~~their name~~agencies. ~~Generally,~~They ~~these~~prescribe ~~state~~the laws require us to respond to requests for a freeze within a certain period of time, to send certain notices or confirmations to consumers in connection with a security freeze and to unfreeze files upon request within a specified time period.methods

• The Federal Trade Commission Act (“FTC Act”)—The FTC Act prohibits unfair methods of competition and unfair or deceptive acts or practices. We must comply with the FTC Act when we market our services, such as consumer credit monitoring services through our Interactive segment. The security measures we employ to safeguard the personal data of consumers could also be subject to the FTC Act, and failure to safeguard data adequately may subject us to regulatory scrutiny or enforcement action. There is no private right of action under the FTC Act.15

•Table The Credit Repair Organizations Act (“CROA”)—The CROA regulates companies that claim to be able to assist consumers in improving their credit standing. There have been efforts to apply the CROA to credit monitoring services offered by consumer reporting agencies and others. CROA is a very technical statute that allows for a private right of action and permits consumers to recover all money paid for alleged “credit repair” services in the event of violation. We, and others in our industry, have settled purported consumer class actions alleging violations of CROA without admitting or denying liability.Contents

~~• The Health Insurance Portability~~ and ~~Accountability~~security ~~Act~~controls ofunder ~~1996,~~which ascredit ~~amended~~providers ~~by the American Recovery~~ and ~~Reinvestment~~credit ~~Act~~reference ofagencies ~~2009~~may ~~(“HIPAA”)~~collect, ~~and~~access ~~the Health Information Technology for Economic~~ and ~~Clinical~~manage ~~Health~~credit ~~Act (“HITECH”)—HIPAA and HITECH requires companies to implement reasonable safeguards to prevent intentional or unintentional misuse or wrongful disclosure of protected health information~~data. In ~~connection~~April ~~with receiving data from and providing services to healthcare providers~~2011, ~~we may handle data subject to~~ the ~~HIPAA~~COPCCD ~~and~~was ~~HITECH~~amended ~~requirements. We obtain protected health information from healthcare providers and payers of healthcare claims that are subject~~ to ~~the~~permit ~~privacy,~~credit ~~security and transactional requirements imposed by HIPAA. We are frequently required to secure HIPAA-compliant “business associate” agreements with the~~ providers ~~and payers who supply data~~ to ~~us.~~share Aslimited apositive ~~business~~mortgage ~~associate,~~payment ~~we are obligated to limit our use and disclosure of health-related~~ data ~~to certain statutorily permitted purposes, as outlined in our business associate agreements and the HIPAA regulations, and to preserve the confidentiality, integrity and availability of this data~~. ~~HIPAA~~In ~~and~~June ~~HITECH also require~~2012, ~~in certain circumstances,~~ the ~~reporting~~PDPO ofwas ~~breaches~~amended ~~of protected health information~~ to ~~affiliated~~increase individuals and to the United States Department of Health and Human Services. A violation of any of the terms of a business associate agreement or noncompliance with the HIPAA or HITECH data security requirements could result in administrative enforcement action and/or imposition of statutory penalties ~~by the United States Department of Health~~ and ~~Human~~create ~~Services~~criminal orliabilities afor ~~state~~repeat ~~attorney~~contravention ~~general. The HIPAA and HITECH requirements supplement but do not preempt state laws regulating the use and disclosure~~ of ~~health-related~~PDPO ~~information;~~under ~~state law remedies,~~ which ~~can~~enforcement ~~include~~notices ahave ~~private~~been ~~right of action, remain available to individuals affected by an impermissible use or disclosure of health-related data~~served.

18We are also subject to various laws and regulations generally applicable to all businesses in the other countries where we operate.

~~Table of Contents~~Employees

WeAs ~~are~~of ~~also~~December 31, ~~subject~~2013, towe ~~federal~~employed ~~and~~approximately ~~state~~3,700 ~~laws~~employees ~~that~~throughout ~~are~~the ~~generally~~world. ~~applicable~~Other tothan ~~any~~employees ~~United~~in ~~States~~Chile ~~business with~~and ~~national or international operations~~Brazil, ~~such~~none asof ~~antitrust~~our ~~laws,~~employees ~~the~~is ~~Foreign~~currently ~~Corrupt~~represented ~~Practices~~by ~~Act,~~a ~~the~~labor ~~Americans~~union ~~with~~or ~~Disabilities~~have ~~Act,~~terms ~~state~~of ~~unfair~~employment orthat ~~deceptive~~are ~~practices~~subject ~~act~~to ~~and~~a ~~various~~collective ~~employment~~bargaining ~~laws~~agreement. We ~~continuously~~consider ~~monitor~~our ~~federal~~relationships ~~and~~with ~~state legislative~~our ~~and~~employees ~~regulatory~~to ~~activities~~be ~~that~~good ~~involve credit reporting, data privacy~~ and ~~security~~have tonot ~~identify~~experienced ~~issues~~any inwork ~~order to remain in compliance with all applicable laws and regulations~~stoppages.

~~International~~Corporate ~~Data and Privacy Protection~~ Information

WeTransUnion ~~are~~Holding ~~subject~~Company, toInc. ~~data~~("TransUnion ~~protection~~Holding") was incorporated in Delaware on February 15, ~~privacy~~ 2012, and ~~consumer~~acquired ~~credit~~TransUnion ~~laws~~Corp. ~~and~~("TransUnion ~~regulations~~Corp") inon ~~the~~April 30, ~~foreign~~2012. ~~countries~~TransUnion ~~where~~Corp wewas ~~conduct~~incorporated ~~business.~~in ~~These~~Delaware ~~laws~~on December 2, 2004, and ~~regulations~~spun ~~include~~off from Marmon Holdings, ~~but~~Inc. on January 1, 2005. Our corporate headquarters are ~~not~~located ~~limited~~at to555 West Adams Street, ~~the~~Chicago, ~~following:~~Illinois, 60661. Our general telephone number is 312-985-2000.

•Our ~~South~~website ~~Africa:~~and ~~National~~Availability ~~Credit Act~~ of ~~2005~~SEC ~~(the~~Reports ~~“NCA”)—The NCA~~ and ~~its~~Other implementing regulations govern credit bureaus and consumer credit information. The NCA sets standards for filing, retaining and reporting consumer credit information. The Act also defines consumers’ rights with respect to accessing their own information and addresses the process for disputing information in a credit file. The NCA is enforced by The National Credit Regulator who has authority to supervise and examine credit bureaus.Information

~~• Canada: Personal Information Protection and Electronic Documents Act of 2000 (“PIPEDA”)—~~The ~~PIPEDA~~Company ~~and~~maintains ~~substantially~~a ~~similar~~website ~~provincial~~at ~~laws govern how private sector organizations collect, use and disclose personal information in~~ the ~~course~~following ofaddress: ~~commercial activities~~www. ~~The PIPEDA gives individuals the right to access and request correction of their personal information collected by such organizations~~transunion.com. The PIPEDA requires compliance with the Canadian Standard Association Model Code for the Protection of Personal Information. Most Canadian provinces also have laws dealing with consumer reporting. These laws typically impose an obligation on credit reporting agencies to have reasonable processes in place to maintain the accuracy of the information, ~~place limits~~ on the ~~disclosure~~Company’s ofwebsite ~~the~~is ~~information~~not ~~and~~incorporated ~~give~~by ~~consumers~~reference ~~the~~in ~~right~~this toannual ~~have access to, and challenge the accuracy of, the information~~report.

•We ~~India:~~make ~~Credit~~available ~~Information~~on ~~Companies~~or ~~Regulation~~through ~~Act~~our ofwebsite ~~2005~~certain ~~(“CICRA”)—The~~reports ~~CICRA~~and ~~requires~~amendments ~~entities~~to ~~that~~those ~~collect~~reports ~~and~~that ~~maintain~~we ~~personal~~file ~~credit~~with ~~information~~or furnish to ~~ensure~~the ~~that~~Securities itand isExchange ~~complete,~~Commission ~~accurate~~(“SEC”) ~~and~~pursuant ~~protected.~~to ~~Entities~~section ~~must~~13(a) ~~adopt~~or ~~certain~~15(d) ~~privacy~~of ~~principles~~the inExchange ~~relation~~Act. toThese ~~collecting,~~include ~~processing,~~our ~~preserving~~Annual Reports on Form 10-K, ~~sharing~~our ~~and~~quarterly ~~using~~reports ~~credit~~on ~~information.~~Form ~~The~~10-Q ~~Indian~~and ~~parliament~~our ~~recently~~current ~~passed~~reports ~~legislation~~on ~~that~~Form ~~would~~8-K. ~~allow~~We ~~individuals~~make tothis ~~sue~~information ~~for~~available ~~damages~~on inour ~~the~~website ~~case~~free of acharge ~~data~~as ~~breach,~~soon ifas ~~the~~reasonably ~~entity~~practicable ~~negligently~~after ~~failed~~we toelectronically ~~implement~~file ~~“reasonable~~the ~~security~~information ~~practices~~with, ~~and~~or ~~procedures”~~furnish to, ~~protect~~the ~~personal data~~SEC.

• Mexico: Law on Credit Reporting Societies of 2002 (“LCRS”)—The LCRS regulates the operations of credit information companies that gather, manage, and release credit history information of individuals and businessesITEM 1A. ~~The~~RISK LCRS requires credit information companies to provide consumer reports to individuals upon request and addresses individuals’ right to challenge information in the report. The LCRS requires that credit reporting companies have adequate technology and internal controls for the security and validation of credit information. The LCRS also has provisions regarding fair information practices and the transfer of data between licensed credit bureaus.FACTORS

•Risk Hong Kong: Personal Data (Privacy) Ordinance (“PO”) and The Code of Practice on Consumer Credit Data (“COPCCD”)—The PO and the COPCCD regulate the operation of consumer credit reference agencies. They prescribe the methods and security controls under which credit providers and credit reference agencies may collect, access and manage credit data. In April 2011, the COPCCD was amended to permit credit providers to share limited positive mortgage payment data. In June 2012, the PDPO was amended to increase penalties and create criminal liabilities for repeat contravention of PDPO under which enforcement notices have been served.Factors

WeYou ~~are~~should ~~also~~consider ~~subject~~carefully tothe ~~various~~risks ~~laws~~and uncertainties described below. The following risks and ~~regulations~~uncertainties ~~generally~~could ~~applicable~~materially toaffect ~~all~~our ~~businesses~~business, infinancial condition or results of operations. Although these are the ~~other countries~~risks ~~where~~and uncertainties we ~~operate.~~believe are most important for you to consider, you should know that they are not the only risks or uncertainties facing us or which may adversely affect our business, financial condition and operating results.

19Our revenues are concentrated in the U.S. consumer credit and financial services industries. When these industries or the broader financial markets experience a downturn, demand for our services, our revenues and the collectability of receivables may be adversely affected.

~~Table~~Our largest customers depend on favorable macroeconomic conditions and are impacted by the availability of ~~Contents~~credit, the level and volatility of interest rates, inflation, employment levels, consumer confidence and housing demand. Our customer base suffers when financial markets experience volatility, illiquidity and disruption, which has occurred in the past and which could result from concerns regarding the debt ceiling and government spending debate in the United States. Such market developments, and the potential for increased and continuing disruptions going forward, present considerable risks to our businesses and operations. Changes in the economy have resulted, and may continue to result, in fluctuations in demand, and the volumes, pricing and operating margins for our services. For example, the banking and financial market downturn that began to affect our business in 2008 caused a greater focus on expense reduction by our customers and led to a decline in their account acquisition mailings, which resulted in reduced revenues from our credit marketing programs. In addition, financial institutions tightened lending standards and granted fewer mortgage loans, student loans, automobile loans and other consumer loans. As a result, we experienced a reduction in our credit report volumes. If businesses in these industries experience economic hardship, we cannot assure you that we will be able to generate future revenue growth or collect our receivables. In addition, if consumer demand for financial services and products and the number of credit applications decrease, the demand for our services could also be materially reduced. These types of disruptions could lead to a decline in the volumes of services we provide our customers and could negatively impact our revenue and results of operations.

~~Employees~~ 16

AsTable of December 31, 2012, we employed approximately 3,400 employees throughout the world. Other than employees in Chile and Brazil, none of our employees is currently represented by a labor union or have terms of employment that are subject to a collective bargaining agreement. We consider our relationships with our employees to be good and have not experienced any work stoppages. Contents

~~Corporate~~Data ~~Information~~security and integrity are critically important to our business, and breaches of security, unauthorized disclosure of confidential information, denial of service attacks or the perception that confidential information is not secure, could result in a material loss of business, substantial legal liability or significant harm to our reputation.

~~TransUnion~~We ~~Holding~~own ~~Company,~~and ~~Inc.~~host ~~was~~a ~~incorporated~~large inamount ~~Delaware~~of ~~on February 15,~~highly ~~2012~~sensitive and confidential consumer information including financial information, personally identifiable information and ~~acquired~~protected ~~TransUnion~~health ~~Corp~~information. onThis ~~April 30~~data is often accessed through secure transmissions over public and private networks, ~~2012.~~including ~~TransUnion~~the ~~Corp~~internet. ~~was~~Despite ~~incorporated~~our inphysical ~~Delaware~~security, onimplementation ~~December 2~~of technical controls and contractual precautions to identify, ~~2004~~detect and prevent the unauthorized access to and alteration and disclosure of our data, we cannot assure you that systems that access our services and ~~spun~~databases ~~off~~will ~~from~~not ~~Marmon~~be ~~Holdings~~compromised, ~~Inc.~~whether onas ~~January 1~~a result of criminal conduct, ~~2005~~advances in computer hacking or otherwise. ~~Our~~Several ~~corporate~~recent, ~~headquarters~~highly ~~are located~~publicized atdata ~~555~~security ~~West~~breaches ~~Adams~~or ~~Street~~denial of service ("DDoS") attacks have heightened consumer awareness of this issue and may embolden individuals or groups to target our systems. Unauthorized disclosure, ~~Chicago~~loss or corruption of our data or inability of our customers to access our systems could disrupt our operations, ~~Illinois~~subject us to substantial legal liability, ~~60661.~~result ~~Our~~in ~~general~~a ~~telephone~~material ~~number~~loss isof ~~312-985-2000.~~business, and significantly harm our reputation.

~~Our~~As ~~website~~a nationwide consumer credit reporting company in the United States, we maintain files on over 200 million active consumer credit participants. These files contain non-public personal information and ~~Availability~~we have implemented technical and physical security policies, procedures and systems we believe are reasonably designed to protect this information from unauthorized access. Due to the sensitive nature of ~~SEC~~ ~~Reports~~the information we maintain, it is not unusual for efforts to occur (coordinated or otherwise) by unauthorized persons to attempt to obtain access to our systems or data, or to inhibit our ability to deliver products or services to a consumer or a business customer. We, with other United States nationwide consumer credit reporting companies, from time-to-time share events that may be targeted at our industry to better understand and ~~Other~~monitor ~~Information~~our systems and our connectivity to our customers, as well as how specific solutions that were implemented to protect against such attacks are performing.

~~The~~In ~~Company~~May ~~maintains~~2013, we were subjected to a ~~website~~DDoS atattack on the ~~following~~network ~~address:~~connectivity ~~www~~that we use to service our consumer customers and deliver products in North America.~~transunion~~ A DDoS attack is an attempt to intentionally paralyze a computer network by flooding it with data sent simultaneously from many individual computers.~~com.~~ While ~~The~~the ~~information~~incident on lasted for approximately 24 hours, our mitigation strategy was effective and the ~~Company’s~~impact ~~website~~on isour business was minimal. We did not ~~incorporated~~experience any loss of data as a result of the attack. In March 2013, one or more individuals illegally accessed several celebrities' individual consumer files by ~~reference~~obtaining considerable amounts of non-public personal information about those celebrities from other sources unaffiliated with TransUnion. With that information, the perpetrators were able to successfully impersonate these celebrities in ~~this~~online ~~annual~~connections and fraudulently obtained their credit reports, principally from AnnualCreditReport.com, the website maintained by TransUnion and the other nationwide consumer credit reporting agencies through which consumers may obtain their free credit report once every twelve months from each of the nationwide consumer credit reporting companies. As a result of this incident, we added additional controls that strengthened our authentication parameters.

WeDue ~~make~~to ~~available~~concerns onabout ordata ~~through~~security ~~our~~and ~~website~~integrity, ~~certain reports~~a ~~and~~growing ~~amendments~~number toof ~~those~~legislative ~~reports~~and ~~that~~regulatory webodies ~~file~~have ~~with~~adopted orconsumer ~~furnish~~notification torequirements in the ~~Securities~~event that consumer information is accessed by unauthorized persons and ~~Exchange~~additional ~~Commission~~regulations ~~(“SEC”)~~regarding ~~pursuant~~the touse, ~~section~~access, ~~13(a)~~accuracy orand ~~15(d)~~security of ~~the~~such ~~Exchange~~data ~~Act~~are possible. ~~These~~In ~~include~~the ~~our~~United ~~Annual~~States, ~~Reports~~federal onand ~~Form~~state ~~10-K,~~laws ~~our~~provide ~~quarterly reports~~for onover ~~Form~~40 ~~10-Q~~disparate ~~and~~notification ~~our~~regimes, ~~current~~all ~~reports~~of onwhich ~~Form~~we ~~8-K~~are subject to. WeComplying ~~make~~with ~~this~~such ~~information~~numerous ~~available~~and oncomplex ~~our~~regulations ~~website~~in ~~free~~the event of ~~charge~~unauthorized asaccess ~~soon~~would asbe ~~reasonably~~expensive ~~practicable~~and ~~after~~difficult, weand ~~electronically~~failure ~~file~~to ~~the~~comply ~~information~~ with, orthese ~~furnish~~regulations could subject us to, ~~the~~regulatory ~~SEC.~~scrutiny and additional liability.

~~ITEM 1A.~~If ~~RISK~~we ~~FACTORS~~experience system failures, personnel disruptions or capacity constraints, or our customers do not modify their systems to accept new releases of our distribution programs, the delivery of our services to our customers could be delayed or interrupted, which could harm our business and reputation and result in the loss of revenues or customers.

~~You~~Our ~~should~~ability ~~consider~~to ~~carefully~~provide reliable service largely depends on our ability to maintain the ~~risks~~efficient and ~~uncertainties~~uninterrupted ~~described~~operation ~~below~~of our computer network, systems and data centers, some of which have been outsourced to third-party providers. ~~The~~In ~~following~~addition, ~~risks~~we generate a significant amount of our revenues through channels that are dependent on links to telecommunications providers. Our systems, personnel and ~~uncertainties~~operations could ~~materially~~be ~~affect~~exposed ~~our~~to ~~business~~damage or interruption from fire, ~~financial~~natural ~~condition~~disasters, power loss, war, terrorist acts, civil disobedience, telecommunication failures, computer viruses, DDoS attacks or ~~results~~human error. For example, in 2007, a service interruption occurring during a routine maintenance visit by one of ~~operations. Additional~~our ~~risks~~hardware vendors resulted in a disruption in our ability to deliver data and ~~uncertainties~~services for almost 24 hours. We may not ~~currently~~have ~~known~~sufficient redundant operations to uscover a loss or ~~that~~failure weof ~~currently~~our ~~deem~~systems toin bea ~~immaterial~~timely ~~may~~manner. ~~also~~Any ~~materially~~significant ~~adversely~~interruption ~~affect~~could severely harm our business, ~~financial~~and ~~condition,~~reputation and ~~operating~~result ~~results.~~in a loss of revenue and customers.

~~Our~~We ~~revenues~~could ~~are~~lose ~~concentrated~~our inaccess ~~the~~to ~~U.S.~~data ~~consumer~~sources ~~credit~~which ~~and~~could ~~financial~~prevent ~~services~~us ~~industries.~~from ~~When~~providing ~~these industries or the broader financial markets experience a downturn, demand for~~ our services~~, our revenues and the collectability of receivables may be adversely affected~~.

Our ~~largest~~ ~~customers~~services ~~depend on favorable macroeconomic conditions~~ and ~~are~~products ~~impacted~~depend byextensively ~~the~~upon ~~availability~~continued ofaccess ~~credit,~~to ~~the level~~ and ~~volatility~~receipt of ~~interest~~data ~~rates,~~from ~~inflation,~~external ~~employment levels~~sources, ~~consumer~~including ~~confidence~~data ~~and~~received ~~housing~~from ~~demand. Our customer base suffers when financial markets experience volatility~~customers, ~~illiquidity~~strategic ~~and~~partners ~~disruption, which has occurred during the past few years~~ and ~~which~~various ~~may be amplified or extended due to concerns regarding sovereign debt levels in Europe or the debt-ceiling and~~ government ~~spending debate in the United States. Such market developments,~~ and ~~the~~public ~~potential~~records ~~for increased and continuing disruptions going forward, present considerable risks to our businesses and operations~~depositories. Changes in the economy have resulted, and may continue to result, in fluctuations in demand, and the volumes, pricing and operating margins for our services. For example, the banking and financial market downturn that began to affect our business in 2008 caused a greater focus on expense reduction by our customers and led to a decline in their account acquisition mailings, which resulted in reduced revenues from our credit marketing programs. In ~~addition,~~some ~~financial institutions tightened lending standards and granted fewer mortgage loans~~cases, ~~student loans, automobile loans and other consumer loans. As a result,~~ we ~~experienced~~compete awith ~~reduction in~~ our ~~credit~~data ~~report volumes~~providers. IfOur ~~businesses~~data inproviders ~~these~~could ~~industries~~stop ~~experience~~providing ~~economic hardship~~data, weprovide ~~cannot~~untimely ~~assure~~data, ~~you that we will be able to generate future revenue growth~~ or ~~collect~~increase ~~our receivables. In addition, if consumer demand for financial services and products and~~ the ~~number~~costs ~~of credit applications decrease, the demand~~ for ~~our~~their ~~services~~data could also be materially reduced. These types of disruptions could lead to a decline in the volumes of services we provide our customers and could negatively impact our revenue and results of operations.

20 17

Table of Contents

~~Data~~for ~~security~~a ~~and~~variety ~~integrity~~of ~~are~~reasons, ~~critically~~including ~~important~~a toperception that our ~~business,~~systems ~~and~~are ~~breaches~~insecure as a result of a data security breach, ~~unauthorized~~ ~~disclosure~~budgetary ofconstraints, ~~confidential~~a ~~information~~desire to generate additional revenue or for regulatory or competitive reasons. We could also become subject to legislative, ~~denial~~regulatory ofor ~~service~~judicial ~~attacks~~restrictions or mandates on the ~~perception~~collection, ~~that~~disclosure ~~confidential~~or ~~information~~use of such data, in particular if such data is not ~~secure,~~collected ~~could~~by ~~result~~our providers in a ~~material~~way ~~loss~~that ofallows ~~business,~~us ~~substantial~~to ~~legal~~legally ~~liability~~use the data. If we were to lose access to this external data or ~~significant~~if ~~harm~~our access or use were restricted or were to become less economical or desirable, our ability to provide services could be negatively impacted, which would adversely affect our reputation, business, financial condition and results of operations. We cannot provide assurance that we will be successful in maintaining our relationships with these external data source providers or that we will be able to continue to obtain data from them on acceptable terms or at all. Furthermore, we cannot provide assurance that we will be able to obtain data from alternative sources if our current sources become unavailable.

WeOur ~~own~~business ~~and host a large amount of highly sensitive and confidential consumer information including financial information, personally identifiable information and protected health information. This data~~ is ~~often~~subject ~~accessed through secure transmissions over public and private networks, including the internet. Despite our physical security, implementation of technical controls and contractual precautions~~ to ~~identify,~~various ~~detect~~governmental ~~and prevent the unauthorized access to and alteration and disclosure of our data~~regulations, welaws ~~cannot assure you that systems that access our services~~ and ~~databases will not be compromised~~orders, ~~whether~~compliance aswith ~~a result~~which of criminal conduct, advances in computer hacking or otherwise. Several recent, highly publicized data security breaches or denial of service attacks at other companies have heightened consumer awareness of this issue and may ~~embolden individuals~~cause orus ~~groups~~ to ~~target~~incur ~~our~~significant ~~systems. Unauthorized disclosure~~expenses, ~~loss~~and orthe ~~corruption~~failure ~~of our data, or inability of our customers~~ to ~~access~~comply ~~our~~with ~~systems~~which could ~~disrupt our operations,~~ subject us to ~~substantial~~civil ~~legal~~or ~~liability,~~criminal ~~result~~penalties inor aother ~~material loss of business, and significantly harm our reputation~~liabilities.

~~Due~~Our business is subject to ~~concerns~~significant ~~about~~international, ~~data~~federal, ~~security~~state and ~~integrity~~local laws and regulations, aincluding, ~~growing~~but ~~number~~not oflimited ~~legislative~~ to, privacy and ~~regulatory~~consumer ~~bodies~~data ~~have~~protection, ~~adopted~~financial, ~~consumer~~tax ~~notification~~and ~~requirements~~labor inregulations. ~~the~~See ~~event~~“Business—Legal ~~that~~and ~~consumer~~Regulatory ~~information~~Matters” isfor ~~accessed~~a bydescription ~~unauthorized~~of ~~persons~~select ~~and~~regulatory regimes to which we are ~~considering~~subject. ~~additional~~These ~~regulations~~laws ~~regarding~~and ~~the~~regulations ~~use,~~are ~~access~~complex, ~~accuracy~~change frequently and ~~security~~have oftended ~~such data~~to become more stringent over time. We currently incur significant expenses in our attempt to ensure compliance with these laws. In the ~~United~~future ~~States~~we may be subject to significant additional expense to investigate, ~~federal~~defend, or remedy violations of these laws and ~~state~~regulations. Any failure by us to comply with applicable laws ~~provide~~or ~~for~~regulations ~~over~~could 40also ~~disparate~~result ~~notification~~in ~~regimes~~significant liability to us, ~~all~~including ofliability ~~which~~to weprivate ~~are~~plaintiffs ~~subject~~as ~~to.~~a ~~Complying~~result ~~with~~of ~~such~~individual ~~numerous~~or ~~and~~class-action ~~complex~~litigation, ~~regulations~~or may result in the ~~event~~cessation of ~~unauthorized~~our ~~access~~operations ~~would~~or beportions ~~expensive~~of ~~and difficult,~~our operations or impositions of fines and ~~failure~~restrictions on our ability to carry on or expand our operations. In addition, because many of our services are sold into regulated industries, we must comply with ~~these~~additional regulations ~~could~~in ~~subject~~marketing usour services into these industries, including, but not limited to, ~~regulatory~~state ~~scrutiny~~insurance laws and ~~additional~~regulations ~~liability.~~and the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”).

IfCertain ~~we experience~~of ~~system~~the ~~failures,~~laws ~~personnel~~and ~~disruptions~~regulations orgoverning ~~capacity~~our ~~constraints~~business are subject to interpretation by judges, orjuries and administrative entities, creating substantial uncertainty for our ~~customers~~business. doWe ~~not~~incurred ~~modify~~liability ~~their~~in ~~systems~~the topast, ~~accept~~for ~~new~~example, ~~releases~~as a result of ~~our~~a ~~distribution~~determination ~~programs,~~by a federal consumer protection agency in the ~~delivery~~late of1990s ~~our~~that ~~services~~a particular marketing practice common to ~~our~~the ~~customers~~industry ~~could~~was beunlawful ~~delayed~~under the FCRA. In 2008, without admitting or ~~interrupted~~ denying liability, ~~which~~we ~~could~~agreed ~~harm~~to ~~our~~settle ~~business~~the ~~and~~resulting ~~reputation~~private civil litigation that was based on that federal agency’s determination and ~~result~~paid in$75.0 million to the ~~loss~~settlement class. See “Part I, Item III, Legal Proceedings—Privacy Litigation. We cannot predict what effect the interpretation of ~~revenues~~existing or ~~customers.~~new laws or regulations may have on our business.

~~Our~~The ~~ability~~Dodd-Frank toAct ~~provide reliable~~created ~~service largely depends on our ability to maintain~~ the ~~efficient~~Bureau ~~and uninterrupted operation~~ of ~~our~~Consumer ~~computer~~Financial ~~network,~~Protection ~~systems~~(the ~~and data centers~~“CFPB”), ~~some of~~ which ~~have~~is ~~been~~authorized ~~outsourced~~ to ~~third-party~~adopt ~~providers. In addition~~rules, wesupervise ~~generate a significant amount of our revenues through channels that are dependent on links to telecommunications providers. Our systems, personnel~~ and ~~operations~~examine ~~could~~certain benon-banking ~~exposed~~companies to damage or interruption from fire, natural disasters, power loss, war, terrorist acts, civil disobedience, telecommunication failures, computer viruses, denial of service attacks or human error. For example, in 2007, a service interruption occurring during a routine maintenance visit by one of our hardware vendors resulted in a disruption in our ability to deliver data and ~~services~~initiate ~~for~~enforcement ~~almost~~actions 24with ~~hours.~~regard ~~We may not have sufficient redundant operations~~ to ~~cover~~federal aconsumer ~~loss~~financial ~~or failure of our systems in a timely manner~~laws. ~~Any significant interruption could severely harm our business and reputation and result in a loss of revenue and customers.~~

WeIn ~~could~~2010, ~~lose~~the United States Congress passed the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”). Title X of the Dodd-Frank Act establishes the CFPB, which has broad powers to regulate the offering and the provision of consumer financial products or services under the federal consumer financial laws. General powers of the CFPB include the authority to promulgate regulations and to enforce and administer federal consumer financial laws, including most aspects of the FCRA and other laws applicable to us and our ~~access~~financial customers. The CFPB is expressly charged with prohibiting unfair, deceptive or abusive acts or practices. Through its broad powers to ~~data~~regulate ~~sources~~and ~~which~~enforce federal consumer financial laws, the CFPB could ~~prevent us~~place ~~from~~restrictions ~~providing~~on our ~~services.~~business and the businesses of our financial customers, if the CFPB were to determine through rulemaking, authoritative guidance, supervisory or enforcement actions, for example, that particular acts or practices were unfair, deceptive or abusive to consumers.

~~Our~~The ~~services~~Dodd-Frank ~~and~~Act ~~products~~gives ~~depend~~the ~~extensively~~CFPB ~~upon~~authority ~~continued~~to ~~access~~conduct toexaminations or investigations and ~~receipt~~otherwise ofsupervise ~~data~~certain ~~from external~~nondepository ~~sources,~~institutions ~~including~~that ~~data~~are ~~received~~larger ~~from~~participants ~~customers,~~of ~~strategic~~a ~~partners~~market ~~and~~for ~~various~~other ~~government~~consumer ~~and~~financial ~~public~~products ~~records~~or ~~depositories~~services, as defined by rule. InNoting ~~some~~that ~~cases,~~the weconsumer ~~compete~~reporting ~~with~~market ~~our~~is ~~data~~of ~~providers.~~“fundamental ~~Our~~importance ~~data~~to ~~providers~~the ~~could~~market ~~stop~~for ~~providing~~consumer ~~data~~credit,” ~~provide~~the ~~untimely data,~~CFPB orannounced ~~increase~~that credit reporting companies like us are subject to the ~~costs~~CFPB’s ~~for~~supervision ~~their~~program ~~data~~under ~~for~~the alarger ~~variety~~participant ofrule. ~~reasons,~~The ~~including~~CFPB ahas ~~perception~~broad ~~that~~enforcement ~~our~~powers ~~systems~~with ~~are~~regard ~~insecure~~to asfederal aconsumer ~~result~~financial oflaws. aThe ~~data~~CFPB ~~security~~may ~~breach,~~conduct ~~budgetary~~examinations ~~constraints~~and investigations, aissue ~~desire~~subpoenas toand ~~generate~~bring ~~additional~~civil ~~revenue~~actions orin federal court for ~~regulatory~~violations ~~or competitive~~of ~~reasons.~~the Wefederal ~~could~~consumer ~~also~~financial ~~become~~laws ~~subject~~including tothe ~~legislative,~~FCRA. ~~regulatory~~In orthese ~~judicial~~proceedings, ~~restrictions~~the orCFPB ~~mandates~~can onseek ~~the~~relief ~~collection,~~that ~~disclosure~~includes: rescission or ~~use~~reformation of ~~such~~contracts, ~~data~~restitution, indisgorgement ~~particular~~of ifprofits, ~~such~~payment ~~data~~of isdamages, ~~not~~limits ~~collected~~on byactivities ~~our~~and ~~providers~~civil inmoney apenalties ~~way~~of ~~that~~up ~~allows us~~ to ~~legally~~$1.0 million ~~use~~per ~~the~~day ~~data~~for knowing violations. IfThe weCFPB ~~lost~~has ~~access~~initiated toperiodic ~~this~~examinations ~~external~~of ~~data~~us orand ifthe ~~our~~consumer ~~access~~credit orreporting ~~use~~industry, ~~were~~which ~~restricted~~could orresult ~~became~~in ~~less~~new ~~economical~~regulations or ~~desirable,~~enforcement ~~our~~actions ~~ability~~or toproceedings. ~~provide~~See ~~services~~Part ~~could~~I, Item III, Legal Proceedings.

21Also, the Dodd-Frank Act empowers state attorneys general (or the equivalent thereof) to bring civil actions in federal district court (or a state court that is located in that state and that has jurisdiction over the defendant), to enforce Title X of the Dodd-Frank

~~Table of Contents~~18

beTable ~~negatively impacted, which would adversely affect our reputation, business, financial condition and results~~ of operations. We cannot provide assurance that we will be successful in maintaining our relationships with these external data source providers or that we will be able to continue to obtain data from them on acceptable terms or at all. Furthermore, we cannot provide assurance that we will be able to obtain data from alternative sources if our current sources become unavailable. Contents

~~Our~~Act ~~business~~or isregulations ~~subject~~issued toby ~~various~~the ~~governmental~~CFPB ~~regulations~~thereunder. Therefore, ~~laws~~we ~~and~~could ~~orders, compliance~~also ~~with~~be ~~which~~the ~~may~~subject ~~cause~~of usinvestigations toand ~~incur~~enforcement ~~significant~~actions ~~expenses,~~by ~~and~~the Federal Trade Commission (the ~~failure~~“FTC”) toor ~~comply~~by ~~with~~state ~~which~~agencies ~~could~~(e.g., ~~subject~~state usattorneys togeneral) ~~civil~~with orpowers ~~criminal~~to ~~penalties~~enforce orCFPB ~~other~~regulations ~~liabilities.~~and the FCRA.

~~Our~~Changes ~~business~~in islegislation ~~subject~~or ~~to significant international, federal, state and local laws and~~ regulations, ~~including~~governing ~~but not limited to privacy and~~ consumer ~~data~~credit ~~protection~~reports, ~~financial,~~consumer ~~tax~~privacy and ~~labor regulations.~~identity ~~See~~theft Part I, Item I, “Business—Legal and Regulatory Matters,” for a description of select regulatory regimes to which we are subject. These laws and regulations are complex, change frequently and have tended to become more stringent over time. We currently incur significant expenses in our attempt to ensure compliance with these laws. In the future we may beaffect subject to significant additional expense to investigate, defend or remedy violations of these laws and regulations. Any failure by us to comply with applicable laws or regulations could also result in significant liability to us, including liability to private plaintiffs as a result of individual or class-action litigation, or may result in the cessation of our ~~operations or portions of our operations or impositions of fines and restrictions on our~~ ability to ~~carry on or expand our operations. In addition~~collect, ~~because~~manage ~~many of our services are sold into regulated industries, we must comply with additional regulations in marketing our services into these industries, including, but not limited to, state insurance laws~~ and ~~regulations~~use ~~and~~personal ~~the HIPAA~~information.

~~Certain~~Public ofconcern ~~the~~is ~~laws~~high ~~and~~with ~~regulations~~regard ~~governing~~to ~~our~~the ~~business~~operation ~~are~~of ~~subject~~credit tobureaus ~~interpretation~~in bythe ~~judges,~~United ~~juries and administrative entities~~States, ~~creating~~as ~~substantial~~well ~~uncertainty~~as ~~for our business. We incurred liability in~~ the ~~past~~collection, ~~for~~use, ~~example~~accuracy, ascorrection aand ~~result~~sharing of apersonal ~~determination~~information, byincluding aSocial ~~federal~~Security ~~consumer~~numbers, ~~protection~~dates ~~agency~~of inbirth, ~~the~~financial ~~late~~information, ~~1990s~~medical ~~that~~information, aand ~~particular~~department ~~marketing~~of ~~practice~~motor ~~common~~vehicle todata, ~~the~~and ~~industry~~other ~~was~~behavioral ~~unlawful~~data. ~~under the FCRA~~U.S. Infederal ~~2008,~~and ~~without~~state ~~admitting~~laws ~~or denying~~(as ~~liability,~~well weas ~~agreed~~laws toin ~~settle~~many of the ~~resulting~~other ~~private~~countries ~~civil~~where ~~litigation~~we ~~that~~do ~~was~~business) ~~based~~already onregulate ~~that~~credit ~~federal~~bureaus ~~agency’s~~and ~~determination~~the collection and ~~paid~~use ~~$75.0~~of ~~million~~personal todata; ~~the~~but ~~settlement~~additional ~~class.~~legislative ~~See~~or ~~Part~~regulatory Iefforts, ~~Item 3,~~or ~~“Legal~~an ~~Proceedings,”~~action ~~for further~~by ~~information~~Executive ~~regarding~~Order of the ~~Privacy~~President ~~Litigation.~~of Wethe ~~cannot~~United ~~predict~~States, ~~what~~could ~~effect~~further regulate credit bureaus, the ~~interpretation~~collection, ofuse, ~~existing~~access, oraccuracy, ~~new~~obsolescence, ~~laws~~sharing, orcorrection ~~regulations~~and ~~may~~security ~~have~~of onthis ~~our~~personal ~~business~~information.

~~The~~Public ~~Dodd-Frank~~concern ~~Act~~regarding ~~created~~identity ~~the~~theft ~~CFPB,~~also ~~which~~has isled ~~authorized~~to more transparency for consumers as to ~~adopt~~what ~~rules,~~is ~~supervise~~in their credit reports. We provide credit reports and ~~examine~~scores ~~certain~~and ~~non-banking~~monitoring ~~companies~~services to consumers for a fee, and ~~initiate~~this ~~enforcement~~income ~~actions~~stream ~~with~~could ~~regard~~be reduced or restricted by legislation that requires us to provide these services to consumers free of charge. For example, under U.S. federal ~~consumer financial~~law ~~laws~~today, we are required to provide consumers with one credit report per year free of charge. Legislation has been introduced from time to time that would require us to provide credit scores to consumers without charge. Changes in applicable legislation or regulations that restrict or dictate how we collect, maintain, combine and disseminate information, or that require us to provide services to customers or a segment of customers without charge, could adversely affect our business, financial position and results of operations.

InThe ~~2010,~~outcome ~~the United States Congress passed the Dodd-Frank Act. Title X~~ of ~~the~~litigation, ~~Dodd-Frank~~inquiries, ~~Act establishes the CFPB~~investigations, ~~which~~examinations ~~has broad powers to regulate the offering and the provision of consumer financial products~~ or ~~services~~other ~~under~~legal ~~the~~proceedings ~~federal~~in ~~consumer~~which ~~financial~~we ~~laws.~~are ~~General~~involved, ~~powers~~in ofwhich ~~the~~we ~~CFPB~~may ~~include~~become ~~the authority to promulgate regulations and to enforce and administer federal consumer financial laws~~involved, ~~including~~or ~~most~~in ~~aspects~~which ~~of the FCRA and other laws applicable to us and~~ our ~~financial~~ customers. ~~The CFPB is expressly charged with prohibiting unfair, deceptive~~ or ~~abusive~~competitors ~~acts~~are orinvolved ~~practices.~~could ~~Through its~~subject ~~broad~~us ~~powers~~ to ~~regulate~~significant ~~and~~monetary ~~enforce~~damages ~~federal~~or ~~consumer financial laws, the CFPB could place~~ restrictions on our ~~business~~ability ~~and the businesses of our financial customers, if the CFPB were~~ to ~~determine~~do ~~through rulemaking, authoritative guidance, supervisory or enforcement actions, for example, that particular acts or practices were unfair, deceptive or abusive to consumers~~business.

WeLegal ~~are subject~~proceedings toarise ~~supervision~~frequently as part of the normal course of our business. These may include individual consumer cases, ~~examination~~class action lawsuits and ~~enforcement~~inquiries, investigations, examinations, regulatory proceedings or other actions brought by federal (e.g., the CFPB and the FTC) or state (e.g., state attorneys general) authorities or by consumers. The ~~Dodd-Frank~~scope ~~Act~~and ~~gives~~outcome ~~the~~of ~~CFPB~~these ~~authority~~proceedings tois ~~conduct~~often ~~examinations~~difficult to assess or quantify. Plaintiffs in lawsuits may seek recovery of large amounts and the cost to defend such litigation may be significant. There may also be adverse publicity and uncertainty associated with investigations, litigation and ~~otherwise~~orders ~~supervise~~(whether ~~certain~~pertaining ~~nondepository~~to ~~institutions~~us, our customers or our competitors) that ~~are~~could ~~larger~~decrease ~~participants~~customer acceptance of our services or result in material discovery expenses. In addition, a ~~market~~ ~~for~~court-ordered ~~other~~injunction ~~consumer~~or ~~financial~~an ~~products~~administrative cease-and-desist order or ~~services~~settlement may require us to modify our business practices or may prohibit conduct that would otherwise be legal and in which our competitors may engage. Many of the technical and complex statutes to which we are subject, asincluding ~~defined~~state byand ~~rule~~federal credit reporting, medical privacy, and financial privacy requirements, may provide for civil and criminal penalties and may permit consumers to maintain individual or class actions against us and obtain statutorily prescribed damages. ~~Noting~~While we do not believe that the ~~consumer~~outcome ~~reporting~~of ~~market~~any ispending or threatened legal proceeding, investigation, examination or supervisory activity will have a material adverse effect on our financial position, such events are inherently uncertain and adverse outcomes could result in significant monetary damages, penalties or injunctive relief against us. For example, in 2008, pursuant to the terms of ~~“fundamental~~a ~~importance~~settlement agreement with respect to certain class action proceedings, which we refer to as the ~~market~~Privacy Litigation, we paid $75.0 million into a fund for ~~consumer~~the ~~credit~~benefit of class members and offered approximately 600,”000 ~~the~~individuals ~~CFPB~~up ~~announced~~to ~~that~~nine months of free credit ~~reporting~~monitoring ~~companies like~~services. usMoreover, ~~are~~in ~~subject~~2009, pursuant to a settlement agreement we agreed with the ~~CFPB’s~~other ~~supervision~~two ~~program~~defendants ~~under~~in a class action proceeding, which we refer to as the ~~larger~~Bankruptcy ~~participant~~Tradeline ~~rule~~Litigation, to deposit $17.0 ~~The~~million, ~~CFPB~~our ~~has~~share ~~broad~~of ~~enforcement~~the ~~powers~~$51.0 ~~with~~million ~~regard~~total settlement, into a settlement fund for the benefit of class members. Our insurance coverage may be insufficient to ~~federal~~cover ~~consumer~~adverse ~~financial~~judgments against us. See Part I, Item III, Legal Proceedings for further information regarding the Privacy Litigation, the Bankruptcy Tradeline Litigation and other material pending litigation or investigations.

22We depend, in part, on strategic alliances, joint ventures and acquisitions to grow our business. If we are unable to make strategic acquisitions and develop and maintain these strategic alliances and joint ventures, our growth may be adversely affected.

~~Table~~An important focus of ~~Contents~~our business is to identify business partners who can enhance our services and enable us to develop solutions that differentiate us from our competitors. We have entered into several alliance agreements or license agreements with respect to certain of our data sets and services and may enter into similar agreements in the future. These arrangements may require us to restrict our use of certain of our technologies among certain customer industries, or to grant licenses on terms that ultimately may prove to be unfavorable to us, either of which could adversely affect our business, financial condition or results of operations. Relationships with our alliance agreement partners may include risks due to incomplete information regarding the marketplace and commercial strategies of our partners, and our alliance agreements or other licensing agreements may be the subject of

laws. The CFPB may issue subpoenas and bring civil actions in federal court for violations of the federal consumer financial laws, including the FCRA. In these proceedings, the CFPB can seek relief that includes: rescission or reformation of contracts, restitution, disgorgement of profits, payment of damages, limits on activities and civil money penalties of up to $1.0 million per day for knowing violations. The CFPB has initiated periodic examinations of us and the consumer credit reporting industry, which could result in new regulations or enforcement actions or proceedings. 19

~~Also,~~Table the Dodd-Frank Act empowers State Attorneys’ General (or the equivalent thereof) to bring civil actions in federal district court (or a state court that is located in that state and that has jurisdiction over the defendant), to enforce Title X of the Dodd-Frank Act or regulations issued by the CFPB thereunder. Lastly, we could also be the subject of investigations and enforcement actions by the FTC or by state agencies (e.g., State Attorneys’ General) who have the powers to enforce the FCRA. See Part 1, Item 1, “Business—Legal and Regulatory Matters,” and Item 3, “Legal Proceedings.” Contents

~~Changes~~contractual indisputes. ~~legislation~~If we or ~~regulations~~our ~~governing~~alliance ~~consumer~~agreements’ ~~credit~~partners ~~reports~~are ~~consumer~~not ~~privacy~~successful ~~and~~in ~~identity~~commercializing ~~theft~~the ~~may~~alliance ~~affect~~agreements’ ~~our~~services, ~~ability~~such tocommercial ~~collect,~~failure ~~manage~~could ~~and~~adversely ~~use~~affect ~~personal~~our ~~information~~business.

~~Public~~In ~~concern is high with regard to the operation of credit bureaus in the United States~~addition, ~~all~~a ~~well~~significant asstrategy ~~the~~for ~~collection,~~our ~~use~~international ~~accuracy, correction~~expansion ~~and~~is ~~sharing~~to ofestablish ~~personal~~operations ~~information,~~through ~~including~~strategic ~~Social~~alliances ~~Security~~or ~~numbers,~~joint ~~dates~~ventures ofwith ~~birth,~~local financial ~~information,~~institutions ~~medical information, department of motor vehicle data,~~ and other ~~behavioral data~~partners. ~~U.S.~~We ~~federal~~cannot ~~and~~provide ~~state~~assurance ~~laws~~that ~~(as~~these ~~well~~arrangements aswill ~~laws in~~be ~~many~~successful ofor ~~the~~that ~~other~~our ~~countries~~relationships ~~where~~with weour dopartners ~~business)~~will ~~already~~continue ~~regulate~~to ~~credit~~be ~~bureaus~~mutually ~~and~~beneficial. ~~the~~If ~~collection~~these ~~and~~relationships ~~use~~cannot ofbe ~~personal~~established ~~data; but additional legislative~~ or ~~regulatory~~maintained ~~efforts,~~it orcould annegatively ~~action~~impact byour ~~Executive~~business, ~~Order~~financial ofcondition ~~the~~and ~~President~~results of ~~the~~operations. ~~United States~~Moreover, ~~could~~our ~~further~~ownership ~~regulate~~in ~~credit~~and ~~bureaus,~~control ~~the~~of ~~collection,~~our ~~use,~~foreign ~~access,~~investments ~~accuracy~~may ~~obsolescence,~~be ~~sharing~~limited ~~correction~~by ~~and~~local ~~security of this personal information~~law.

~~Public~~We ~~concern regarding identity theft~~ also ~~has~~selectively ~~led~~evaluate toand ~~more~~consider ~~transparency~~acquisitions ~~for consumers~~ as toa ~~what~~means isof inexpanding ~~their~~our ~~credit~~business ~~reports. We provide credit reports~~ and ~~scores~~entering ~~and~~into ~~monitoring~~new ~~services~~markets. toWe ~~consumers~~may ~~for a~~not ~~fee, and this income stream could~~ be ~~reduced~~able ~~or restricted by legislation that requires us~~ to ~~provide~~acquire ~~these~~businesses ~~services to consumers free of charge. For example, under U.S. federal law today,~~ we ~~are~~target ~~required~~due to ~~provide~~a ~~consumers~~variety ~~with one credit report per year free~~ of ~~charge.~~factors ~~Legislation~~such ~~has~~as ~~been~~competition ~~introduced~~ from ~~time~~companies ~~to time~~ that ~~would~~are ~~require~~better uspositioned to ~~provide~~make ~~credit~~the ~~scores to consumers without charge~~acquisition. ~~Changes~~Our ininability ~~applicable~~to ~~legislation~~make orsuch ~~regulations~~strategic ~~that~~acquisitions could restrict orour ~~dictate~~ability ~~how~~to weexpand ~~collect, maintain,~~our ~~combine~~business and ~~disseminate~~enter ~~information,~~into ornew ~~that~~markets ~~require~~which uswould tolimit ~~provide~~our ~~services~~ability to ~~customers~~generate orfuture arevenue ~~segment of customers without charge, could adversely affect our business, financial position and results of operations~~growth.

~~The~~When ~~outcome of litigation, inquiries, investigations, examinations or other legal proceedings in which~~ we ~~are~~engage ~~involved,~~ in ~~which we may become involved~~acquisitions, orinvestments in ~~which~~new ~~our~~businesses ~~customers~~ or ~~competitors~~divestitures ~~are~~of ~~involved~~existing ~~could~~businesses, ~~subject~~we uswill toface ~~significant~~risks ~~monetary~~that ~~damages~~may oradversely ~~restrictions~~affect on our ~~ability to do~~ business.

~~Legal~~We ~~proceedings arise frequently as part of the normal course of our business. These~~ may ~~include~~acquire ~~individual consumer cases, class action lawsuits and inquiries, investigations, examinations, regulatory proceedings~~ or ~~other~~make ~~actions~~investments ~~brought~~in bybusinesses ~~federal~~that ~~(e.g.,~~offer ~~the~~complementary ~~CFPB~~services and ~~the FTC) or state (e~~technologies.~~g.,~~ ~~state~~Future ~~attorneys~~acquisitions ~~general) authorities or by consumers. The scope and outcome of these proceedings is often difficult to assess or quantify. Plaintiffs in lawsuits~~ may ~~seek~~not ~~recovery of large amounts and the cost to defend such litigation may~~ be ~~significant.~~completed ~~There~~on ~~may~~favorable ~~also~~terms ~~be adverse publicity~~ and ~~uncertainty~~acquired ~~associated with investigations~~assets, ~~litigation~~data ~~and orders (whether pertaining to us, our customers~~ or ~~our~~businesses ~~competitors)~~may ~~that~~not ~~could~~be ~~decrease~~successfully ~~customer~~integrated ~~acceptance~~into of our ~~services or result in material discovery expenses~~operations. InAny ~~addition,~~acquisitions ~~a court-ordered injunction~~ or aninvestments ~~administrative~~will ~~cease-and-desist~~include ~~order~~risks orcommonly ~~settlement~~encountered ~~may require us to modify our business practices or may prohibit conduct that would otherwise be legal and~~ in ~~which~~acquisitions ~~our competitors may engage. Many~~ of ~~the technical and complex statutes to which we are subject~~businesses, including state and federal credit reporting, medical privacy, and financial privacy requirements, may provide for civil and criminal penalties and may permit consumers to maintain individual or class actions against us and obtain statutorily prescribed damages. While we do not believe that the outcome of any pending or :

23• failing to achieve the financial and strategic goals for the acquired business;

~~Table~~• ofpaying ~~Contents~~more than fair market value for an acquired company or assets;

~~threatened~~• ~~legal~~failing proceeding, investigation examination or supervisory activity will have a material adverse effect on our financial position, such events are inherently uncertain and adverse outcomes could result in significant monetary damages, penalties or injunctive relief against us. For example, in 2008, pursuant to ~~the~~integrate ~~terms of a settlement agreement with respect to certain class action proceedings, which we refer to as~~ the ~~Privacy~~ ~~Litigation~~operations ~~(as defined herein), we paid $75.0 million into a fund for the benefit of class members~~ and ~~offered~~personnel ~~approximately 600,000 individuals up to nine months~~ of ~~free credit monitoring services. Moreover, in 2009, pursuant to a settlement agreement we agreed with~~ the ~~other~~acquired ~~two~~businesses ~~defendants~~ in aan ~~class~~efficient action proceeding, which we refer to as the Bankruptcy Tradeline Litigation (as defined herein), to deposit $17.0 million, our share of the $51.0 million total settlement, into a settlement fund for the benefit of class members. Our insurance coverage may be insufficient to cover adverse judgments against us. See Part I, Item 3, “Legal Proceedings,” for further information regarding the Privacy Litigation, the Bankruptcy Tradeline Litigation and ~~other~~timely ~~material pending litigation or investigations.~~ manner;

We• ~~depend,~~disrupting ~~in part, on strategic alliances, joint ventures and acquisitions to grow~~ our ~~business.~~ongoing ~~If we are unable to make strategic acquisitions and develop and maintain these strategic alliances and joint ventures, our growth may be adversely affected.~~ businesses;

An• ~~important~~distracting management focus ~~of our business is to identify business partners who can enhance our services and enable us to develop solutions that differentiate us~~ from our ~~competitors.~~ongoing We have entered into several alliance agreements or license agreements with respect to certain of our data sets and services and may enter into similar agreements in the future. These arrangements may require us to restrict our use of certain of our technologies among certain customer industries, or to grant licenses on terms that ultimately may prove to be unfavorable to us, either of which could adversely affect our business, financial condition, or results of operations. Relationships with our alliance agreement partners may include risks due to incomplete information regarding the marketplace and commercial strategies of our partners, and our alliance agreements or other licensing agreements may be the subject of contractual disputes. If we or our alliance agreements’ partners are not successful in commercializing the alliance agreements’ services, such commercial failure could adversely affect our business. businesses;

In• ~~addition,~~acquiring aunanticipated significant strategy for our international expansion is to establish operations through strategic alliances or joint ventures with local financial institutions and other partners. We cannot provide assurance that these arrangements will be successful or that our relationships with our partners will continue to be mutually beneficial. If these relationships cannot be established or maintained it could negatively impact our business, financial condition and results of operations. Moreover, our ownership in and control of our foreign investments may be limited by local law. liabilities;

We• ~~also~~failing ~~selectively evaluate and consider acquisitions as a means of expanding our business and entering into new markets. We may not be able~~ to ~~acquire businesses~~retain wekey target due to a variety of factors such as competition from companies that are better positioned to make the acquisition. Our inability to make such strategic acquisitions could restrict our ability to expand our business and enter into new markets which would limit our ability to generate future revenue growth. personnel;

~~When~~• weincurring ~~engage~~the inexpense ~~acquisitions,~~of ~~investments~~an inimpairment ~~new businesses or divestitures~~ of ~~existing~~assets ~~businesses,~~due weto ~~will~~the ~~face~~failure ~~risks~~to ~~that~~realize ~~may~~expected ~~adversely affect our business.~~ benefits;

We• ~~may~~damaging ~~acquire~~relationships orwith ~~make investments in businesses that offer complementary services and technologies. Future acquisitions may not be completed on favorable terms and acquired assets~~employees, ~~data~~customers or ~~businesses~~strategic ~~may not be successfully integrated into our operations. Any acquisitions or investments will include risks commonly encountered in acquisitions of businesses, including:~~ partners;

• ~~failing~~diluting ~~to achieve~~ the ~~financial~~share ~~and~~value ~~strategic~~of ~~goals~~existing ~~for the acquired business~~stockholders; and

• ~~paying~~incurring ~~more~~additional ~~than~~debt ~~fair~~or ~~market~~reducing ~~value~~available ~~for~~cash anto ~~acquired~~service ~~company~~our orexisting ~~assets;~~debt.

•Any ~~failing~~divestitures towill ~~integrate~~be accompanied by the ~~operations~~risks ~~and~~commonly ~~personnel~~encountered ofin the ~~acquired~~sale of businesses, inwhich anmay ~~efficient and timely manner;~~include:

24• disrupting our ongoing businesses;

~~Table~~• ofreducing ~~Contents~~our revenues;

• ~~disrupting~~losing ~~our~~key ~~ongoing businesses~~personnel;


•	distracting management focus from our ongoing businesses;

• ~~acquiring~~indemnification ~~unanticipated~~claims ~~liabilities~~for breaches of representations and warranties in sale agreements;

• ~~failing~~damaging torelationships ~~retain~~with ~~key~~employees ~~personnel~~and customers as a result of transferring a business to new owners; and

• ~~incurring~~failure ~~the~~to ~~expense~~close ofa antransaction ~~impairment~~due ofto ~~assets~~conditions ~~due~~such toas ~~the~~financing ~~failure~~or toregulatory ~~realize~~approvals ~~expected~~not ~~benefits;~~being satisfied.

•These ~~damaging~~risks ~~relationships~~could ~~with~~harm ~~employees~~our business, ~~customers~~financial condition or ~~strategic~~results ~~partners;~~of operations, particularly if they occur in the context of a significant acquisition or a divestiture. Acquisitions of businesses having a significant presence outside the United States will increase our exposure to the risks of conducting operations in international markets.

•If ~~diluting~~we are unable to develop successful new services in a timely manner, or if the ~~share~~market ~~value~~does ofnot ~~existing~~adopt ~~stockholders;~~our ~~and~~new services, our ability to maintain or increase our revenue could be adversely affected.

•In ~~incurring~~order ~~additional~~to ~~debt~~keep orpace ~~reducing~~with ~~available~~customer ~~cash~~demands tofor increasingly sophisticated service offerings, to sustain expansion into growth industries and to maintain our ~~existing~~profitability, ~~debt~~we must continue to innovate and introduce new services to the market. The process of developing new services is complex and uncertain. Our industry solutions require extensive experience and knowledge from

~~Any divestitures will be accompanied by the risks commonly encountered in the sale of businesses, which may include:~~ 20

•Table ~~disrupting~~of ~~our ongoing businesses;~~Contents

•within ~~reducing~~the relevant industry. We must commit significant resources to this effort before knowing whether the market will accept new service offerings. We may not successfully execute on our ~~revenues;~~new services because of challenges in planning or timing, technical hurdles, difficulty in predicting market demand, changes in regulation, or a lack of appropriate resources. Failure to successfully introduce new services to the market could adversely affect our reputation, business, financial condition and results of operations.

•If ~~losing~~we ~~key~~fail ~~personnel;~~to maintain and improve our systems, our data matching technology, and our interfaces with data sources and customers, demand for our services could be adversely affected.

•In ~~distracting~~our ~~management~~markets, ~~focus~~there ~~from~~are continuous improvements in computer hardware, network operating systems, programming tools, programming languages, operating systems, data matching, data filtering and other database technologies and the use of the internet. These improvements, as well as changes in customer preferences or regulatory requirements, may require changes in the technology used to gather and process our ~~ongoing~~data ~~businesses;~~and deliver our services. Our future success will depend, in part, upon our ability to:

• ~~indemnification~~internally ~~claims~~develop ~~for~~and ~~breaches~~implement ofnew ~~representations~~ and ~~warranties~~competitive ~~in sale agreements~~technologies;

• ~~damaging~~use ~~relationships~~leading ~~with~~third-party ~~employees~~technologies ~~and customers as a result of transferring a business to new owners~~effectively; ~~and~~

• ~~failure~~respond to ~~close~~changing acustomer ~~transaction~~needs ~~due~~and ~~to conditions such as financing or~~ regulatory ~~approvals~~requirements; ~~not being satisfied.~~and

~~These~~• ~~risks~~transition ~~could~~customers ~~harm~~and ~~our~~data ~~business,~~sources ~~financial~~successfully ~~condition~~to ornew ~~results~~interfaces ~~of operations, particularly if they occur in the context of a significant acquisition~~ or aother ~~divestiture~~technologies. ~~Acquisitions of businesses having a significant presence outside the United States will increase our exposure to the risks of conducting operations in international markets.~~

IfWe wecannot ~~are~~provide ~~unable~~assurance tothat ~~develop~~we ~~successful~~will successfully implement new ~~services~~technologies, incause acustomers ~~timely~~or ~~manner~~data furnishers to implement compatible technologies, or ifadapt ~~the~~our ~~market~~technology ~~does~~to ~~not~~evolving ~~adopt~~customer, ~~our~~regulatory ~~new~~and ~~services~~competitive requirements. If we fail to respond, or cause our ~~ability~~customers or data furnishers to ~~maintain~~fail to respond, to changes in technology, regulatory requirements or ~~increase~~customer preferences, the demand for our ~~revenue~~services, or the delivery of our services, could be adversely affected.

InWe ~~order~~have toa ~~keep~~substantial ~~pace~~amount ~~with~~of ~~customer~~debt ~~demands~~which ~~for~~could ~~increasingly~~adversely ~~sophisticated~~affect ~~service offerings, to sustain expansion into growth industries and to maintain~~ our ~~profitability,~~financial weposition ~~must continue to innovate~~ and ~~introduce~~prevent ~~new~~us ~~services to the market. The process of developing new services is complex and uncertain. Our industry solutions require extensive experience and knowledge~~ from ~~within~~fulfilling ~~the relevant industry. We must commit significant resources to this effort before knowing whether the market will accept new service offerings. We may not successfully execute on~~ our ~~new~~obligations ~~services~~under because of challenges in planning or timing, technical hurdles, difficulty in predicting market demand, changes in regulation, or a lack of appropriate resources. Failure to successfully introduce new services to the ~~market~~debt ~~could adversely affect our reputation, business, financial condition and results of operations~~instruments.

IfAs weof ~~fail~~December 31, to2013, ~~maintain~~the ~~and~~book ~~improve~~value of our ~~systems~~debt was approximately $2,886.9 ~~our~~million ~~data~~consisting ~~matching~~of ~~technology~~$1 billion aggregate principal amount of senior unsecured PIK toggle notes recorded at $998.3 million to account for the unamortized original issue discount, ~~and~~$1,123.5 million ~~our~~of ~~interfaces~~ outstanding borrowings under Trans Union LLC’s senior secured credit facility, $645.0 million aggregate principal amount of senior notes issued by Trans Union LLC recorded at $740.9 million after giving effect to the purchase accounting fair value adjustment in connection with ~~data~~the ~~sources~~2012 Change in Control Transaction and ~~customers,~~$4.2 million ~~demand~~of ~~for~~other ~~our~~debt. ~~services~~We ~~could~~may bealso ~~adversely~~incur ~~affected~~significant additional indebtedness in the future. Our substantial indebtedness may:

In• ~~our~~make ~~markets,~~it ~~there~~difficult ~~are~~for ~~continuous improvements~~us into ~~computer~~satisfy ~~hardware,~~our ~~network~~financial ~~operating systems~~obligations, ~~programming~~including ~~tools,~~with ~~programming~~respect ~~languages,~~to ~~operating~~the ~~systems,~~notes ~~data matching, data filtering~~ and our other ~~database technologies and the use of the internet. These improvements, as well as changes in customer preferences or~~ indebtedness;

25• limit our ability to borrow additional funds for working capital, capital expenditures, acquisitions or other general business purposes;

~~Table~~• oflimit ~~Contents~~our ability to use our cash flow or obtain additional financing for future working capital, capital expenditures, acquisitions or other general business purposes;

~~regulatory~~• ~~requirements, may~~ require ~~changes~~us ~~in the technology used~~ to ~~gather~~use ~~and~~a ~~process~~substantial ~~our~~portion ~~data~~of ~~and deliver~~ our ~~services.~~cash ~~Our~~flow ~~future~~from ~~success~~operations ~~will~~to ~~depend,~~make indebt ~~part,~~service ~~upon our ability to:~~ payments;

• ~~internally~~expose ~~develop~~us ~~and~~to ~~implement~~the ~~new~~risk ~~and~~of ~~competitive~~increased ~~technologies~~interest rates as certain of our borrowings, including Trans Union LLC’s senior secured credit facility, are at variable rates of interest;

• ~~use~~limit ~~leading~~our ~~third-party~~flexibility ~~technologies~~to ~~effectively~~plan for, or react to, changes in our business and industry;

• ~~respond~~place tous ~~changing~~at ~~customer~~a ~~needs~~competitive ~~and~~disadvantage ~~regulatory~~compared ~~requirements~~to our less leveraged competitors; and

• ~~transition~~increase ~~customers~~our ~~and~~vulnerability ~~data~~to ~~sources~~the ~~successfully~~impact toof ~~new~~adverse ~~interfaces~~economic orand ~~other~~industry ~~technologies~~conditions.

WeIn ~~cannot~~addition, ~~provide~~the ~~assurance~~credit ~~that~~agreement wegoverning ~~will~~Trans ~~successfully~~Union ~~implement~~LLC’s ~~new~~senior ~~technologies~~secured credit facility, ~~cause~~the ~~customers~~indenture orgoverning ~~data~~Trans ~~furnishers~~Union toLLC’s ~~implement~~senior ~~compatible technologies,~~notes orand ~~adapt~~the ~~our~~indentures ~~technology~~governing tothe ~~evolving~~TransUnion ~~customer,~~Holding ~~regulatory~~senior ~~and~~unsecured ~~competitive~~PIK ~~requirements.~~toggle Ifnotes wecontain ~~fail~~restrictive covenants that may limit our ability to ~~respond,~~engage orin ~~cause~~activities that may be in our ~~customers~~long-term orbest ~~data~~interest. ~~furnishers~~Our failure to ~~fail~~comply towith ~~respond,~~those tocovenants ~~changes~~could result in ~~technology,~~an ~~regulatory~~event ~~requirements~~of ordefault ~~customer preferences~~which, ~~the~~if ~~demand~~not ~~for~~cured ~~our~~or ~~services~~waived, orcould result in the ~~delivery~~acceleration of ~~our~~substantially ~~services,~~all ~~could~~of beour ~~adversely affected~~debt.

~~Our~~Despite ~~ability to expand~~ our ~~operations~~ ~~in,~~current ~~and~~level ~~the portion~~ of ~~our revenue derived from~~indebtedness, ~~markets~~we ~~outside~~may ~~the~~still ~~United~~be ~~States~~able isto ~~subject~~incur toadditional ~~economic,~~indebtedness. ~~political~~This ~~and~~could ~~other~~exacerbate ~~inherent~~the risks, ~~which~~associated ~~could~~with ~~adversely impact~~ our ~~growth~~substantial ~~rate and financial performance~~indebtedness.

~~Over~~We ~~the~~and ~~last several years, we have derived a growing portion of~~ our ~~revenues~~subsidiaries ~~from~~may ~~customers~~be ~~outside~~able ~~the United States, and it is our intent~~ to ~~continue to~~incur ~~expand~~substantial ~~our~~additional ~~international~~indebtedness ~~operations. We have sales and technical support personnel~~ in ~~numerous~~the ~~countries worldwide~~future. WeThe ~~expect~~terms toof ~~continue~~the toindentures ~~add~~and ~~international~~credit ~~personnel~~agreements togoverning ~~expand~~ our ~~abilities~~debt ~~to deliver differentiated services to our international customers. Expansion into international markets~~ will ~~require significant resources and management attention and will subject us to new regulatory~~limit, ~~economic~~but ~~and~~not ~~political risks. Moreover~~prohibit, ~~the~~us ~~services~~or ~~we offer in developed and emerging markets must match~~ our ~~customers’~~subsidiaries ~~demand~~from ~~for~~incurring ~~those~~additional ~~services. Due to price~~indebtedness, ~~limited purchasing power~~ and ~~differences in~~ the ~~development~~additional ofindebtedness ~~consumer~~incurred ~~credit markets, there can be no assurance that our services will be accepted~~ in ~~any~~compliance ~~particular developed~~with orthese ~~emerging~~restrictions ~~market,~~could ~~and we cannot~~ be ~~sure that our international expansion efforts will be successful~~substantial. ~~The~~If ~~results~~we ofincur ~~our~~any ~~operations~~additional ~~and our growth rate could be adversely affected by a variety of factors arising out of international commerce~~debt, ~~some of which are beyond our control. These factors include:~~

~~• currency exchange rate fluctuations;~~21

•Table ~~foreign~~of ~~exchange controls that might prevent us from repatriating cash to the United States;~~Contents

•the ~~difficulties~~priority of that debt may impact the ability of existing debt holders to share ratably in ~~managing~~any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding-up of us, subject to collateral arrangements. These restrictions will also not prevent us from incurring obligations that do not constitute indebtedness. In addition, the capacity under the Trans Union LLC senior secured credit facility may be increased by an additional $350.0 million plus an additional amount of indebtedness under the senior secured credit facility or separate facilities permitted by the senior secured credit facility so long as certain financial conditions are met, subject, in each case, to certain conditions and ~~staffing~~receipt ~~international~~of ~~offices;~~commitments by existing or additional financial institutions or institutional lenders. These additional amounts, as well as amounts outstanding under the existing senior secured credit facility, would be secured indebtedness and, therefore, effectively senior to our notes. If new indebtedness is added to our current debt levels, the related risks that we and our subsidiaries now face could intensify.

•We ~~increased~~may ~~travel,~~not ~~infrastructure,~~be ~~legal~~able ~~and~~to ~~compliance~~generate ~~costs~~sufficient cash to service all of ~~multiple~~our ~~international~~indebtedness, ~~locations;~~and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.

•Our ~~foreign~~ability ~~laws~~to make scheduled payments due on our debt obligations or to refinance our debt obligations depends on our financial condition and operating performance, which are subject to prevailing economic, industry and competitive conditions and to certain financial, business, legislative, regulatory ~~requirements;~~and other factors beyond our control as discussed above. We may be unable to maintain a level of cash flow from operating activities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness.

•If ~~terrorist~~our ~~activity~~cash flow and capital resources are insufficient to fund our debt service obligations, ~~natural~~we ~~disasters~~could face substantial liquidity problems and could be forced to reduce or delay investments and capital expenditures or to dispose of material assets or operations, seek additional debt or equity capital or restructure or refinance our indebtedness. We may not be able to implement any such alternative measures on commercially reasonable terms or at all and, even if successful, those alternative actions may not allow us to meet our scheduled debt service obligations. The credit agreement governing Trans Union LLC’s senior secured credit facility, the indenture governing Trans Union LLC’s senior notes and the indentures governing the senior unsecured PIK toggle notes restrict our ability to dispose of assets and use the proceeds from those dispositions and may also restrict our ability to raise debt or equity capital to be used to repay other ~~catastrophic~~indebtedness ~~events;~~when it becomes due. We may not be able to consummate those dispositions or to obtain proceeds in an amount sufficient to meet any debt service obligations then due. In addition, under the covenants of the credit agreement governing our senior secured credit facility and the indenture governing the senior notes, TransUnion Corp. is restricted from making certain payments, including dividend payments to TransUnion Holding.

•Our ~~restrictions~~inability to generate sufficient cash flow to satisfy our debt obligations, or to refinance our indebtedness on ~~the~~commercially ~~import~~reasonable terms or at all, would materially and ~~export~~adversely affect our financial position and results of ~~technologies;~~operations and our ability to satisfy our obligations.

•If ~~difficulties~~we cannot make our scheduled debt payments, we will be in ~~enforcing~~default ~~contracts~~and all outstanding principal and ~~collecting~~interest ~~accounts~~on ~~receivable;~~our debt may be declared due and payable, the lenders under Trans Union LLC’s senior secured credit facility could terminate their commitments to loan money, Trans Union’s secured lenders (including the lenders under Trans Union LLC’s senior secured credit facility) could foreclose against the assets securing their borrowings and we could be forced into bankruptcy or liquidation.

•Changes ~~longer~~in ~~payment~~credit ~~cycles;~~ratings issued by statistical rating organizations could adversely affect our cost of financing and the ability to obtain additional financing.

•Credit ~~failure~~rating agencies rate the Company and our debt on factors that include our operating results, actions that we take, their view of the general outlook for our industry and their view of the general outlook for the economy. Actions taken by the rating agencies can include maintaining, upgrading or downgrading the current rating or placing us on a watch list for possible future downgrading. Downgrading the credit rating of the Company or our debt or placing us on a watch list for possible future downgrading could limit our ability to refinance maturing liabilities, access the capital markets to meet ~~quality~~liquidity ~~standards~~needs, ~~for~~increase ~~outsourced~~our ~~work;~~cost of financing and impact the market price of any of our outstanding debt.

•Credit ~~unfavorable~~ratings ~~tax~~are ~~rules;~~not recommendations to purchase, hold or sell any security. Additionally, credit ratings may not reflect the potential effect of risks relating to the structure or marketing of any security. Any future lowering of our ratings likely would make it more difficult or more expensive for us to obtain additional debt financing. If any credit rating initially assigned to us or our debt is subsequently lowered or withdrawn for any reason, holders of our debt may not be able to resell that debt at a favorable price or at all.

•Our ~~political~~ability to expand our operations in, and the portion of our revenue derived from, markets outside the United States is subject to economic, ~~conditions~~political inand ~~foreign~~other ~~countries~~inherent risks, ~~particularly~~which incould ~~emerging~~adversely ~~markets;~~impact our growth rate and financial performance.

•Over ~~varying~~the ~~business~~last ~~practices~~several years, we have derived a growing portion of our revenues from customers outside the United States, and it is our intent to continue to expand our international operations. We have sales and technical support personnel in ~~foreign~~numerous countries; ~~and~~worldwide. We expect to continue to add international personnel to expand our abilities to deliver differentiated services to our

~~• reduced protection for intellectual property rights.~~22

26Table of Contents

~~Table~~international customers. Expansion into international markets will require significant resources and management attention and will subject us to new regulatory, economic and political risks. Moreover, the services we offer in developed and emerging markets must match our customers’ demand for those services. Due to price, limited purchasing power and differences in the development of ~~Contents~~consumer credit markets, there can be no assurance that our services will be accepted in any particular developed or emerging market, and we cannot be sure that our international expansion efforts will be successful. The results of our operations and our growth rate could be adversely affected by a variety of factors arising out of international commerce, some of which are beyond our control. These factors include:

As• wecurrency ~~continue~~exchange torate expand our business, our success will partially depend on our ability to anticipate and effectively manage these and other risks. Our failure to manage these risks could adversely affect our business, financial condition and results of operations. fluctuations;

We• ~~have~~foreign aexchange ~~substantial~~controls ~~amount~~that ofmight ~~debt which could adversely affect our financial position and~~ prevent us from ~~fulfilling~~repatriating ~~our~~cash ~~obligations~~to ~~under~~ the ~~debt~~United ~~instruments.~~ States;

As• ofdifficulties December 31, 2012, the book value of our debt was approximately $2,680.9 million consisting of $1 billion aggregate principal amount of senior unsecured PIK toggle notes recorded at $998.0 million to account for the unamortized original issue discount, $923.4 million of outstanding borrowings under Trans Union LLC’s senior secured credit facility, $645.0 million aggregate principal amount of senior notes issued by Trans Union LLC recorded at $758.4 million after giving effect to the purchase accounting fair value adjustment in ~~connection~~managing ~~with the 2012 Change in Control Transaction~~ and ~~$1.1 million of~~staffing ~~other~~international ~~debt. We may also incur significant additional indebtedness in the future. Our substantial indebtedness may:~~ offices;

• ~~make~~increased ittravel, ~~difficult for us to satisfy our financial obligations~~infrastructure, ~~including~~legal ~~with~~and ~~respect~~compliance tocosts ~~the~~of ~~notes~~multiple ~~and~~international ~~our other indebtedness~~locations;

• ~~limit~~foreign ~~our~~laws ~~ability~~and toregulatory ~~borrow additional funds for working capital, capital expenditures, acquisitions or other general business purposes~~requirements;

• ~~limit~~terrorist ~~our ability to use our cash flow or obtain additional financing for future working capital~~activity, ~~capital~~natural ~~expenditures,~~disasters ~~acquisitions~~and or other ~~general~~catastrophic ~~business purposes~~events;

• ~~require~~restrictions uson tothe ~~use~~import aand ~~substantial~~export ~~portion~~ of ~~our cash flow from operations to make debt service payments~~technologies;

• ~~expose~~difficulties usin toenforcing ~~the~~contracts ~~risk~~and ofcollecting ~~increased~~accounts ~~interest rates as certain of our borrowings, including Trans Union LLC’s senior secured credit facility, are at variable rates of interest~~receivable;

• ~~limit~~longer ~~our~~payment ~~flexibility to plan for, or react to, changes in our business and industry~~cycles;

• ~~place~~failure usto atmeet aquality ~~competitive~~standards ~~disadvantage~~for ~~compared~~outsourced ~~to our less leveraged competitors~~work; ~~and~~

• ~~increase~~unfavorable ~~our~~tax ~~vulnerability to the impact of adverse economic and industry conditions.~~rules;

In• ~~addition,~~political ~~the credit agreement governing Trans Union LLC’s senior secured credit facility, the indenture governing Trans Union LLC’s senior notes~~ and ~~the~~economic ~~indentures~~conditions ~~governing the TransUnion Holding senior unsecured PIK toggle notes contain restrictive covenants that may limit our ability to engage~~ in ~~activities~~foreign ~~that may be in our long-term best interest. Our failure to comply with those covenants could result in an event of default which~~countries, ifparticularly ~~not cured or waived, could result~~ in ~~the~~emerging ~~acceleration of substantially all of our debt.~~ markets;

~~Despite~~• ~~our~~varying ~~current~~business ~~level~~practices ofin ~~indebtedness,~~foreign wecountries; ~~may still be able to incur additional indebtedness. This could exacerbate the risks associated with our substantial indebtedness.~~ and

We• ~~and~~reduced ~~our~~protection ~~subsidiaries~~for ~~may~~intellectual beproperty ~~able to incur substantial additional indebtedness in the future~~rights. The terms of the indentures and credit agreements governing our debt will limit, but not prohibit, us or our subsidiaries from incurring additional indebtedness, and the additional indebtedness incurred in compliance with these restrictions could be substantial. If we incur any additional debt, the priority of that debt may impact the ability of existing debt holders to share ratably in any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding-up of us, subject to collateral arrangements. These restrictions will also not prevent us from incurring obligations that do not constitute indebtedness. In addition, the capacity under the Trans Union LLC senior secured credit facility may be increased by an additional $350.0 million plus an additional amount of indebtedness under the senior secured credit facility or separate facilities permitted by the senior secured credit facility so long as certain financial conditions are met, subject, in each case, to certain conditions and receipt of commitments by existing or additional financial institutions or institutional lenders, which would be secured indebtedness and therefore effectively senior to our notes. If new indebtedness is added to our current debt levels, the related risks that we and our subsidiaries now face could intensify.

27As we continue to expand our business, our success will partially depend on our ability to anticipate and effectively manage these and other risks. Our failure to manage these risks could adversely affect our business, financial condition and results of operations.

~~Table~~We are subject to significant competition in many of ~~Contents~~the markets in which we operate.

We may not be able to ~~generate~~compete ~~sufficient~~successfully ~~cash~~against our competitors, which could impair our ability to sell our services. We compete on the basis of system availability, differentiated solutions, personalized customer service, ~~all~~breadth of ~~our~~services ~~indebtedness~~and price. Our regional and global competitors vary in size, financial and technical capability, and in the scope of the products and services they offer. Some of our competitors may be ~~forced~~ better positioned to ~~take~~develop, ~~other~~promote ~~actions~~and sell their products. Larger competitors may benefit from greater cost efficiencies and may be able to ~~satisfy~~win ~~our~~business ~~obligations~~simply ~~under~~based on pricing. We consistently face downward pressure on the pricing of our ~~indebtedness~~products, which could result in a reduced price for certain products, or a loss of market share. Our competitors may ~~not~~also be ~~successful.~~able to respond to opportunities before we do, taking advantage of new technologies, changes in customer requirements, or market trends.

Our ~~ability~~Interactive tosegment ~~make~~experiences ~~scheduled payments~~competition ~~due~~from onemerging ~~our~~companies. ~~debt~~For ~~obligations~~example, orprior to ~~refinance~~January ~~our~~2008, ~~debt~~Equifax ~~obligations~~and ~~depends~~Experian onwere our ~~financial~~top ~~condition~~competitors ~~and~~for ~~operating performance, which are subject~~ direct-to-consumer ~~prevailing~~credit ~~economic~~services, ~~industry~~such ~~and~~as ~~competitive~~credit ~~conditions~~reports and toidentity ~~certain~~theft ~~financial,~~protection ~~business, legislative,~~services. ~~regulatory~~In ~~and~~the ~~other~~past ~~factors~~few ~~beyond~~years, ~~our~~there ~~control~~has asbeen ~~discussed~~an ~~above.~~influx Weof ~~may~~non-bureau becompanies ~~unable~~offering tosimilar ~~maintain~~services, asome ~~level~~leveraging ofthe ~~cash~~free ~~flow~~services ~~from~~that ~~operating~~we ~~activities~~must ~~sufficient~~provide toby ~~permit~~law. usThese todevelopments ~~pay~~have ~~the~~resulted ~~principal,~~in ~~premium,~~increased ~~if any, and interest on our indebtedness~~competition.

IfMany of our ~~cash~~competitors ~~flow~~have ~~and~~extensive ~~capital~~customer ~~resources~~relationships, ~~are~~including ~~insufficient~~relationships towith ~~fund~~ our ~~debt~~current ~~service obligations, we could face substantial liquidity problems~~ and ~~could~~potential becustomers. ~~forced~~New tocompetitors, ~~reduce~~ or ~~delay~~alliances ~~investments~~among ~~and capital expenditures or to dispose of material assets or operations~~competitors, ~~seek~~may ~~additional~~emerge ~~debt~~and orgain ~~equity~~significant ~~capital~~market ~~or restructure or refinance our indebtedness~~share. WeExisting ~~may not be able to implement any such alternative measures on commercially reasonable terms~~ or atnew ~~all~~competitors ~~and, even if successful, those alternative actions~~ may ~~not~~develop ~~allow~~products ~~us to meet our scheduled debt service obligations. The credit agreement governing Trans Union LLC’s senior secured credit facility, the indenture governing Trans Union LLC’s senior notes~~ and ~~the~~services ~~indentures~~that ~~governing~~are ~~the~~superior ~~senior unsecured PIK toggle notes restrict our ability~~ to ~~dispose~~ours ~~of assets and use the proceeds from those dispositions and may also restrict our ability to raise debt~~ or ~~equity~~that ~~capital~~achieve togreater bemarket ~~used to repay other indebtedness when it becomes due~~acceptance. WeIf ~~may~~we ~~not~~are beunable ~~able~~ to ~~consummate~~respond ~~those dispositions or~~ to ~~obtain~~changes ~~proceeds~~ in ancustomer ~~amount~~requirements ~~sufficient~~as toquickly ~~meet~~and ~~any debt~~effectively ~~service~~as ~~obligations~~our ~~then due. In addition~~competition, ~~under~~our ~~the~~ability ~~covenants~~to ofexpand ~~the credit agreement governing~~ our ~~senior~~business ~~secured credit facility~~ and ~~the~~sell ~~indenture~~our ~~governing~~services ~~the~~may ~~senior~~be ~~notes,~~adversely ~~TransUnion Corp~~affected. ~~is restricted from making certain payments, including dividend payments to TransUnion Holding.~~

Our ~~inability~~competitors tomay ~~generate~~be ~~sufficient~~able ~~cash~~to ~~flow~~sell toservices ~~satisfy~~at ~~our~~lower ~~debt~~prices ~~obligations~~than us, individually or ~~to refinance~~as ~~our~~part ~~indebtedness~~of onintegrated ~~commercially~~suites ~~reasonable~~of ~~terms~~several orrelated atservices. ~~all,~~This ~~would~~ability ~~materially~~may ~~and~~cause ~~adversely~~our ~~affect~~customers to purchase from our ~~financial~~competitors ~~position~~rather ~~and~~than ~~results~~us. ofPrice ~~operations~~reductions ~~and~~by our competitors could also negatively impact our operating margins or harm our ability to ~~satisfy~~obtain ~~our~~new ~~obligations.~~long-term contracts or renewals of existing contracts on favorable terms.

If we cannot make our scheduled debt payments, we will be in default and all outstanding principal and interest may be declared due and payable, the lenders under Trans Union LLC’s senior secured credit facility could terminate their commitments to loan money, Trans Union’s secured lenders (including the lenders under Trans Union LLC’s senior secured credit facility) could foreclose against the assets securing their borrowings and we could be forced into bankruptcy or liquidation. 23

WeTable ~~may~~of ~~not be able to effectively maintain our cost management strategy, which may adversely affect our ability to sustain our operating margins.~~ Contents

~~Our~~We cost management strategy includes strategic sourcing, labor management, streamlining back-office functions and improving overall processes. Although we have implemented such plans and continue to explore means by which we can control or reduce expenses, we cannot assure you that we will be able to ~~realize~~compete ~~all~~effectively ~~the~~against ~~projected~~current ~~benefits~~and offuture ~~our cost management strategies~~competitors. InIf ~~addition, if~~ we ~~cannot~~fail ~~maintain~~to ~~control~~successfully ofcompete, our ~~cost structure~~business, itfinancial ~~will~~condition ~~have~~and aresults ~~negative~~of ~~impact on our operating margins. Moreover, our~~ operations ~~and performance~~ may be ~~disrupted~~adversely ~~by our cost-management and facilities-integration efforts~~affected.

We are subject to ~~significant~~ ~~competition~~losses infrom ~~many~~risks offor ~~the markets in~~ which we ~~operate.~~do not insure.

WeFor ~~may~~certain ~~not be able to compete successfully against our competitors~~risks, ~~which~~we ~~could~~do ~~impair~~not ~~our~~maintain ~~ability~~insurance tocoverage ~~sell~~because ~~our services. We compete on the basis~~ of ~~system~~cost ~~availability, differentiated solutions, personalized customer service, breadth of services~~ and/or ~~price~~availability. ~~Our~~Because ~~regional~~we ~~and~~retain ~~global~~some ~~competitors~~portion ~~vary~~of ~~in size,~~insurable ~~financial and technical capability~~risks, and in ~~the~~some ~~scope~~cases ofretain ~~the~~our ~~products~~risk ~~and services they offer. Some~~ of ~~our~~loss ~~competitors may be better positioned to develop~~completely, ~~promote~~unforeseen ~~and~~or ~~sell~~catastrophic ~~their~~losses ~~products.~~in ~~Larger~~excess ~~competitors may benefit from greater cost efficiencies and may be able to win business simply based on pricing. We consistently face downward pressure on the pricing~~ of ~~our~~insured ~~products,~~limits ~~which~~ could ~~result~~materially inadversely aaffect ~~reduced~~our ~~price for certain products~~business, orfinancial acondition ~~loss~~and ofresults ~~market share. Our competitors may also be able to respond to opportunities before we do, taking advantage~~ of ~~new technologies, changes in customer requirements, or market trends~~operations.

28We may be unable to protect our intellectual property adequately or cost-effectively, which may cause us to lose market share or force us to reduce our prices.

~~Table~~Our success depends, in part, on our ability to protect and preserve the proprietary aspects of ~~Contents~~our technology and services. If we are unable to protect our intellectual property, our competitors could use our intellectual property to market similar services, decreasing the demand for our services. We rely on the patent, copyright, trademark, trade secret and other intellectual property laws of the United States and other countries, as well as contractual restrictions, such as nondisclosure agreements, to protect and control access to our proprietary intellectual property. These measures afford limited protection, however, and may be inadequate. We may be unable to prevent third parties from using our proprietary assets without our authorization or breaching any contractual restrictions with us. Enforcing our rights could be costly, time-consuming, distracting and harmful to significant business relationships. Additionally, others may independently develop non-infringing technologies that are similar or superior to ours. Any significant failure or inability to adequately protect and control our proprietary assets may harm our business and reduce our ability to compete.

~~Our~~We ~~Interactive~~may ~~segment~~face ~~experiences~~claims ~~competition~~for ~~from~~intellectual ~~emerging~~property ~~companies. For example~~infringement, ~~prior~~which tocould ~~January~~subject ~~2008, Equifax~~us ~~and Experian were our top competitors for direct-~~to~~-consumer~~ ~~credit~~monetary ~~services,~~damages ~~such~~or aslimit ~~credit~~us ~~reports~~in ~~and~~using ~~identity~~some ~~theft protection services. In the past few years there has been an influx~~ of ~~non-bureau~~our ~~companies~~technologies ~~offering~~or ~~similar~~providing ~~services, some~~certain ~~leveraging the free~~ services ~~that we must provide by law~~. ~~These developments have resulted in increased competition.~~

~~Many~~There ofhas ~~our competitors~~been ~~have~~substantial ~~extensive~~litigation ~~customer~~in ~~relationships~~the United States regarding intellectual property rights in the information technology industry. There is a risk that we may infringe on the intellectual property rights of third parties, including ~~relationships~~the ~~with~~intellectual ~~our~~property ~~current~~rights ~~and~~of ~~potential~~third ~~customers~~parties in other countries, which could result in a liability to us. ~~New~~Historically, ~~competitors~~patent applications in the United States and some foreign countries have not been publicly disclosed until eighteen months following submission of the patent application, and we may not be aware of currently filed patent applications that relate to our products or ~~alliances~~processes. ~~among~~If ~~competitors~~patents are later issued on these applications, we may ~~emerge~~be ~~and~~liable ~~gain~~for ~~significant~~infringement. ~~market~~In ~~share~~the event that claims are asserted against us, we may be required to obtain licenses from third parties (if available on acceptable terms or at all). ~~Existing~~Intellectual property infringement claims against us could subject us to liability for damages and restrict us from providing services or ~~new~~require ~~competitors~~changes ~~may develop~~to certain products ~~and~~or services. ~~that~~Although ~~are~~our ~~superior~~policy is to ~~ours~~obtain licenses or other rights where necessary, we cannot provide assurance that ~~achieve~~we ~~greater~~have ~~market~~obtained ~~acceptance~~all required licenses or rights. If wea ~~are~~successful ~~unable~~claim toof ~~respond~~infringement tois ~~changes~~brought inagainst ~~customer~~us ~~requirements~~and aswe ~~quickly~~fail ~~and~~to ~~effectively~~develop asnon-infringing ~~our~~products ~~competition~~or services, ~~our~~or ~~ability~~ to ~~expand~~obtain licenses on a timely and cost-effective basis, our reputation, business, financial condition and ~~sell~~ ~~our~~results ~~services~~of ~~may~~operations could be adversely affected.

~~Our~~If ~~competitors~~our ~~may~~outside beservice ~~able~~providers toand ~~sell~~key ~~services~~vendors atare ~~lower~~not ~~prices~~able ~~than~~to ~~us, individually~~ or asdo ~~part~~not ~~of integrated~~fulfill ~~suites~~their ofservice ~~several~~obligations, ~~related services. This ability may cause~~ our ~~customers~~operations ~~to purchase from our competitors rather than us. Price reductions by our competitors~~ could ~~also~~be ~~negatively~~disrupted ~~impact~~and our operating ~~margins~~results orcould ~~harm~~be ~~our ability to obtain new long-term contracts or renewals of existing contracts on favorable terms~~harmed.

We ~~cannot~~depend ~~assure~~on ~~you~~a ~~that~~number weof ~~will~~service beproviders ~~able~~and key vendors such as telecommunication companies, software engineers, data processors, software and hardware vendors and providers of credit score algorithms, who are critical to ~~compete effectively~~our ~~against~~operations. ~~current~~These service providers and ~~future~~vendors ~~competitors~~are involved with our service offerings, communications and networking equipment, computer hardware and software and related support and maintenance. IfAlthough we ~~fail~~have toimplemented service-level agreements and have established monitoring controls, our operations could be disrupted if we do not successfully ~~compete~~manage relationships with our service providers, if they do not perform or are unable to perform agreed upon service levels, or if they are unwilling to make their services available to us at reasonable prices. If our service providers and vendors do not perform their service obligations, it could adversely affect our reputation, business, financial condition and results of operations ~~may be adversely affected~~.

WeOur ~~are~~access ~~subject~~ to ~~losses~~the ~~from~~capital ~~risks~~and ~~for~~credit ~~which~~markets wecould dobe ~~not~~adversely ~~insure.~~affected by economic conditions.

~~For~~We ~~certain~~rely ~~risks, we~~primarily doon ~~not~~cash ~~maintain~~from ~~insurance~~operations ~~coverage~~to ~~because~~fund ofour ~~cost~~working capital and~~/or~~ ~~availability~~business growth. ~~Because~~We wemay ~~retain~~require ~~some~~additional ~~portion~~capital from equity or debt financing in the future, the availability of ~~insurable~~which ~~risks~~is dependent on, among other things, market and ingeneral ~~some~~economic ~~cases~~conditions. ~~retain~~Our ~~our~~access ~~risk~~to offunds ~~loss~~under ~~completely,~~short-term ~~unforeseen~~credit orfacilities ~~catastrophic~~is ~~losses~~dependent inon ~~excess~~the ability of ~~insured~~the ~~limits~~participating ~~could materially~~banks ~~adversely~~to ~~affect~~meet ~~our~~their ~~business,~~funding ~~financial~~commitments. ~~condition~~Those ~~and~~banks ~~results~~may not be able to meet their funding commitments if they experience shortages of ~~operations.~~capital and liquidity, or due to changing or increased regulations.

WeOur ~~may~~relationships bewith ~~unable~~key ~~to protect our intellectual property adequately or cost~~long-~~effectively,~~term ~~which~~customers may ~~cause~~be usmaterially todiminished ~~lose market share~~ or ~~force us to reduce our prices~~ terminated.

Our success depends, in part, on our ability to protect and preserve the proprietary aspects of our technology and services. If we are unable to protect our intellectual property, our competitors could use our intellectual property to market similar services, decreasing the demand for our services. We rely on the patent, copyright, trademark, trade secret and other intellectual property laws of the United States and other countries, as well as contractual restrictions, such as nondisclosure agreements, to protect and control access to our proprietary intellectual property. These measures afford limited protection, however, and may be inadequate. We may be unable to prevent third parties from using our proprietary assets without our authorization or breaching any contractual restrictions with us. Enforcing our rights could be costly, time-consuming, distracting and harmful to significant business relationships. Additionally, others may independently develop non-infringing technologies that are similar or superior to ours. Any significant failure or inability to adequately protect and control our proprietary assets may harm our business and reduce our ability to compete. 24

WeTable ~~may face claims for intellectual property infringement, which could subject us to monetary damages or limit us in using some~~ of ~~our technologies or providing certain services.~~ Contents

~~There~~We ~~has~~have ~~been~~long-standing ~~substantial~~relationships ~~litigation~~with ina ~~the~~number ~~United~~of ~~States~~our ~~regarding~~customers, ~~intellectual~~many ~~property~~of ~~rights~~whom incould unilaterally terminate their relationship with us or materially reduce the ~~information~~amount ~~technology~~of ~~industry~~business they conduct with us at any time. Market competition, customer requirements, customer financial condition, and customer consolidation through mergers or acquisitions also could adversely affect our ability to continue or expand these relationships. There is ano ~~risk~~ guarantee that we ~~may~~will ~~infringe~~be onable ~~the~~to ~~intellectual~~retain ~~property~~or ~~rights~~renew ofexisting ~~third parties~~agreements, ~~including~~maintain ~~the~~relationships ~~intellectual~~with ~~property~~any ~~rights~~ of ~~third~~our ~~parties~~customers inon ~~other~~acceptable ~~countries,~~terms ~~which~~or ~~could~~at ~~result~~all inor acollect ~~liability~~amounts owed to us from insolvent customers. ~~Historically,~~Our ~~patent~~customer ~~applications~~agreements inrelating ~~the~~to ~~United States~~our ~~and~~core ~~some~~credit ~~foreign~~reporting ~~countries~~service ~~have~~offered ~~not~~through ~~been~~our ~~publicly~~USIS ~~disclosed~~segment ~~until~~are ~~eighteen~~terminable upon advance written notice (ranging from 30 days to six months) ~~following~~by ~~submission~~either ofus or the ~~patent application~~customer, ~~and~~which weprovides ~~may~~our ~~not~~customers bewith ~~aware~~the ofopportunity ~~currently~~to ~~filed~~renegotiate ~~patent~~their ~~applications~~contracts ~~that~~with ~~relate~~us or to award more business to our ~~products~~competitors. The loss of one or ~~processes.~~more ~~If patents~~of ~~are~~our ~~later~~major ~~issued~~customers oncould ~~these~~adversely ~~applications~~affect our business, wefinancial condition and results of operations.

29There may be further consolidation in our end customer markets, which may adversely affect our revenues.

~~Table~~There has been, and we expect there will continue to be, merger, acquisition and consolidation activity in our customer markets. If our customers merge with, or are acquired by, other entities that are not our customers, or that use fewer of ~~Contents~~our services, our revenue may be adversely impacted. In addition, industry consolidation could affect the base of recurring transaction-based revenue if consolidated customers combine their operations under one contract, since most of our contracts provide for volume discounts.

~~may~~To bethe ~~liable~~extent ~~for infringement. In~~ the ~~event~~availability ~~that~~of ~~claims~~free ~~are asserted against us, we may be required to obtain licenses from third parties (if available on acceptable terms~~ or atrelatively ~~all). Intellectual~~inexpensive ~~property~~consumer ~~infringement~~information ~~claims~~increases, ~~against~~the usdemand ~~could subject us to liability~~ for ~~damages~~some ~~and~~of ~~restrict us from providing services or require changes to certain products or services. Although~~ our policy is to obtain licenses or other rights where necessary, we cannot provide assurance that we have obtained all required licenses or rights. If a successful claim of infringement is brought against us and we fail to develop non-infringing products or services, ormay ~~to obtain licenses on a timely and cost-effective basis, our reputation, business, financial condition and results of operations could be adversely affected~~decrease.

IfPublic ~~our~~sources ~~outside~~of ~~service~~free ~~providers~~or relatively inexpensive consumer information have become increasingly available, particularly through the internet, and ~~key~~this ~~vendors~~trend ~~are~~is ~~not~~expected ~~able~~to continue. Governmental agencies in particular have increased the amount of information to which they provide free public access. Public sources of free or dorelatively ~~not~~inexpensive ~~fulfill~~consumer ~~their~~information ~~service~~may ~~obligations,~~reduce demand for our ~~operations~~services. ~~could~~To bethe ~~disrupted~~extent that our customers choose not to obtain services from us and instead rely on information obtained at little or no cost from these public sources, our ~~operating~~business, financial condition and results ~~could~~of operations may be ~~harmed.~~adversely affected.

WeIf depend on a number of service providers and key vendors such as telecommunication companies, software engineers, data processors, software and hardware vendors and providers of credit score algorithms, who are critical to our operations. These service providers and vendors are involved with our service offerings, communications and networking equipment, computer hardware and software and related support and maintenance. Although we ~~have~~experience ~~implemented~~changes ~~service-level~~in ~~agreements~~tax ~~and~~laws ~~have established monitoring controls, our operations could be disrupted if we do not successfully manage relationships with our service providers, if they do not perform~~ or ~~are~~adverse ~~unable~~outcomes toresulting ~~perform~~from ~~agreed~~examination ~~upon~~of ~~service levels, or if they are unwilling to make their services available to us at reasonable prices. If~~ our ~~service~~income ~~providers~~tax ~~and vendors do not perform their service obligations~~returns, it could adversely affect our ~~reputation, business, financial condition and~~ results of operations.

~~Our~~We ~~access~~are subject to federal, state and local income taxes in the ~~capital~~United States and ~~credit~~in ~~markets~~foreign jurisdictions. Significant judgment is required in determining our worldwide provision for income taxes. Our future effective tax rates and the value of our deferred tax assets could be adversely affected by ~~economic~~changes ~~conditions~~in tax laws. In addition, we are subject to the examination of our income tax returns by the Internal Revenue Service and other tax authorities. We regularly assess the likelihood of adverse outcomes resulting from such examinations to determine the adequacy of our provision for income taxes. Although we believe we have made appropriate provisions for taxes in the jurisdictions in which we operate, changes in the tax laws or challenges from tax authorities under existing tax laws could adversely affect our business, financial condition and results of operations.

~~Historically, we have relied on cash from operations to fund our working capital and business growth.~~ We may require additional capital from equity or debt financing in the future, the availability of which is dependent on, among other things, market and general economic conditions. Our access to funds under short-term credit facilities is dependent on the ability of the participating banks to meet their funding commitments. Those banks may not be able to ~~meet~~attract ~~their~~and ~~funding~~retain ~~commitments~~the ifskilled ~~they~~employees ~~experience~~that ~~shortages~~we ofneed ~~capital and liquidity, or due~~ to ~~changing~~support orour ~~increased regulations~~business.

Our ~~relationships~~success ~~with~~depends on our ability to attract and retain experienced management, sales, research and development, analytics, marketing and technical support personnel. If any of our key ~~long-term~~personnel ~~customers~~were unable or unwilling to continue in their present positions, it may be ~~materially~~difficult ~~diminished~~to orreplace ~~terminated~~them and our business could be seriously harmed. If we are unable to find qualified successors to fill key positions as needed, our business could be seriously harmed. The complexity of our services requires trained customer service and technical support personnel. We may not be able to hire and retain such qualified personnel at compensation levels consistent with our compensation structure. Some of our competitors may be able to offer more attractive terms of employment. In addition, we invest significant time and expense in training our employees, which increases their value to competitors who may seek to recruit them. If we fail to retain our employees, we could incur significant expense replacing employees and our ability to provide quality services could diminish, resulting in a material adverse effect on our business. See “Management” for additional information.

WeAffiliates ~~have long-standing relationships with a number~~ of our ~~customers,~~Sponsors ~~many~~own ofsubstantially ~~whom~~all ~~could~~of ~~unilaterally terminate their relationship with us or materially reduce~~ the ~~amount~~equity ofinterests ~~business~~in ~~they conduct with~~ us ~~at any time. Market competition, customer requirements, customer financial condition,~~ and ~~customer~~may ~~consolidation~~have ~~through~~conflicts ~~mergers~~of orinterest acquisitions also could adversely affect our ability to continue or expand these relationships. There is no guarantee that we will be able to retain or renew existing agreements, maintain relationships with ~~any of our customers on acceptable terms or at all or collect amounts owed to~~ us from insolvent customers. Our customer agreements relating to our core credit reporting service offered through our USIS segment are terminable upon advance written notice (ranging from 30 days to six months) by either us or the ~~customer,~~holders ~~which provides our customers with the opportunity to renegotiate their contracts with us or to award more business to our competitors. The loss~~ of ~~one or more of~~ our ~~major customers could adversely affect our business, financial condition and results of operations~~debt.

~~There~~As ~~may~~a beresult ~~further~~of ~~consolidation~~the 2012 Change in Control Transaction, investment funds affiliated with our ~~end~~Sponsors ~~customer~~control ~~markets~~our company interests and a majority of the seats on our board of directors. As a result, ~~which~~and ~~may~~pursuant ~~adversely~~to ~~affect~~the Major Stockholders' Agreement, affiliates of our ~~revenues~~Sponsors have control over our decisions to enter into any corporate transaction and have the ability to prevent any transaction that requires the approval of the board of directors regardless of whether our management or the holders of our debt, including the notes, believe that any such transaction is in their own best interests. For example, affiliates of our Sponsors could collectively cause us to make acquisitions that increase the amount of our indebtedness or to sell assets, or could cause us to issue additional capital stock or declare dividends. So long as investment funds affiliated with our Sponsors continue to own a significant amount of our equity interests or otherwise control a majority of our board of directors, the Sponsors will continue to be able to strongly

There has been, and we expect there will continue to be, merger, acquisition and consolidation activity in our customer markets. If our customers merge with, or are acquired by, other entities that are not our customers, or that use fewer of our services, our revenue may be adversely impacted. In addition, industry consolidation could affect the base of recurring transaction-based revenue if consolidated customers combine their operations under one contract, since most of our contracts provide for volume discounts. 25

30Table of Contents

~~Table~~influence ofor ~~Contents~~effectively control our decisions. In addition, we are permitted and expect to pay, from time to time, advisory and other fees, pay dividends and make other restricted payments to the Sponsors under certain circumstances and the Sponsors or their affiliates may have an interest in our doing so. In addition, the Sponsors have no obligation to provide us with any additional debt or equity financing.

ToThe ~~the~~Sponsors ~~extent~~are in the ~~availability~~business of ~~free~~making investments in companies and may from time to time acquire and hold interests in businesses that compete directly or ~~relatively~~indirectly ~~inexpensive~~with ~~consumer~~us ~~information~~or ~~increases~~that supply us with goods and services. The Sponsors may also pursue acquisition opportunities that may be complementary to our business and, ~~the demand~~as ~~for~~a ~~some~~result, those acquisition opportunities may not be available to us. Holders of our ~~services~~notes should consider that the interests of the Sponsors may ~~decrease.~~differ from their interests in material respects.

~~Public sources of free or relatively inexpensive consumer information have become increasingly available, particularly through the internet, and this trend is expected to continue~~ITEM 1B. ~~Governmental~~UNRESOLVED ~~agencies~~STAFF in particular have increased the amount of information to which they provide free public access. Public sources of free or relatively inexpensive consumer information may reduce demand for our services. To the extent that our customers choose not to obtain services from us and instead rely on information obtained at little or no cost from these public sources, our business, financial condition and results of operations may be adversely affected. COMMENTS

IfNot ~~we experience changes in tax laws or adverse outcomes resulting from examination of our income tax returns, it could adversely affect our results of operations~~applicable.

~~We are subject to federal, state and local income taxes in the United States and in foreign jurisdictions~~ITEM 2. Significant judgment is required in determining our worldwide provision for income taxes. Our future effective tax rates and the value of our deferred tax assets could be adversely affected by changes in tax laws. In addition, we are subject to the examination of our income tax returns by the Internal Revenue Service and other tax authorities. We regularly assess the likelihood of adverse outcomes resulting from such examinations to determine the adequacy of our provision for income taxes. Although we believe we have made appropriate provisions for taxes in the jurisdictions in which we operate, changes in the tax laws or challenges from tax authorities under existing tax laws could adversely affect our business, financial condition and results of operations. PROPERTIES

~~We may not be able to attract and retain the skilled employees that we need to support our business.~~ Properties

Our ~~success~~corporate ~~depends~~headquarters onand ~~our~~main ~~ability~~data tocenter ~~attract and~~are ~~retain~~located ~~experienced~~in ~~management~~Chicago, ~~sales~~Illinois, ~~research~~in ~~and~~an ~~development,~~office ~~analytics,~~building ~~marketing~~that ~~and~~we ~~technical support personnel~~own. IfWe ~~any~~also ofown ~~our~~a ~~key~~data ~~personnel~~center ~~were~~building ~~unable or unwilling to continue~~ in ~~their~~Hamilton, ~~present positions~~Ontario, ~~it may be difficult to replace them and our business could be seriously harmed~~Canada. OnAs of December 31, ~~2012~~2013, ~~Jim~~we ~~Peck,~~lease ~~our~~space ~~President~~in ~~and~~approximately ~~Chief~~75 ~~Executive~~other ~~Officer~~locations, ~~replaced~~including ~~our~~office ~~prior~~space ~~President~~ and ~~Chief~~additional ~~Executive~~data ~~Officer, Siddharth N~~centers. ~~(Bobby)~~These ~~Mehta,~~locations ~~who~~are ~~stepped~~geographically ~~down~~dispersed ~~from~~to ~~his~~meet ~~position for personal reasons. On September 10, 2012, David Neenan, the new Executive Vice President of~~ our ~~International~~sales Segment replaced our prior Executive Vice President of the International Segment, Andrew Knight, who stepped down from his position for personal reasons. The complexity of our services requires trained customer service and ~~technical~~operating ~~support personnel~~needs. We ~~may~~anticipate ~~not~~that besuitable ~~able~~additional toor ~~hire~~alternative ~~and~~space ~~retain~~will ~~such~~be ~~qualified~~available ~~personnel~~ at ~~compensation~~commercially ~~levels~~reasonably ~~consistent with our compensation structure. Some of our competitors may be able to offer more attractive~~ terms offor ~~employment.~~future ~~In addition, we invest significant time and expense in training our employees, which increases their value to competitors who may seek to recruit them~~expansion. If we fail to retain our employees, we could incur significant expense replacing employees and our ability to provide quality services could diminish, resulting in a material adverse effect on our business.

~~Affiliates of our Sponsors own substantially all of the equity interests in us and may have conflicts of interest with us or the holders of our debt~~ITEM 3. LEGAL PROCEEDINGS

As a result of the merger, investment funds affiliated with our Sponsors control our company interests, and the all of the seats on our board of directors. As a result, affiliates of our Sponsors have control over our decisions to enter into any corporate transaction and have the ability to prevent any transaction that requires the approval of the board of directors regardless of whether our management or the holders of our debt believe that any such transaction is in their own best interests. For example, affiliates of our Sponsors could collectively cause us to make acquisitions that increase the amount of our indebtedness or to sell assets, or could cause us to issue additional capital stock or declare dividends. So long as investment funds affiliated with our Sponsors continue to own a significant amount of our equity interests or otherwise control a majority of our board of directors, the Sponsors will continue to be able to strongly influence or effectively control our decisions. In addition, we are permitted and expect to pay, from time to time, advisory and other fees, dividends and other restricted payments to the Sponsors under certain circumstances and the Sponsors or their affiliates may have an interest in our doing so. In addition, the Sponsors have no obligation to provide us with any additional debt or equity financing. General

31We are involved in various legal proceedings resulting from our current or past business operations. Some of these proceedings seek business practice changes or large damage awards. These actions generally assert claims for violations of federal or state credit reporting, consumer protection or privacy laws, or common law claims related to privacy, libel, slander or the unfair treatment of consumers. We believe that most of these claims are either without merit or we have valid defenses to the claims, and we intend to vigorously defend these matters or seek non-monetary or small monetary settlements, if possible. However, due to the uncertainties inherent in litigation we cannot predict the outcome of each claim in each instance.

~~Table~~On a regular basis we accrue reserves for these claims based on our historical experience and our ability to reasonably estimate and ascertain the probability of ~~Contents~~any liability. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 18, “Contingencies,” for additional information about these reserves. However, for certain cases described below we are not able to reasonably estimate our exposure because damages have not been specified and (i) the proceedings are in early stages, (ii) there is uncertainty as to the likelihood of a class being certified or the ultimate size of the class, (iii) there is uncertainty as to the outcome of similar cases pending against our competitors, (iv) there are significant factual issues to be resolved, and/or (v) there are legal issues of a first impression being presented. However, for these cases we do not believe based on currently available information that the outcomes will have a material adverse effect on our financial condition, though the outcomes could be material to our operating results for any particular period.

~~The~~To ~~Sponsors~~reduce ~~are~~our inexposure ~~the~~to ~~business~~an ofunexpected ~~making~~significant ~~investments~~monetary inaward ~~companies~~resulting ~~and~~from ~~may~~an ~~from~~adverse ~~time~~judicial todecision ~~time~~we ~~acquire~~maintain insurance that we believe is appropriate and ~~hold~~ ~~interests~~adequate inbased ~~businesses~~on ~~that~~our ~~compete~~historical ~~directly~~experience. orWe ~~indirectly~~regularly ~~with~~advise usour orinsurance ~~that~~carriers ~~supply~~of usthe ~~with~~claims ~~goods~~(threatened ~~and~~or ~~services.~~pending) ~~The~~against ~~Sponsors~~us ~~may~~and ~~also~~generally ~~pursue~~receive ~~acquisition~~a ~~opportunities~~reservation ~~that~~of ~~may~~rights beletter ~~complementary~~from tothe ~~our~~carriers ~~business~~when ~~and,~~such asclaims aexceed ~~result,~~applicable ~~those~~deductibles. ~~acquisition opportunities~~We ~~may~~are not beaware ~~available~~of toany ~~us.~~significant ~~The~~monetary ~~holders~~claim ofthat ~~the~~has ~~notes~~been ~~should~~asserted ~~consider~~against us that ~~the~~would ~~interests~~not have some level of ~~the~~coverage ~~Sponsors~~by ~~may~~insurance ~~differ~~after ~~from~~the ~~their~~relevant ~~interests~~deductible, inif ~~material~~any, ~~respects.~~is met.

~~Changes~~Privacy inLitigation ~~credit ratings issued by statistical rating organizations could adversely affect our cost of financing and the ability to obtain additional financing.~~

~~Credit~~We ~~rating~~are ~~agencies rate~~ the ~~Company~~defendant ~~and~~in ~~our~~sixteen ~~debt~~purported onclass ~~factors~~actions that ~~include~~arose from activities of our ~~operating~~Performance ~~results,~~Data ~~actions~~Division that wewas ~~take,~~discontinued ~~their~~over ~~view~~12 ofyears ~~the~~ago. ~~general outlook~~Fifteen ~~for~~of ~~our~~these ~~industry~~purported ~~and~~class ~~their~~actions ~~view~~alleging violations of ~~the~~federal ~~general~~law ~~outlook~~were consolidated for ~~the~~pre-trial ~~economy.~~purposes ~~Actions~~in ~~taken by~~ the ~~rating~~United ~~agencies~~States ~~can~~District ~~include~~Court ~~maintaining,~~for ~~upgrading or downgrading~~ the ~~current~~Northern ~~rating~~District orof ~~placing~~Illinois us(Eastern onDivision) aand ~~watch~~are ~~list~~known ~~for~~as ~~possible~~In ~~future~~Re ~~downgrading~~TransUnion Corp. ~~Downgrading~~ ~~the~~Privacy ~~credit~~Litigation, ~~rating~~MDL ofDocket ~~the~~No. 1350. ~~Company~~We orrefer ~~our~~to ~~debt~~these ormatters ~~placing~~as usthe on“Privacy aLitigation.” ~~watch~~A ~~list~~companion ~~for~~class ~~possible~~action ~~future~~alleging ~~downgrading~~violation ~~could~~of ~~limit~~Louisiana ~~our~~state ~~ability~~law towas ~~refinance~~filed ~~maturing~~in ~~liabilities,~~2002 ~~access~~(Andrews ~~the~~v. ~~capital~~Trans ~~markets~~Union toLLC, ~~meet~~case ~~liquidity needs~~No. 02-18553, ~~increase~~Civil ~~our~~District, ~~cost~~ Parish of ~~financing~~Orleans, Louisiana), and ~~impact~~we ~~the~~refer ~~market~~to ~~price~~this ofmatter ~~any~~as ofthe ~~our~~“Louisiana ~~outstanding debt~~Action.”

~~Credit~~The ~~ratings~~Privacy ~~are not recommendations to purchase~~Litigation, ~~hold~~which orissues ~~sell~~have ~~any security.~~been ~~Additionally,~~actively ~~credit~~litigated ~~ratings~~by ~~may not reflect~~ the ~~potential~~Company ~~effect~~for ofclose ~~risks relating~~ to ~~the~~20 ~~structure~~years, orwas ~~marketing~~the ofresult ~~any security. Any future lowering~~ of our ~~ratings~~sale ~~likely~~of ~~would~~information, ~~make~~including itnames ~~more~~and ~~difficult~~addresses orof ~~more~~individuals, ~~expensive for us~~ to ~~obtain additional~~businesses ~~debt~~for ~~financing~~marketing purposes. IfThe ~~any~~FTC ~~credit~~challenged ~~rating initially assigned to us or~~ our ~~debt is subsequently lowered or withdrawn for any reason, holders of our debt may not be able to resell that debt at a favorable price or at all.~~

~~ITEM 1B. UNRESOLVED STAFF COMMENTS~~ 26

~~Not~~Table ~~applicable.~~of Contents

~~ITEM 2~~target marketing practice in 1992, which challenge resulted in a final decision rendered in 1999 holding that certain target marketing lists that we sold were consumer reports as defined in the FCRA, and were sold for purposes not permitted under the FCRA. ~~PROPERTIES~~Following that decision, the fifteen purported class actions were filed, alleging that each target marketing list was sold in willful violation of the FCRA and seeking statutory damages.

~~Properties~~A settlement of the Privacy Litigation and the Louisiana Action was approved on September 17, 2008 (the “Settlement”). The Louisiana Action was dismissed in connection with the Settlement. Pursuant to the terms of the Settlement, we paid $75.0 million into a fund for the benefit of class members on July 7, 2008, and approximately 100,000 individuals took advantage of our offer of free credit monitoring services. All class members released their procedural rights to pursue the claims alleged in these matters through the pending, or any new, class action. However, all class members (other than the named plaintiffs in the Privacy Litigation and the Louisiana Action) did retain their right to bring a separate, individual claim against us for the violations alleged in these matters provided these claims were asserted on or before September 16, 2010 (the “PSCs”). The Settlement provides that any money remaining in the fund after payment of notice costs, class counsel fees and administrative expenses will be used to satisfy any such PSCs, with remaining funds distributed on a pro-rata basis to class members who elected to receive a potential cash payment in the Settlement as part of the consideration to release their procedural rights.

~~Our~~Through ~~corporate~~court ~~headquarters and~~monitored ~~main~~mediation ~~data~~with ~~center~~counsel ~~are~~representing ~~located~~the inclass ~~Chicago,~~members ~~Illinois~~and the PSC claimants, inwe anentered ~~office~~into ~~building~~agreements ~~that~~to wesettle ~~own~~substantially all of these PSCs for payments from the Settlement fund to bring this matter to conclusion. WePayments ~~also~~from ~~own~~the aSettlement ~~data~~fund ~~center~~have ~~building~~been made in ~~Hamilton,~~accordance ~~Ontario,~~with ~~Canada.~~the Asterms of ~~June 30~~the agreements entered into with the settling PSCs. After numerous hearings on this matter, ~~2012~~the Court, weon ~~lease~~February ~~space~~22, in2013, ~~approximately~~issued 70a ~~other~~final ~~locations,~~order ~~including~~approving ~~office space~~the distributions from the Settlement fund that was created by the Company and ~~additional~~terminated ~~data~~the ~~centers~~proceedings. This ~~These~~final ~~locations~~order ~~are~~was ~~geographically~~agreed ~~dispersed~~ to ~~meet~~by ~~our~~all ~~sales~~class ~~and~~counsel ~~operating~~except ~~needs.~~one, Wewho ~~anticipate~~sought ~~that~~a ~~suitable~~review ~~additional~~of orthe ~~alternative~~final ~~space~~order ~~will~~and becertain ~~available~~interlocutory atorders ~~commercially~~in ~~reasonably~~the ~~terms~~United States Court of Appeals for ~~future expansion~~the Seventh Circuit. On January 23, 2014, the United States Court of Appeals affirmed the final order as well as orders approving the PSC settlements and our corresponding disbursements, effectively terminating this action.

~~ITEM 3.~~Bankruptcy ~~LEGAL~~Tradeline ~~PROCEEDINGS~~Litigation

~~General~~In a matter captioned White, et al v. Experian Information Solutions, Inc. (No. 05-cv-01070-DOC/MLG, filed in 2005 in the United States District Court for the Central District of California), plaintiffs sought class action status against Equifax, Experian and us in connection with the reporting of delinquent or charged-off consumer debt obligations on a consumer report after the consumer was discharged in a bankruptcy proceeding. The claims allege that each national consumer reporting company did not automatically update a consumer’s file after their discharge from bankruptcy and such non-action was a failure to employ reasonable procedures to assure maximum file accuracy, a requirement of the FCRA.

WeWithout ~~are~~admitting ~~involved~~any inwrongdoing, ~~various~~we ~~legal~~have ~~proceedings~~agreed ~~resulting~~to ~~from~~a ~~our~~settlement ~~current~~of ~~or past~~this ~~business operations~~matter. ~~Some~~On ofAugust 19, ~~these~~2008, ~~proceedings~~the ~~seek~~Court ~~business~~approved ~~practice~~an ~~changes~~agreement orwhereby ~~large~~we ~~damage~~and ~~awards.~~the ~~These~~other ~~actions~~industry ~~generally~~defendants ~~assert~~voluntarily ~~claims~~changed ~~for~~certain ~~violations~~operational ofpractices. ~~federal~~These orchanges ~~state~~require ~~credit~~us ~~reporting,~~to ~~consumer~~update ~~protection~~certain ordelinquent ~~privacy~~records ~~laws,~~when orwe ~~common law claims related to privacy~~learn, ~~libel,~~through ~~slander or~~ the ~~unfair~~collection ~~treatment~~ of ~~consumers.~~public Werecords, ~~believe~~ that ~~most~~the ofconsumer ~~these~~has ~~claims~~received ~~are~~an ~~either~~order ~~without~~of ~~merit~~discharge orin wea ~~have~~bankruptcy ~~valid~~proceeding. ~~defenses~~These tobusiness ~~the~~practice ~~claims,~~changes ~~and~~did wenot ~~intend~~have toa ~~vigorously~~material ~~defend~~adverse ~~these~~impact ~~matters~~on orour ~~seek non-monetary~~operations or ~~small~~those ~~monetary settlements, if possible. However, due to the uncertainties inherent in litigation we cannot predict the outcome~~ of ~~each~~our ~~claim in each instance~~customers.

OnIn a2009, ~~regular~~we ~~basis~~also weagreed, ~~accrue~~with ~~reserves~~the ~~for~~other ~~these~~two defendants, to settle the monetary claims ~~based~~associated onwith ~~our~~this ~~historical~~matter ~~experience~~for $17.0 million each ($51.0 million in total), which amount will be distributed from a settlement fund to pay the class counsel’s attorney fees, all administration and ~~our~~notice ~~ability~~costs of the fund to ~~reasonably~~the ~~estimate~~purported class, and ~~ascertain~~a variable damage amount to consumers within the ~~probability~~class based on the level of ~~any~~harm ~~liability~~the consumer is able to confirm. ~~See~~Our ~~Part~~share ~~II,~~of ~~Item~~this settlement was fully covered by insurance. Final approval of this monetary settlement by the Court occurred in July ~~8, “Combined~~2011. ~~Notes~~Certain toobjecting ~~Consolidated~~plaintiffs ~~Financial~~appealed ~~Statements,”~~the ~~Note~~Court’s 21final approval of the monetary settlement and, ~~“Contingencies~~in April 2013,” the United States Court of Appeals for ~~additional~~the ~~information~~Ninth ~~about~~Circuit ~~these~~reversed ~~reserves~~the final approval order and remanded the matter to the District Court. ~~However~~The rationale provided by the United States Court of Appeals was not that the proposed settlement was unfair or defective, ~~for~~but ~~certain~~that ~~cases~~named ~~described~~class ~~below~~counsel weand ~~are~~certain named plaintiffs did not ~~able~~adequately torepresent ~~reasonably~~the ~~estimate~~interests ~~our~~of ~~exposure~~ the class because of certain identified conflicts. Objecting counsel to the settlement has sought to become new class counsel and the District Court has denied this request. Objecting counsel is currently seeking an interlocutory appeal of this ruling to the United States Court of Appeals for the Ninth Circuit.

32If the monetary settlement is not ultimately upheld, we expect to vigorously litigate this matter and to assert what we believe are valid defenses to the claims made by the plaintiffs. Regardless of what occurs next, we believe we have not violated any law, have valid defenses and are willing to aggressively litigate this matter. We do not believe any final resolution of this matter will have a material adverse effect on our financial condition.

~~Table~~Virginia ofPublic ~~Contents~~Records

~~damages~~This ~~have~~purported ~~not~~class ~~been~~action ~~specified~~(Donna ~~and~~K. ~~(i) the~~Soutter ~~proceedings~~v. ~~are~~Trans inUnion ~~early~~LLC ~~stages~~No. 3:10-cv-00514-HEH, ~~(ii) there~~United isStates ~~uncertainty~~District asCourt tofor the ~~likelihood~~Eastern ofDistrict ~~a class being certified or the ultimate size~~ of ~~the class, (iii~~Virginia) ~~there~~ iswas ~~uncertainty~~filed asin to2010 ~~the outcome of similar cases pending against our competitors, (iv) there are significant factual issues to be resolved,~~ and~~/or~~ ~~(v) there~~alleges ~~are~~that ~~legal issues of a first impression being presented. However, for these cases~~ we dofail ~~not~~to ~~believe~~maintain ~~based~~reasonable onprocedures ~~currently available information that the outcomes will have a material adverse effect on our financial condition, though the outcomes could be material~~ to ~~our~~assure ~~operating~~maximum ~~results for any particular period.~~

To reduce our exposure to an unexpected significant monetary award resulting from an adverse judicial decision we maintain insurance that we believe is appropriate and adequate based on our historical experience. We regularly advise our insurance carriers of the claims (threatened or pending) against us and generally receive a reservation of rights letter from the carriers when such claims exceed applicable deductibles. Other than the Privacy Litigation described below, we are not aware of any significant monetary claim that has been asserted against us that would not be covered by insurance after the relevant deductible, if any, is met. 27

~~Privacy~~Table ~~Litigation~~of Contents

Wepossible ~~are~~file accuracy with respect to the ~~defendant~~collection inand ~~sixteen~~reporting ~~purported~~of ~~class~~the ~~actions~~satisfaction, ~~that~~release, ~~arose~~dismissal ~~from~~or ~~activities~~appeal of ~~our~~judgments ~~Performance~~entered ~~Data~~in ~~Division~~the ~~that~~Virginia ~~was~~state ~~discontinued~~court ~~over~~system. 12Similar ~~years~~cases ~~ago~~are pending against our competitors. ~~Fifteen~~We, oflike ~~these~~our ~~purported~~competitors, ~~class~~contract ~~actions alleging~~with ~~violations~~a ofthird-party ~~federal~~vendor ~~law~~to ~~were~~collect ~~consolidated~~public ~~for~~records ~~pre-trial~~on ~~purposes~~a intimely basis. The plaintiff alleges that the ~~United~~diligence ~~States~~used ~~District~~to ~~Court~~gather ~~for~~and ~~the~~report ~~Northern~~satisfactions, ~~District~~releases, ofdismissals ~~Illinois~~or ~~(Eastern~~appeals ~~Division)~~is inadequate and ~~are~~that ~~known~~the asestablished Inintervals Rebetween ~~TransUnion~~trips ~~Corp.~~to ~~Privacy~~the ~~Litigation,~~various ~~MDL~~Virginia ~~Docket No. 1350.~~state Wecourthouses ~~refer~~ to ~~these~~gather ~~matters~~this asinformation ~~the~~is ~~“Privacy~~too ~~Litigation~~infrequent.” AIn ~~companion~~January ~~class~~2014, ~~action~~we ~~alleging~~agreed ~~violation~~to settle this matter for a cash payment and six months of ~~Louisiana~~our ~~state~~Internet-based ~~law~~single ~~was~~bureau ~~filed~~credit inmonitoring ~~2002~~service ~~(Andrews~~for vno charge. ~~Trans~~The ~~Union~~proposed ~~LLC,~~settlement ~~case~~has ~~No. 02-18553,~~been ~~Civil~~preliminarily ~~District,~~approved ~~Parish of~~by ~~Orleans,~~the ~~Louisiana),~~Court and a final fairness hearing is expected to be held in mid-March 2014. If the settlement does not receive final approval, we ~~refer~~intend to vigorously defend this matter as ~~the~~we ~~“Louisiana~~believe ~~Action~~we have acted in a lawful manner.”

~~The~~OFAC ~~Privacy~~Alert ~~Litigation,~~Service which began in 2000, was the result of our sale of information, including names and addresses of individuals, to businesses for marketing purposes. The FTC challenged our target marketing practice in 1992, which challenge resulted in a final decision rendered in 1999 holding that certain target marketing lists that we sold were consumer reports as defined in the FCRA, and were sold for purposes not permitted under the FCRA. Following that decision, the fifteen purported class actions were filed, alleging that each target marketing list was sold in willful violation of the FCRA and seeking statutory damages.

AAs ~~settlement~~a result of ~~the~~a ~~Privacy~~decision ~~Litigation~~by ~~and~~ the ~~Louisiana~~ ~~Action~~United ~~was~~States ~~approved~~Third onCircuit ~~September 17,~~Court ~~2008 (the “Settlement”). Pursuant to the terms~~ of ~~the~~Appeals ~~Settlement~~in we2010 ~~paid~~(Cortez ~~$75~~v.0 ~~million~~Trans ~~into~~Union aLLC), ~~fund~~we ~~for~~modified ~~the~~one ~~benefit~~ of ~~class~~our ~~members~~ add-on ~~July 7,~~services ~~2008, and~~ we ~~provided~~offer ~~approximately 100,000~~to ~~individuals~~our ~~with~~business ~~free~~customers ~~credit~~that ~~monitoring~~was ~~services.~~designed ~~All class members released their procedural rights~~ to ~~pursue~~alert ~~the~~our ~~claims~~customer ~~alleged~~that ~~in these matters through~~ the ~~pending~~consumer, orwho ~~any~~was ~~new,~~seeking ~~class~~to ~~action.~~establish ~~However,~~a ~~all~~business ~~class~~relationship ~~members~~with ~~(other than~~ the ~~named~~ ~~plaintiffs~~customer, inmay ~~the~~potentially ~~Privacy~~be ~~Litigation~~on ~~and~~ the ~~Louisiana~~Office ~~Action)~~of ~~did~~Foreign ~~retain~~Assets ~~their right to bring a separate~~Control, ~~individual~~Specifically ~~claim~~Designated ~~against~~National usand ~~for~~Blocked ~~the~~Persons ~~violations~~alert ~~alleged~~list ~~in these matters provided these claims were asserted on or before September 16, 2010~~ (the “~~PSCs~~OFAC Alert”). The ~~Settlement~~OFAC ~~provides~~Alert ~~that~~service ~~any~~is ~~money~~meant ~~remaining~~to inassist ~~the~~our ~~fund~~customers ~~after~~with ~~payment~~their ofcompliance ~~notice~~obligations ~~costs,~~in ~~class~~connection ~~counsel fees and administrative expenses will be used to satisfy any such PSCs,~~ with ~~remaining~~the ~~funds distributed~~Uniting onand aStrengthening ~~pro-rata~~America ~~basis~~by toProviding ~~class~~Appropriate ~~members~~Tools ~~who~~Required ~~elected~~ to ~~receive~~Intercept aand ~~potential~~Obstruct ~~cash~~Terrorism ~~payment~~(USA inPATRIOT) ~~the~~Act ~~Settlement as part~~ of ~~the consideration to release their procedural rights~~2001.

WeIn ~~have~~Ramirez ~~been~~v. ~~advised~~Trans Union LLC, (No. 3:12-cv-00632-JSC, United States District Court for the Northern District of California) that ~~there~~was ~~are~~filed ~~approximately~~in ~~100~~2012,~~000~~ ~~PSCs~~the ~~seeking~~plaintiff ~~payment~~has ~~from~~alleged that: the ~~Settlement~~OFAC ~~fund.~~Alert ~~Through~~service ~~court~~does ~~monitored~~not ~~mediation~~comply with ~~counsel~~the ~~representing~~Cortez ~~the~~ruling; ~~class~~we ~~members~~have willfully violated the FCRA and the ~~PSCs claimants,~~corresponding weCalifornia ~~have~~state-FCRA ~~entered~~based ~~into~~on ~~agreements~~the Cortez ruling by continuing to ~~settle~~offer ~~substantially~~the ~~all~~OFAC ofAlert ~~these~~service, ~~PSCs~~and; ~~for~~there ~~payments~~are ~~from~~one ~~the~~or ~~Settlement~~more ~~fund~~classes of individuals who should be entitled to ~~bring~~statutory ~~this~~damages ~~matter~~(i.e., $100 to ~~conclusion~~$5,000 per person) based on the allegedly willful violations. ~~Payments~~In ~~from~~addition to the ~~Settlement~~Ramirez ~~fund~~action, the same lawyers representing Ramirez (who also represented the plaintiff in Cortez) have ~~been~~filed ~~made~~two additional alleged class actions in ~~accordance~~2012 ~~with~~(Miller v. Trans Union, LLC, No. 12-1715-WJN, United States District Court for the ~~terms~~Middle District of ~~the agreements~~Pennsylvania; ~~entered~~and ~~into~~Larson ~~with~~v. ~~the~~Trans ~~settling~~Union, ~~PSCs~~LLC, No. 12-5726-JSC, ~~The~~United States District Court ~~has~~for ~~rejected~~the ~~all~~Northern ~~objections~~District ~~made~~of byCalifornia) ~~class~~and ~~counsel~~one toin ~~the~~2014 ~~settlements~~(Amit ~~entered~~Patel, ~~into~~et al. v. TransUnion LLC, TransUnion Rental Screening Solutions, Inc. and ~~payments~~TransUnion ~~made~~Background toData Solutions, No. 14-cv-0522-LB, United States District Court for the ~~PSCs~~Northern District of California) claiming that our process for disclosing OFAC information to consumers, ~~and~~or ~~confirmed~~how ~~and~~we ~~approved~~match ~~these~~OFAC ~~actions~~information asto ~~being~~a inconsumer's ~~accordance~~name ~~with~~or other identifying information, violates the ~~Settlement.~~ WeFCRA ~~expect~~and, toin ~~ask~~some instances, the ~~Court~~corresponding toCalifornia ~~issue~~state-FCRA. aClass ~~final~~action ~~distribution~~certification ~~order~~proceedings are progressing with respect to the ~~Settlement~~Ramirez, ~~fund~~Miller inand ~~2013~~Larson actions. With Werespect ~~believe~~to the ~~amount~~Patel ~~remaining~~action, in addition to the ~~Settlement~~OFAC ~~fund,~~issue ~~after~~it ~~such~~seeks ~~final~~to ~~distribution~~collapse ~~order,~~all ~~will~~TransUnion beFCRA ~~sufficient~~regulated toentities ~~meet~~into ~~all demands~~a ~~asserted~~single byentity. This ~~any~~matter ~~non-settling~~is ~~PSCs~~at a very early stage in its proceedings.

33We intend to vigorously defend these matters as we believe we have acted in a lawful manner.

~~Table~~AG ofInvestigation ~~Contents~~

~~Bankruptcy~~In ~~Tradeline~~2012 ~~Litigation~~the Columbus Dispatch, a daily newspaper in Columbus, Ohio, published a series of four articles allegedly exposing improper or questionable practices by the three nationwide consumer reporting agencies (TransUnion, Equifax and Experian). As a result of these articles, the Attorney General of the State of Ohio commenced a multi-state attorney general investigation into certain practices of the nationwide consumer reporting agencies. In addition, the Attorneys General for the State of New York and the State of Mississippi have commenced separate investigations into the same matters being reviewed by the multi-state attorney general investigation. We are currently responding to documentary requests in connection with this investigation. We do not believe we have violated any law and intend to vigorously defend any claim that may result from these investigations.

InGuatemala aAmparo matter captioned White, et al v. Experian Information Solutions, Inc. (No. 05-cv-01070-DOC/MLG, filed in 2005 in the United States District Court for the Central District of California), plaintiffs sought class action status against Equifax, Experian and us in connection with the reporting of delinquent or charged-off consumer debt obligations on a consumer report after the consumer was discharged in a bankruptcy proceeding. The claims allege that each national consumer reporting company did not automatically update a consumer’s file after their discharge from bankruptcy and such non-action was a failure to employ reasonable procedures to assure maximum file accuracy, a requirement of the FCRA.

~~Without~~A ~~admitting~~constitutional ~~any~~action ~~wrongdoing~~(Amparo 01161-2013-00084-OF. 3o. Juzgado Decimo Primero de Primera Instancia del Ramo Civil del Departamento de Guatemala, weConstituido ~~have~~en ~~agreed~~Tribunal tode aAmparo) ~~settlement~~was offiled ~~this~~in ~~matter.~~Guatemala Onon ~~August~~February 191, ~~2008~~2013, ~~the Court~~against ~~approved~~Trans anUnion ~~agreement~~Guatemala, ~~whereby~~S.A. we and ~~the~~five other ~~industry~~unrelated ~~defendants~~consumer ~~voluntarily~~data ~~changed~~information ~~certain~~companies ~~operational~~by ~~practices.~~a ~~These~~Guatemalan ~~changes~~government ~~require~~official us(in tohis ~~update~~official ~~certain~~capacity) ~~delinquent~~alleging ~~records~~that ~~when~~TransUnion weand ~~learn,~~the ~~through~~other entities are violating the ~~collection~~fundamental rights of ~~public records~~privacy, ~~that the~~freedom ~~consumer~~of ~~has~~action, ~~received~~and anright ~~order~~to work of ~~discharge~~Guatemalan incitizens abecause ~~bankruptcy~~they ~~proceeding.~~may ~~These~~collect ~~business~~and ~~practice~~use ~~changes~~personal ~~did~~information ~~not~~without ~~have~~obtaining athe ~~material~~consent ~~adverse~~of ~~impact~~the onindividual ~~our~~to ~~operations~~which orthat ~~those~~information pertains. The amparo seeks a judicial determination which would require each of ~~our~~these ~~customers~~companies to immediately cease its operations.

InTransUnion ~~2009,~~believes wethat ~~also~~it ~~agreed,~~is ~~with~~operating ~~the~~in ~~other~~full ~~two~~compliance ~~defendants, to settle the monetary claims associated~~ with ~~this matter for $17.0 million each ($51.0 million in total), which amount will be distributed from a settlement fund to pay the class counsel’s attorney fees,~~ all ~~administration~~laws ~~and notice costs~~ of ~~the~~Guatemala ~~fund to the purported class,~~ and aintends ~~variable damage amount~~ to consumers within the class based on the level of harm the consumer is able to confirm. Our share of this settlement was fully covered by insurance. Final approval of this monetary settlement by the Court occurred on July 15, 2011. Certain objectors to this monetary settlement have appealed the decision of the Court. This appeal is scheduled to be heard by the federal appellate court in March 2013. If the monetary settlement is not upheld we expect to vigorously ~~litigate~~defend this matter ~~and to assert what we believe are valid defenses to the claims made by the plaintiffs~~. Although we believe we have valid defenses and have not violated any law, and although we have additional insurance coverage available with respect to this matter, the ultimate outcome of this matter is not certain. However, we do not believe any final resolution of this matter will have a material adverse effect on our financial condition.

~~Virginia~~Investec ~~Public~~Claim ~~Records~~

~~This~~A ~~purported~~discontinued ~~class~~operation ~~action (Donna K. Soutter v. Trans Union LLC No. 3:10-cv-00514-HEH, United States District Court for the Eastern District~~ of ~~Virginia) was filed in 2010 and alleges that we fail to maintain reasonable procedures to assure maximum possible file accuracy with respect to~~ the ~~collection~~Company, and ~~reporting~~a ofCompany ~~the~~subsidiary ~~satisfaction, release, dismissal or appeal of judgments entered~~ in ~~the~~South ~~Virginia state court system. Similar cases have been filed against Equifax and Experian. We~~Africa, ~~like~~are ~~our~~the ~~competitors,~~subject ~~contract~~of ~~with~~claims abrought ~~third-party~~by ~~vendor~~Investec toBank ~~collect~~Limited ~~public~~as ~~records on~~ a ~~timely~~result ~~basis.~~of ~~The plaintiff alleges that~~ the ~~diligence~~relationship ~~used~~these toentities ~~gather~~supposedly ~~and~~had ~~report~~with ~~satisfactions,~~Investec ~~releases, dismissals or appeals is inadequate~~ and ~~that~~its ~~the~~affiliates ~~established intervals between trips to the various state courthouses to gather this information is too infrequent. We intend to vigorously defend this matter as we believe we have acted~~ in aconnection ~~lawful~~with ~~manner.~~certain

~~OFAC Alert Service~~ 28

AsTable ~~a result~~ of a decision by the United States Third Circuit Court of Appeals in 2010 (Cortez v. Trans Union LLC), we modified one of our add-on services we offer to our customers that was designed to alert our customer that the consumer, who was seeking to establish a business relationship with the customer, may potentially be on the Office of Foreign Assets Control, Specifically Designated National and Blocked Persons alert list (the “OFAC Alert”). The OFAC Alert service is meant to assist our customers with their compliance obligations in connection with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT) Act of 2001. Contents

Innon-prime ~~Ramirez~~auto v.loans ~~Trans~~made ~~Union~~by ~~LLC~~Investec in 2006, 2007 and 2008 (~~No.~~Investec ~~3:12~~Bank Limited, TransUnion Decision Support Services (Pty) Limited and TransUnion ITC Receivables & Management (Pty) Limited -~~cv-00632-JSC~~ Johannesburg South Africa). Investec claims that it relied on certain services provided by the Company’s subsidiary in connection with the underwriting of the auto loans and these services were negligently performed. As a result Investec is seeking approximately $10 million as damages for the losses it allegedly suffered that were caused by this relationship. An arbitration proceeding to ascertain whether the Company’s subsidiary has any liability with respect to this claim was held during the first quarter of 2013. On November 11, ~~United States~~2013, ~~District~~the ~~Court~~arbitrator ruled in favor of Investec, holding that the Company's subsidiary had an implied contract with Investec, and that subsidiary is liable to Investec for some portion of their losses. The Company initiated plans to appeal the ~~Northern~~arbitrator’s ~~District~~ruling as under South African law a contract of ~~California)~~the type that was ~~filed~~being alleged to exist by Investec must, in ~~2012~~the view of the Company, be in writing. In February 2014, the ~~plaintiff~~parties ~~has~~agreed ~~alleged~~to settle this matter on terms that:, ~~the~~after ~~OFAC~~consideration ~~Alert~~of ~~service~~applicable ~~does~~reserves, did not ~~comply~~have ~~with~~a material effect on the Company’s consolidated financial condition or results of operations.

34ITEM 4. MINE SAFETY DISCLOSURES

~~Table~~Not ~~of Contents~~Applicable.

the Cortez ruling; we have willfully violated the FCRA and the corresponding California state-FCRA based on the Cortez ruling by continuing to offer the OFAC Alert service, and; there are one or more classes of individuals who should be entitled to statutory damages (i.e., $100 to $5,000 per person) based on the allegedly willful violations. In addition to the Ramirez action, the same lawyers representing Ramirez (who also represented the plaintiff in Cortez) have filed two additional alleged class actions in 2012 (Miller v. Trans Union, LLC, No. 12-1715-WJN, United States District Court for the Middle District of Pennsylvania; and Larson v. Trans Union, LLC, No. 12-5726-JSC, United States District Court for the Northern District of California) claiming that how OFAC information is disclosed to consumers violates the FCRA and the corresponding California state-FCRA. 29

WeTable ~~intend~~of ~~to vigorously defend these matters as we believe we have acted in a lawful manner.~~ Contents

~~AG Investigation~~ PART II

InITEM 5. ~~2012~~MARKET ~~the Columbus~~FOR ~~Dispatch,~~THE aREGISTRANT’S ~~daily~~COMMON ~~newspaper in Columbus~~EQUITY, ~~Ohio,~~RELATED ~~published~~STOCKHOLDER aMATTERS ~~series~~AND ofISSUER ~~four~~PURCHASES ~~articles~~OF ~~allegedly~~EQUITY exposing improper or questionable practices by the three nationwide consumer reporting agencies (TransUnion, Equifax and Experian). As a result of these articles, the Attorney General of the State of Ohio commenced a multi-state attorney general investigation into certain practices of the nationwide consumer reporting agencies. We are currently responding to documentary requests in connection with this investigation. We do not believe we have violated any law and intend to vigorously defend any claim that may result from this investigation. SECURITIES

~~Guatemala~~Market ~~Amparo~~ Information

ATransUnion ~~constitutional~~Holding ~~action (Amparo 01161-2013-00084-OF. 3o. Juzgado Decimo Primero de Primera Instancia del Ramo Civil del Departamento de Guatemala~~Company, ~~Constituido en Tribunal de Amparo) was filed in Guatemala on February 1, 2013, against Trans Union Guatemala, S~~Inc.A. and ~~five other unrelated consumer data information companies by a Guatemalan government official (in his official capacity) alleging that~~ TransUnion ~~and~~Corp. ~~the~~common ~~other~~stock ~~entities~~is ~~are~~privately ~~violating the fundamental rights of privacy~~held, ~~freedom of action,~~ and ~~right~~there tois ~~work~~no ofestablished ~~Guatemalan~~public ~~citizens because~~trading ~~they~~market ~~may~~for ~~collect~~our ~~and~~common ~~use personal information without obtaining the consent of the individual to which that information pertains~~stock. ~~The amparo seeks a judicial determination which would require each of these companies to immediately cease its operations.~~

~~TransUnion~~Holders ~~believes that it is operating in full compliance with all laws~~ of ~~Guatemala and intends to vigorously defend this matter.~~ Record

~~Investec~~As ~~Claim~~of January 31, 2014, 110,248,241 shares of TransUnion Holding common stock were issued and outstanding and were owned by 21 stockholders of record. In addition, as of December 31, 2013, there were outstanding options to purchase 7,106,389 shares of TransUnion Holding common stock. As of January 31, 2014, 100 shares of TransUnion Corp common stock were issued and outstanding. All shares of TransUnion Corp common stock are owned by TransUnion Holding.

A discontinued operation of the Company, and a Company subsidiary in South Africa, are the subject of claims brought by Investec Bank Limited as a result of the relationship these entities supposedly had with Investec and its affiliates in connection with certain non-prime auto loans made by Investec in 2006, 2007 and 2008 (Investec Bank Limited, TransUnion Decision Support Services (Pty) Limited and TransUnion ITC Receivables & Management (Pty) Limited – Johannesburg South Africa). Investec claims that it relied on certain services provided by the Company’s subsidiary in connection with the underwriting of the auto loans and these services were negligently performed. As a result Investec is seeking approximately $10 million as damages for the losses it allegedly suffered that was caused by this relationship. Dividends

~~The~~On ~~Company~~November 1, ~~does~~2012, ~~not~~TransUnion ~~believe~~Holding itmade ~~has~~a ~~done~~distribution ~~anything~~of ~~wrong~~$373.8 ~~with~~million ~~respect~~to its shareholders. We currently intend to ~~these~~retain ~~transactions~~our orfuture earnings, if any, to finance the ~~relationship~~further development and ~~has~~expansion ~~fully~~of ~~complied~~our ~~with~~business ~~its obligations~~and ~~under~~to ~~all~~service ~~written~~our ~~agreements~~debt ~~between~~and do not intend to pay cash dividends in the ~~parties~~foreseeable future. ~~The~~Any ~~parties~~future ~~have~~determination ~~agreed~~ to ~~arbitrate~~pay dividends will be at the ~~dispute~~discretion ~~which~~of our board of directors and will ~~occur~~depend on our financial condition, capital requirements, restrictions contained in ~~early~~current ~~2013~~or future financing instruments and other factors that our board of directors deem relevant. Additionally the ability of TransUnion Holding to pay dividends is limited by restrictions on the ability of our operating subsidiaries to make distributions, including restrictions under the terms of the agreements governing our debt. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 12, “Debt,” of our consolidated audited financial statements appearing elsewhere in this report for further information.

~~ITEM 4.~~Securities ~~MINE~~Authorized ~~SAFETY~~for ~~DISCLOSURES~~Issuance Under Equity Compensation Plans

~~Not~~See ~~Applicable.~~Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 14, “Stock-Based Compensation,” of our consolidated audited financial statement for information about securities authorized for issuance under our equity compensation plans.

35Recent Sales of Unregistered Securities

~~Table~~During the three months ended December 31, 2013, TransUnion Holding sold a total of ~~Contents~~39,525 shares of its common stock at $11.42 per share to certain current and former employees exercising stock options and granted options to purchase 437,930 shares of its common stock at an exercise price of $11.42 per share to certain employees under the Company's 2012 Management Equity Plan. During the three months ended December 31, 2013, TransUnion Holding also sold a total of 350,264 shares of its common stock at $11.42 per share to certain individuals in connection with the acquisition of TLO. The sales of shares were made in reliance on the exemption from registration in Section 4(a)(2) of the Securities Act as transactions by an issuer not involving a public offering. The grants of options were made in reliance on the exemption from registration in Rule 701 under the Securities Act.

~~PART II~~There were no underwriters employed in connection with any of the transactions set forth above.

~~ITEM 5.~~Issuer ~~MARKET~~Purchases ~~FOR~~of ~~THE~~Equity ~~REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES~~ Securities

Market Information



Period	(a) Total Number of Shares Purchased⁽¹⁾	(b) Average Price Paid Per Share		(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	(d) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
October 1 to October 31	33,410	$	11.42	—	$	—
November 1 to November 30	—	11.42		—	$	—
December 1 to December 31	—	11.42		—	$	—
Total	33,410	11.42		—	$	—

~~TransUnion Holding Company, Inc. and TransUnion Corp. common stock is privately held, and there is no established public trading market for our common stock.~~ 30

~~Holders~~Table of ~~Record~~ Contents

As(1) ~~of January 31,~~Represents ~~2013, 109,807,128~~ shares of TransUnion Holding’s common stock ~~were~~that ~~issued and outstanding and~~ were ~~owned~~repurchased byfrom 13employees ~~stockholders~~exercising ofstock ~~record. In addition, as of December 31, 2012, there were outstanding~~ options toor ~~purchase~~from ~~6,532,809 shares~~ex-employees ofwho ~~TransUnion~~sold ~~Holding common stock. As of January 31, 2013, 100~~ shares ofback ~~TransUnion~~to ~~Corp.~~the ~~common~~Company ~~stock~~upon ~~were issued and outstanding~~termination. ~~All shares of TransUnion Corp. common stock are owned by TransUnion Holding.~~

~~Dividends~~ITEM 6. SELECTED FINANCIAL DATA

OnThe ~~November 1,~~following ~~2012, TransUnion~~table ~~Holding~~sets ~~made~~forth ~~a distribution of $373.8 million to its shareholders We currently intend to retain~~ our ~~future~~selected ~~earnings,~~historical ifconsolidated ~~any,~~financial todata ~~finance~~for the ~~further~~periods ~~development~~ended and ~~expansion~~as of ~~our business and to service our debt and do not intend to pay cash dividends in~~ the ~~foreseeable~~dates ~~future.~~indicated Any future determination to pay dividends will be at the discretion of our board of directors and will depend on our financial condition, capital requirements, restrictions contained in current or future financing instruments and other factors that our board of directors deem relevantbelow. Additionally the ability of TransUnion Holding to pay dividends is limited by restrictions on the ability of our operating subsidiaries to make distributions, including restrictions under the terms of the agreements governing our debt. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 13, “Debt,” of our consolidated audited financial statements appearing elsewhere in this report for further information.

~~Securities~~We ~~Authorized~~have derived the selected historical consolidated data as of December 31, 2013 and 2012, and for ~~Issuance~~each ~~Under~~of ~~Equity~~the ~~Compensation~~periods ~~Plans~~ in the three-year period ended December 31, 2013, from our audited consolidated financial statements appearing elsewhere in this report. We have derived the selected historical consolidated balance sheet data as of December 31, 2011, 2010 and 2009, from our audited consolidated financial statements as of such dates, which are not included in this report. We have derived the selected historical consolidated income statement data for each of the years ended December 31, 2009 and 2008, from our audited consolidated financial statements for such periods, which are not included in this report. Our historical results are not necessarily indicative of the results expected for any future period.

~~See~~You should read the following financial data together with Part I, Item 1A, “Risk Factors,” Part II, Item 87, “~~Combined~~Management’s ~~Notes~~Discussion toand ~~Consolidated~~Analysis of Financial ~~Statements,”~~Condition ~~Note~~and ~~15,~~Results ~~“Stock-Based~~of ~~Compensation~~Operations,” of our audited consolidated financial statements and related combined notes appearing elsewhere in this report, and our audited consolidated financial ~~statement~~statements ~~for~~and ~~information~~related ~~about~~notes ~~securities~~included ~~authorized~~in our annual report on Form 10-K for ~~issuance~~the ~~under~~year ~~our~~ended ~~equity~~December ~~compensation~~31, ~~plans.~~2012 and 2011 previously filed with the SEC.

Recent Sales of Unregistered Securities



	TransUnion Holding						TransUnion Corp Successor						TransUnion Corp Predecessor
	Twelve Months Ended December 31 2013			From Inception Through December 31, 2012			Twelve Months Ended December 31, 2013			Eight Months Ended December 31, 2012			Four Months Ended April, 30, 2012			Twelve Months Ended December 31,
(in millions)	Twelve Months Ended December 31 2013			From Inception Through December 31, 2012			Twelve Months Ended December 31, 2013			Eight Months Ended December 31, 2012			Four Months Ended April, 30, 2012			2011			2010			2009
Income Statement Data:
Revenue	$	1,183.2		$	767.0		$	1,183.2		$	767.0		$	373.0		$	1,024.0		$	956.5		$	924.8
Operating expense:
Cost of services	472.4			298.2			472.4			298.2			172.0			421.5			395.8			404.2
Selling, general and administrative	354.8			212.6			353.5			211.7			172.0			264.5			263.0			234.6
Depreciation and amortization	186.8			115.0			186.8			115.0			29.2			85.3			81.6			81.6
Total operating expense⁽¹⁾	1,014.0			625.8			1,012.7			624.9			373.2			771.3			740.4			720.4
Operating income (loss)	169.2			141.2			170.5			142.1			(0.2		)	252.7			216.1			204.4
Non-operating income and expense⁽²⁾	(195.1		)	(138.5		)	(98.6		)	(69.9		)	(63.7		)	(185.6		)	(133.1		)	1.3
Income (loss) from continuing operations before income taxes	(25.9		)	2.7			71.9			72.2			(63.9		)	67.1			83.0			205.7
(Provision) benefit for income taxes	(2.3		)	(6.6		)	(21.8		)	(24.3		)	11.5			(17.8		)	(46.3		)	(73.4		)
Income (loss) from continuing operations	(28.2		)	(3.9		)	50.1			47.9			(52.4		)	49.3			36.7			132.3
Discontinued operations, net of tax	—			—			—			—			—			(0.5		)	8.2			1.2
Net income (loss)	(28.2		)	(3.9		)	50.1			47.9			(52.4		)	48.8			44.9			133.5
Less: net income attributable to noncontrolling interests	(6.9		)	(4.9		)	(6.9		)	(4.9		)	(2.5		)	(8.0		)	(8.3		)	(8.1		)
Net income (loss) attributable to the Company	$	(35.1	)	$	(8.8	)	$	43.2		$	43.0		$	(54.9	)	$	40.8		$	36.6		$	125.4

~~During the three months ended December~~ 31, 2012, TransUnion Holding sold a total of 424,800 shares of its common stock to certain executive officers of the Company at a price of $6.65 per share. TransUnion Holding also granted options to purchase 1,727,245 shares of its common stock to certain employees at an exercise price of $6.65 per share under the Company’s 2012 Management Equity Plan. The sale of shares and grants of the options were deemed to be exempt from registration under the Securities Act in reliance on Section 4(2) of the Securities Act, as transactions by an issuer not involving a public offering, and the issuance of the shares of common stock upon exercise of options are exempt from registration in reliance on Rule 701 of the Securities Act.

~~There~~Table ~~were no underwriters employed in connection with any~~ of ~~the transactions set forth above.~~ Contents

Issuer Purchases of Equity Securities



	TransUnion Holding				TransUnion Corp Successor				TransUnion Corp Predecessor
	December 31, 2013		December 31, 2012		December 31, 2013		December 31, 2012		December 31, 2011			December 31, 2010			December 31, 2009
Balance sheet data:
Total assets⁽³⁾	$	4,492.3	$	4,378.8	$	4,471.8	$	4,320.7	$	1,005.8		$	954.2		$	1,010.0
Total debt⁽³⁾	$	2,866.9	$	2,680.9	$	1,868.6	$	1,682.9	$	1,601.2		$	1,606.0		$	591.3
Total stockholders’ equity⁽³⁾	$	714.5	$	796.1	$	1,671.2	$	1,771.2	$	(824.4	)	$	(862.0	)	$	249.4

~~The~~(1) ~~Company~~For ~~did~~the ~~not~~twelve ~~repurchase~~months ~~any~~ended ~~equity~~December ~~securities~~31, in2013, ~~the~~total operating expenses included a $3.8 million fourth quarter legal accrual, a $2.4 million loss on the disposal of a small operating company, a $1.1 million gain on the disposal of a healthcare product line and a $2.9 million adjustment for a transaction tax related to prior years. For the four months ended April 30, 2012, TransUnion Corp Predecessor total operating expenses included $90.3 million of accelerated stock-based compensation and related expenses resulting from the 2012 Change in Control Transaction. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transaction,” and Note 14, “Stock-Based Compensation,” for further information about the impact of the 2012 Change in Control Transaction. For the twelve months ended December 31, 2011, total operating expenses included a $3.6 million outsourcing vendor contract early termination fee and a $2.7 million software impairment and related restructuring charge due to a regulatory change requiring a software platform replacement. For the twelve months ended December 31, 2010, total operating expenses included $21.4 million of accelerated stock-based compensation and related expenses resulting from the 2010 Change in Control Transaction and a gain of $3.9 million on the trade in of mainframe computers. See our annual report on Form 10-K for the year ended December 31, 2011, for further information about the 2010 Change in Control Transaction.

36(2) For the twelve months ended December 31, 2013, TransUnion Holding's non-operating income and expense included $197.6 million of interest expense and $10.5 million of acquisition expenses. For the twelve months ended December 31, 2013, TransUnion Corp's non-operating income and expense included $101.4 million of interest expense and $10.5 million of acquisition expenses. From inception through December 31, 2012, TransUnion Holding's non-operating income and expense included $125.0 million of interest expense and $15.2 million of acquisition expenses related to the 2012 Change in Control Transaction. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transaction,” for additional information about the impact of the 2012 Change in Control Transaction. For the eight months ended December 31, 2012, TransUnion Corp Successor non-operating income and expense included $72.8 million of interest expense and $2.4 million of acquisition expenses. For the four months ended April 30, 2012, TransUnion Corp Predecessor non-operating income and expense included $40.5 million of interest expense and $24.5 million of acquisition expenses, primarily related to the 2012 Change in Control Transaction and the abandoned initial public offering process. For the twelve months ended December 31, 2011, non-operating income and expense included $126.4 million of interest expense and, as a result of refinancing our senior secured credit facility in February 2011, a $9.5 million prepayment premium and $49.8 million write-off of unamortized loan costs incurred in connection with financing the 2010 Change in Control Transaction in June 2010. For the twelve months ended December 31, 2010, non-operating income and expense included $90.1 million of interest expense, $28.7 million of acquisition fees and $20.5 million of loan fees, primarily related to the 2010 Change in Control Transaction.

~~Table~~(3) The increase in total assets, total debt and stockholders’ equity at December 31, 2012 reflects the impact of ~~Contents~~the 2012 Change in Control Transaction, including fair value adjustments to assets and liabilities and the additional debt incurred to partially fund the transaction, as well as additional debt incurred to fund a dividend to our shareholders in November 2012. The change in total assets, total debt and stockholders’ equity at December 31, 2010, reflects the impact of the 2010 Change in Control Transaction, including the additional debt incurred to partially fund the transaction. The decrease in total assets and stockholders’ equity at December 31, 2009, reflects the stock repurchase of approximately $900 million in December 2009. For total assets, this decrease was partially offset by loan proceeds of approximately $600 million received throughout 2009.

~~ITEM 6. SELECTED FINANCIAL DATA~~ 32

~~The~~Table ~~following table sets forth our selected historical consolidated financial data for the periods ended and as~~ of ~~the dates indicated below.~~ Contents

~~We have derived the selected historical consolidated data as of December~~ITEM ~~31, 2012 and 2011, and for each of the periods in the three-year period ended December 31, 2012, from our audited consolidated financial statements appearing elsewhere in this report~~7. WeMANAGEMENT’S ~~have~~DISCUSSION ~~derived~~AND ~~the~~ANALYSIS ~~selected~~OF ~~historical~~FINANCIAL ~~consolidated~~CONDITION ~~balance~~AND ~~sheet~~RESULTS ~~data~~OF as of December 31, 2010, 2009 and 2008, from our audited consolidated financial statements as of such dates, which are not included in this report. We have derived the selected historical consolidated income statement data for each of the years ended December 31, 2009 and 2008, from our audited consolidated financial statements for such periods, which are not included in this report. Our historical results are not necessarily indicative of the results expected for any future period. OPERATIONS

~~You~~The ~~should~~following ~~read~~discussion ~~the~~and ~~following~~analysis of TransUnion Holding Company Inc.'s ("TransUnion Holding") and TransUnion Corp.’s ("TransUnion Corp") financial ~~data~~condition ~~together~~and results of operations is provided on a combined basis as a supplement to, and should be read in conjunction with Part I, Item 1A, “Risk Factors,” Part II, Item 76, “~~Management’s Discussion~~Selected Financial Data,” and ~~Analysis~~Part ofII, Item 8, “Financial ~~Condition~~Statements and ~~Results~~Supplementary ~~of Operations~~Information,” including TransUnion Holding’s and ~~our~~TransUnion Corp’s audited consolidated financial statements and ~~related~~the accompanying combined notes. ~~appearing~~In ~~elsewhere~~addition into historical data, this ~~report~~discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those discussed in the forward-looking statements as a result of various factors, including but not limited to those discussed in “Cautionary Notice Regarding Forward-Looking Statements” and Part I, Item 1A, “Risk Factors.”

	TransUnionHolding			TransUnionCorp.Successor			TransUnion Corp. Predecessor
	FromInceptionThroughDecember 31,			For The EightMonths EndedDecember 31,			For TheFourMonthsEndedApril 30,			For The Twelve Months EndedDecember 31,
(in millions)	2012			2012			2012			2011			2010			2009			2008
Income Statement Data:
Revenue	$	767.0		$	767.0		$	373.0		$	1,024.0		$	956.5		$	924.8		$	1,015.9
Operating expense:
Cost of services		298.2			298.2			172.0			421.5			395.8			404.2			432.2
Selling, general and administrative		212.6			211.7			172.0			264.5			263.0			234.6			305.5
Depreciation and amortization		115.0			115.0			29.2			85.3			81.6			81.6			85.7
Total operating expense(1)		625.8			624.9			373.2			771.3			740.4			720.4			823.4
Operating income (loss)		141.2			142.1			(0.2	)		252.7			216.1			204.4			192.5
Non-operating income and expense(2)		(138.5	)		(69.9	)		(63.7	)		(185.6	)		(133.1	)		1.3			17.4
Income (loss) from continuing operations before income taxes		2.7			72.2			(63.9	)		67.1			83.0			205.7			209.9
(Provision) benefit for income taxes		(6.6	)		(24.3	)		11.5			(17.8	)		(46.3	)		(73.4	)		(75.5	)
Income (loss) from continuing operations		(3.9	)		47.9			(52.4	)		49.3			36.7			132.3			134.4
Discontinued operations, net of tax		—			—			—			(0.5	)		8.2			1.2			(15.9	)
Net income (loss)		(3.9	)		47.9			(52.4	)		48.8			44.9			133.5			118.5
Less: net income attributable to noncontrolling interests		(4.9	)		(4.9	)		(2.5	)		(8.0	)		(8.3	)		(8.1	)		(9.2	)
Net income (loss) attributable to the Company	$	(8.8	)	$	43.0		$	(54.9	)	$	40.8		$	36.6		$	125.4		$	109.3

References in this discussion and analysis to "TransUnion," the “Company,” “we,” “us,” and “our” refer to TransUnion Holding with its direct and indirect subsidiaries, including TransUnion Corp, or to TransUnion Corp and its subsidiaries for periods prior to the formation of TransUnion Holding. When appropriate, TransUnion Holding and TransUnion Corp are named explicitly for their specific related disclosures. Each registrant included herein is not filing any information that does not relate to such registrant, and therefore makes no representation as to any such information.

37Where the information provided in this discussion and analysis is substantially the same for each company, such information has been combined. Where information is not substantially the same for each company, we have provided separate information. In addition, separate financial statements for each company are included in Part II, Item 8, “Financial Statements and Supplementary Data.”

~~Table~~We ofoperate ~~Contents~~TransUnion Holding and TransUnion Corp as one business, with one management team. Management believes combining this discussion and analysis provides the following benefits:

	TransUnionHoldingDecember 31,2012		TransUnionCorp.SuccessorDecember 31,2012		TransUnionCorp.PredecessorDecember 31,2011			TransUnionCorp.PredecessorDecember 31,2010			TransUnionCorp.PredecessorDecember 31,2009		TransUnionCorp.PredecessorDecember 31,2008
Balance sheet data:
Total assets(3)	$	4,378.8	$	4,320.7	$	1,005.8		$	954.2		$	1,010.0	$	1,169.3
Total debt(3)	$	2,680.9	$	1,682.9	$	1,601.2		$	1,606.0		$	591.3	$	6.2
Total stockholders’ equity(3)	$	796.1	$	1,771.2	$	(824.4	)	$	(862.0	)	$	249.4	$	996.1


•	Enhances investors’ understanding of TransUnion Holding and TransUnion Corp by enabling investors to view the business as a whole, the same manner as management views and operates the business;

~~(1)~~• ~~For~~Provides ~~the~~a ~~four~~more ~~months~~readable ~~ended~~presentation ~~April 30, 2012, TransUnion Corp. Predecessor total operating expenses included $90.3 million~~ of ~~accelerated~~required ~~stock-based~~disclosures ~~compensation~~with ~~and~~less ~~related expenses resulting from the 2012 Change in Control Transaction. See Part II~~duplication, ~~Item~~since 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transactions,” and Note 15, “Stock-Based Compensation,” for further information about the impact of the 2012 Change in Control Transaction. For the twelve months ended December 31, 2011, total operating expenses included a ~~$3.6~~substantial ~~million~~portion outsourcing vendor contract early termination fee and a $2.7 million software impairment and related restructuring charge due to a regulatory change requiring a software platform replacement. For the twelve months ended December 31, 2010, total operating expenses included $21.4 million of ~~accelerated stock-based compensation and related expenses resulting from~~ the ~~2010~~Company’s ~~Change~~disclosures inapply ~~Control Transaction and a gain of $3.9 million on the trade in of mainframe computers. See Part II, Item 8, “Combined Notes~~ to ~~Consolidated~~both ~~Financial~~TransUnion ~~Statements,”~~Holding ~~Note 2, “Change in Control Transactions,”~~ and ~~Note~~TransUnion ~~15,~~Corp; “Stock-Based Compensation,” for further information about the impact of the 2010 Change in Control Transaction. For the twelve months ended December 31, 2008, totaling operating expense included $47.3 million of litigation expense related to the Privacy Litigation class action settlement. See Part I, Item 3 “Legal Proceedings—Privacy Litigation.”and

~~(2)~~• ~~From~~Creates ~~inception~~time ~~through December 31, 2012, TransUnion Holding non-operating income~~ and ~~expense~~cost ~~included~~efficiencies ~~$125.0~~through ~~million of interest expense and $15.2 million of acquisition expenses related to~~ the ~~2012~~preparation ~~Change in Control Transaction. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transactions,” for additional information about the impact~~ of ~~the~~one ~~2012~~combined ~~Change~~report ininstead ~~Control Transaction. For the eight months ended December 31, 2012, TransUnion Corp. Successor non-operating income and expense included $72.8 million~~ of ~~interest~~two ~~expense~~separate ~~and $2~~reports.4 million of acquisition expenses. For the four months ended April 30, 2012, TransUnion Corp. Predecessor non-operating income and expense included $40.5 million of interest expense and $24.5 million of acquisition expenses, primarily related to the 2012 Change in Control Transaction and the abandoned initial public offering process. For the twelve months ended December 31, 2011, non-operating income and expense included $126.4 million of interest expense and, as a result of refinancing our senior secured credit facility in February 2011, a $9.5 million prepayment premium and $49.8 million write-off of unamortized loan costs incurred in connection with financing the 2010 Change in Control Transaction in June 2010. For the twelve months ended December 31, 2010, non-operating income and expense included $90.1 million of interest expense, $28.7 million of acquisition fees and $20.5 million of loan fees, primarily related to the 2010 Change in Control Transaction. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transactions,” for further information about the impact of the 2010 Change in Control Transaction. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 13, “Debt,” for further information about interest expense and the refinancing.

(3) The increase in total assets, total debt and stockholders’ equity at December 31, 2012 reflects the impact of the 2012 Change in Control Transaction, including fair value adjustments to assets and liabilities and the additional debt incurred to partially fund the transaction, as well as additional debt incurred to fund a dividend to our shareholders in November 2012. The change in total assets, total debt and stockholders’ equity at December 31, 2010, reflects the impact of the 2010 Change in Control Transaction, including the additional debt incurred to partially fund the transaction. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transactions,” for additional information about the impact of the 2012 and 2010 Change in Control Transactions. The decrease in total assets and stockholders’ equity at December 31, 2009, reflects the stock repurchase of approximately $900 million in December 2009. For total assets, this decrease was partially offset by loan proceeds of approximately $600 million received throughout 2009.Overview

38We are a leading global provider of information and risk management solutions. We provide these solutions to businesses across multiple industries and to individual consumers. Our technology and services enable businesses to make more timely and informed credit granting, risk management, underwriting, fraud protection and customer acquisition decisions by delivering high quality data, integrated with analytics and decision-making capabilities. Our interactive website provides consumers with real-time access to their personal credit information and analytical tools that help them understand and proactively manage their personal finances. Over a million unique consumers visit our website each month. We have operations in the United States, Africa, Canada, Latin America, Asia Pacific and India and provide services in 33 countries. Since our founding in 1968, we have built a diversified and stable customer base of approximately 45,000 businesses in multiple industries, including financial services, insurance, healthcare, automotive, retail and communications.

~~Table~~We generate revenues primarily from the sale of ~~Contents~~credit reports, credit marketing services, portfolio reviews and other credit-related services to qualified businesses both in the U.S. and internationally through direct and indirect channels. We maintain long-standing relationships with many of our largest customers, including relationships of over ten years with each of our top ten global financial services customers. We attribute the length of our customer relationships to the critical nature of the services we provide, our consistency and reliability, and our innovative and collaborative approach to developing integrated solutions that meet our customers’ continually changing needs. We also generate revenues by providing subscription-based interactive services to consumers that help them understand and manage their personal finances and that protect them from identity theft.

~~ITEM 7.~~Recent ~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS~~ Developments

~~The~~On ~~following~~December ~~discussion~~16, ~~and~~2013, ~~analysis~~the ofCompany ~~TransUnion~~signed ~~Holding’s~~amendment ~~and TransUnion Corp~~No.’s ~~financial condition~~6 ~~and results of operations is provided on a combined basis as a supplement~~ to, ~~and~~the ~~should~~credit befacility ~~read in conjunction with, Part II, Item 6, “Selected Financial Data,” Part I, Item 1A, “Risk Factors,”~~ and ~~Part~~borrowed ~~II, Item 8, “Financial Statements and Supplementary Information,” including TransUnion Holding’s and TransUnion Corp~~$145.’s0 ~~audited~~million ~~consolidated~~against ~~financial statements and~~ the ~~accompanying~~senior ~~combined~~secured ~~notes.~~term Inloan ~~addition~~ to ~~historical data,~~partially ~~this~~fund discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those discussed in the ~~forward-looking~~acquisition ~~statements as a result~~ of ~~various~~assets ~~factors,~~from ~~including but not limited to those discussed in “Cautionary Notice Regarding Forward-Looking Statements” and Part I~~TLO, ~~Item 1A, “Risk Factors~~LLC.”

~~References~~On inSeptember ~~this~~3, ~~discussion~~2013, ~~and analysis to~~ the “Company,” ~~“we,”~~borrowed ~~“us,”~~$65.0 ~~and~~million ~~“our”~~against ~~refer~~the ~~to TransUnion~~senior ~~Holding~~secured ~~with~~revolving ~~its~~line ~~direct~~of ~~and~~credit ~~indirect subsidiaries, including TransUnion Corp., or~~ to ~~TransUnion~~partially ~~Corp.~~fund ~~and its subsidiaries for periods prior to~~ the ~~formation~~eScan ofacquisition. ~~TransUnion~~On ~~Holding.~~November ~~When~~22, ~~appropriate~~2013, ~~TransUnion~~the ~~Holding~~Company ~~and~~signed ~~TransUnion~~amendment ~~Corp~~No. ~~are~~ ~~named~~5 ~~explicitly~~to ~~for~~the ~~their~~credit ~~specific~~facility, ~~related~~borrowed ~~disclosures~~$65.0 ~~Each~~million ~~registrant~~against ~~included~~the ~~herein~~senior issecured ~~not~~term ~~filing~~loan ~~any~~and ~~information~~used ~~that~~the ~~does~~proceeds ~~not relate~~ to ~~such~~repay ~~registrant,~~the ~~and~~revolving ~~therefore~~line ~~makes~~of ~~no representation as to any such information~~credit.

Where the information provided in this discussion and analysis is substantially the same for each company, such information has been combined. Where information is not substantially the same for each company, we have provided separate information. In addition, separate financial statements for each company are included in Part II, Item 8, “Financial Statements and Supplementary Data.” 33

WeTable ~~operate~~of ~~TransUnion Holding and TransUnion Corp. as one business, with one management team. Management believes combining this discussion and analysis provides the following benefits:~~ Contents

•See ~~Enhances~~Part ~~investors’~~II, ~~understanding~~Item of8, ~~TransUnion~~“Combined ~~Holding~~Notes ~~and~~to ~~TransUnion~~Consolidated ~~Corp.~~Financial byStatements,” ~~enabling~~Note ~~investors~~3, to"Business ~~view~~Acquisitions," ~~the~~Note ~~business~~12, as“Debt,” aand ~~whole,~~"Factors ~~the~~Affecting ~~same~~Our ~~manner~~Results asof ~~management~~Operations ~~views~~- Recent Acquisitions and ~~operates~~Partnerships" ~~the~~below ~~business;~~for additional information about these transactions.

• Provides a more readable presentation of required disclosures with less duplication, since a substantial portion of the Company’s disclosures apply to both TransUnion Holding and TransUnion Corp.; andSegments

•We ~~Creates~~manage ~~time~~our business and ~~cost~~report ~~efficiencies~~our ~~through~~financial ~~the~~results ~~preparation~~in ofthree ~~one~~operating ~~combined~~segments: ~~report~~U.S. ~~instead~~Information ofServices ~~two~~(“USIS”), ~~separate~~International ~~reports~~and Interactive.

~~Overview~~• USIS provides credit reports, credit scores, verification services, analytical services, decisioning technology and other services to businesses in the United States through both direct and indirect channels. In this segment, we intend to continue to focus on expansion into underpenetrated and growth industries, such as healthcare and insurance, and the introduction of innovative and differentiated solutions in the financial services and other industries.

We• ~~are~~International aprovides ~~leading global provider of information and risk management solutions. We provide these solutions to businesses across multiple industries and to individual consumers. Our technology and~~ services ~~enable~~similar ~~businesses~~ to ~~make~~our ~~more~~USIS ~~timely~~ and ~~informed~~Interactive ~~credit~~segments ~~granting, risk~~in ~~management,~~several ~~underwriting,~~countries ~~fraud~~outside ~~protection~~the ~~and~~United ~~customer acquisition decisions by delivering high quality data, integrated with analytics and decision-making capabilities~~States. ~~Our~~We ~~interactive~~believe ~~website~~our ~~provides~~International ~~consumers~~segment ~~with~~represents ~~real-time access to their personal credit information and analytical tools that help them understand and proactively manage their personal finances. Over~~ a ~~million~~significant ~~unique~~opportunity ~~consumers~~for ~~visit~~growth ~~our~~as ~~website~~many ~~each~~of ~~month.~~the Wecountries ~~have operations~~ in ~~the~~which ~~United~~we ~~States~~operate, ~~Africa,~~such ~~Canada,~~as ~~Latin America~~India, ~~Asia~~Mexico ~~Pacific~~ and ~~India~~Brazil, ~~and~~continue ~~provide~~to ~~services~~develop intheir 33economies ~~countries.~~and ~~Since~~credit ~~our~~markets. ~~founding~~We inalso ~~1968,~~seek weto ~~have~~enter ~~built~~into ~~a diversified~~ and ~~stable~~develop ~~customer~~our ~~base~~business ~~of approximately 45,000 businesses~~ in ~~multiple~~new ~~industries, including financial services, insurance, healthcare, automotive, retail and communications~~geographies.

We• ~~generate~~Interactive ~~revenues~~provides primarily ~~from~~subscription-based ~~the~~services ~~sale~~to ofconsumers, including credit reports, credit ~~marketing~~ ~~services,~~scores ~~portfolio reviews~~ and ~~other~~ credit~~-related~~ ~~services~~and toidentity ~~qualified~~monitoring, ~~businesses~~through both ~~in the U.S. and internationally through~~ direct and indirect channels. WeAs ~~maintain~~consumers ~~long-standing~~become ~~relationships~~increasingly ~~with~~aware ~~many~~ of ~~our~~their ~~largest~~credit ~~customers, including~~profiles ~~relationships~~and ofshow heightened concerns over ~~ten~~identity ~~years~~theft, ~~with~~we ~~each~~expect ofthe ~~our~~Interactive ~~top~~segment ~~ten~~to ~~global~~grow ~~financial~~and ~~services~~represent ~~customers.~~an Weincreasing ~~attribute~~portion ~~the~~of our overall revenue.

39In addition, Corporate provides shared services for the Company and conducts enterprise functions. Certain costs incurred in Corporate that are not directly attributable to one or more of the operating segments remain in Corporate. These costs are typically for enterprise-level functions and are primarily administrative in nature.

~~Table~~Factors Affecting Our Results of ~~Contents~~Operations

~~length~~The offollowing ~~our~~are ~~customer~~certain ~~relationships~~key tofactors ~~the~~that ~~critical nature of the services we provide~~affect, ~~our~~or ~~consistency~~have ~~and~~recently ~~reliability~~affected, ~~and~~ our ~~innovative~~results ~~and~~of collaborative approach to developing integrated solutions that meet our customers’ continually changing needs. We also generate revenues by providing subscription-based interactive services to consumers that help them understand and manage their personal finances and that protect them from identity theft. operations:

~~Recent~~Macroeconomic ~~Developments~~and Industry Trends

OnOur ~~November 1,~~revenues ~~2012,~~are ~~TransUnion~~significantly ~~Holding~~influenced ~~issued~~by ~~$400.0~~general ~~million~~macroeconomic ~~principal~~conditions, ~~amount~~including ofthe ~~8.125%/8.875%~~availability ~~senior~~of ~~unsecured~~affordable ~~PIK~~credit ~~toggle~~and ~~notes~~capital, ~~(“8.125%~~interest ~~notes”) due June 15~~rates, ~~2018~~inflation, atemployment anlevels, ~~offering price~~consumer ofconfidence ~~99.5%~~and inhousing ~~a private placement to certain investors~~demand. InFor ~~connection with~~ the ~~issuance~~past ofthree ~~these notes~~years, ~~TransUnion~~in ~~Holding successfully completed a Consent Solicitation to amend~~ the ~~indenture~~United ~~governing~~States ~~its~~and ~~9.625%/10.375%~~other ~~senior~~markets, ~~unsecured~~we ~~PIK toggle~~have ~~notes~~seen ~~(“9.625%~~continuing ~~notes”).~~signs ~~The amendment permitted the issuance~~ of ~~the~~improved ~~additional~~economic ~~$400~~conditions ~~million of 8.125% notes~~ and ~~allowed~~increased ~~TransUnion~~market ~~Holding~~stabilization. toIn ~~make~~the aUnited ~~dividend~~States, ~~payment~~we ~~to its shareholders. The amendment will~~ also ~~increase~~saw ~~the~~improvement ~~interest rate~~in ~~applicable to~~ the ~~9.625%~~consumer ~~notes~~lending ~~by 0.50% if~~market, ~~prior~~including tomortgage ~~June 15,~~refinancings ~~2015,~~resulting ~~(a) the~~from ~~9.625%~~low ~~notes~~long-term ~~are~~mortgage ~~rated~~rates, ~~Caa1~~an orimproving ~~lower~~housing ~~by Moody’s Investors Service~~market, ~~Inc.~~increased ~~and~~auto ~~CCC+~~loans ~~or lower by Standard & Poor’s,~~ and ~~(b) the Consolidated~~an ~~Debt~~increase ~~Ratio as defined~~ in ~~the~~demand ~~Consent~~for ~~Solicitation~~our ~~Statement~~credit ismarketing ~~greater~~services ~~than~~which orbegan ~~equal~~ to ~~5.50~~soften toin ~~1.00. The 8.125% notes are subject to a registration rights agreement that will require us to exchange~~ the ~~notes~~third ~~for~~quarter ~~an equal amount~~ of ~~notes~~ ~~registered with the SEC~~2013. ~~The~~These ~~indenture~~factors ~~governing~~helped ~~the~~drive ~~8.125%~~improved ~~notes~~financial ~~and~~results ~~the nonfinancial covenants are substantially similar to those governing the outstanding 9.625% notes described~~ in ~~Part~~all ~~II,~~of ~~Item 8,~~our ~~“Combined~~segments ~~Notes to Consolidated Financial Statements~~2013,” ~~Note~~2012 ~~13,~~and ~~“Debt~~2011.” The ~~proceeds~~economic ofand ~~the~~market ~~8.125%~~improvements ~~notes~~ were ~~used~~tempered toby ~~pay~~continuing aconsumer ~~$373.8~~uncertainty ~~million~~as ~~dividend~~concerns toover ~~our~~domestic ~~shareholders~~fiscal ~~and~~policy, tocontinuing ~~pay~~high ~~various~~unemployment ~~costs~~and, ~~associated~~more ~~with~~recently, ~~issuing~~rising ~~the~~mortgage ~~new~~interest ~~debt~~rates ~~and~~have ~~obtaining~~pressured ~~consents~~growth ~~from~~in our ~~existing~~ ~~debt holders~~businesses. In addition, asthe ~~part~~continued strengthening of the ~~transaction,~~US ondollar ~~November 1,~~has ~~2012,~~diminished ~~TransUnion~~the ~~LLC~~operating ~~prepaid~~results ~~$10.0~~reported ~~million~~by ofour ~~the~~International ~~senior~~operations ~~secured~~during ~~term~~2012 ~~loan~~and ~~with cash on hand~~2013.

OnOur ~~April 30,~~revenues ~~2012,~~are ~~pursuant~~also tosignificantly ~~the~~influenced ~~Merger~~by ~~Agreement~~industry trends, ~~TransUnion~~including ~~Holding acquired 100% of~~ the ~~outstanding~~demand ~~stock~~for ofinformation ~~TransUnion~~services ~~Corp.~~in ~~for~~ the ~~aggregate~~financial ~~purchase price of $1~~services,~~592.7~~ ~~million plus the assumption of existing debt. In connection with the acquisition~~insurance, ~~all~~healthcare ~~existing~~and ~~stockholders~~other ofindustries ~~TransUnion~~we ~~Corp~~serve. ~~received~~Companies ~~cash~~increasingly ~~consideration~~rely ~~for~~on ~~their~~data ~~shares~~ and ~~all~~analytics ~~existing~~to ~~option~~make ~~holders~~more ~~received~~informed ~~cash~~decisions, ~~consideration~~operate ~~based~~their onbusinesses ~~the~~more ~~value~~effectively ofand ~~their options~~manage risk. ~~Certain~~Similarly, ~~members~~consumers ofseek ~~management~~information ~~continue~~ to ~~hold~~help ~~equity~~them ~~interests~~understand inand ~~the~~proactively ~~form~~manage oftheir ~~TransUnion~~personal ~~Holding~~finances ~~common~~and ~~stock.~~to Tobetter ~~partially~~protect ~~fund~~themselves ~~the~~against ~~acquisition,~~identity ~~TransUnion Holding issued $600 million principal amount of 9~~theft.~~625%~~ ~~notes.~~We Onexpect ~~April~~that ~~30,~~increased ~~2012 TransUnion~~demand ~~Holding~~for ~~was~~targeted ~~owned~~data ~~49.5%~~and bysophisticated ~~affiliates~~analytical oftools ~~Advent,~~will ~~49.5%~~drive byrevenue ~~affiliates~~growth ofin ~~GSC~~all ~~and 1% by members~~ of ~~management.~~our segments.

~~Segments~~ 2012 Change in Control Transaction

WeIn ~~manage~~connection ~~our~~with ~~business~~the 2012 Change in Control Transaction, the Company recognized a significant increase in stock-based compensation expense due to the accelerated vesting of outstanding options and ~~report~~a ~~our~~significant ~~financial~~increase ~~results~~in depreciation and amortization expense as a result of the step-up in ~~three~~basis ~~operating~~to ~~segments:~~fair Uvalue of the assets and liabilities of the Company.S. ~~Information~~Part ~~Services~~II, (Item 8, "Combined Notes to the Consolidated Financial Statements, Note 2 “~~USIS”)~~Change in Control Transaction, ~~International~~” and ~~Interactive.~~the operating expense discussion below for additional information.

•Debt USIS provides credit reports, credit scores, verification services, analytical services and decisioning technology to businesses in the United States through both direct and indirect channels. In this segment, we intend to continue to focus on expansion into underpenetrated and growth industries, such as insurance and healthcare, and the introduction of innovative and differentiated solutions in the financial services and other industries.Transactions

•On ~~International~~December ~~provides~~16, ~~services~~2013, ~~similar~~the toCompany ~~our~~signed ~~USIS~~amendment ~~and~~No. ~~Interactive~~6 ~~segments~~to inthe ~~several~~credit ~~countries~~facility ~~outside~~and ~~the~~borrowed ~~United States~~$145.0 Wemillion ~~believe~~against ~~our~~the ~~International~~senior ~~segment~~secured ~~represents~~term aloan ~~significant~~to ~~opportunity~~partially ~~for~~fund ~~growth~~the asacquisition ~~many~~ of ~~the~~assets ~~countries~~from ~~in which we operate~~TLO, ~~such~~LLC. asOn ~~India~~September 3, ~~Mexico and Brazil~~2013, ~~continue~~the toCompany ~~develop~~borrowed ~~their economies and credit markets. We also seek to enter into and develop our business in new geographies.~~

• Interactive provides primarily subscription-based services to consumers, including credit reports, credit scores and credit and identity monitoring. As the U.S. economy continues to stabilize and improve, and consumer borrowing activity and concerns over identity theft continue to increase, we expect our Interactive segment to grow and represent an increasing portion of our overall revenue.34

40Table of Contents

~~Table~~$65.0 million against the senior secured revolving line of ~~Contents~~credit to partially fund the eScan acquisition. On November 22, 2013, the Company signed amendment No. 5 to the credit facility, borrowed $65.0 million against the senior secured term loan and used the proceeds to repay the revolving line of credit.

InOn ~~addition~~November 1, ~~Corporate~~2012, ~~provides~~TransUnion ~~shared~~Holding ~~services~~issued ~~for~~$400.0 ~~the~~million ~~Company~~principal ~~and~~amount ~~conducts~~of ~~enterprise functions~~8.125% ~~Certain costs~~notes, ~~incurred~~the inproceeds ~~Corporate~~of ~~that~~which ~~are~~were ~~not~~used ~~directly~~primarily ~~attributable~~to pay a dividend to ~~one~~our orshareholders. ~~more~~On March 21, 2012, TransUnion Holding issued $600.0 million principal amount of 9.625% notes to partially fund the ~~operating~~2012 ~~segments~~Change ~~remain~~in Control Transaction. On February 10, 2011, TransUnion Corp refinanced its senior secured credit facility, which resulted in ~~Corporate~~a significant loss on the early extinguishment of debt. These ~~costs~~debt ~~are~~transactions ~~typically~~had ~~for~~a ~~enterprise-level~~significant ~~functions~~impact on incremental interest expense and ~~are~~other ~~primarily~~income ~~administrative~~and expense in ~~nature~~2013 and 2012 compared to 2011. See Part II, Item 8, “Combined Notes to Consolidated Financial Statements,” Note 2, “Change in Control Transaction,” Note 12, “Debt,” and the non-operating income and expense discussion below for additional information.

~~Factors~~Recent ~~Affecting~~Acquisitions ~~Our~~and ~~Results of Operations~~ Partnerships

~~The~~We ~~following~~selectively ~~are~~evaluate ~~certain~~acquisitions ~~key~~and ~~factors~~partnerships ~~that~~as ~~affect,~~a ormeans ~~have~~to ~~recently~~expand ~~affected,~~ our ~~results~~business ofand ~~operations:~~international footprint and to enter new markets.

~~Macroeconomic~~• On December 16, 2013, we acquired a 100% ownership interest in certain assets of TLO, LLC ("TLO"). TLO provides data solutions for due diligence, threat assessment, identity authentication, fraud prevention, and ~~Industry~~debt ~~Trends~~recovery. The results of operations of TLO, which are not material, have been included as part of our USIS segment in our consolidated statements of income since the date of the acquisition.

~~Our~~• ~~revenues~~On ~~are~~September ~~significantly~~4, ~~influenced by general macroeconomic conditions~~2013, ~~including~~we ~~the~~acquired ~~availability~~a of100% ~~affordable~~ownership ~~credit and capital,~~ interest ~~rates,~~in ~~inflation,~~e-Scan ~~employment~~Data ~~levels~~Systems, ~~consumer~~Inc. ~~confidence and housing demand~~("eScan"). ~~During~~eScan ~~2012~~provides ~~and~~data ~~2011,~~solutions infor ~~the~~hospitals ~~United States~~ and ~~other~~healthcare ~~markets,~~providers ~~we have~~to ~~seen~~efficiently ~~continuing~~capture ~~signs~~uncompensated ofcare ~~improved~~costs ~~economic~~in ~~conditions~~their ~~and~~revenue ~~increased~~management ~~market~~cycle ~~stabilization~~programs. InThe ~~the~~results ~~United~~of ~~States,~~operations weof ~~also saw improvement in the consumer lending market~~eScan, ~~including~~which ~~mortgage~~are ~~refinancings~~not ~~resulting from low long-term mortgage rates~~material, ~~increased~~ ~~auto~~have ~~loans~~been ~~and~~included anas ~~increase~~part inof ~~demand for~~ our ~~credit~~USIS ~~marketing~~segment ~~services. These factors helped drive improved financial results~~ in ~~all of~~ our ~~segments~~consolidated ~~during~~statements ~~2011~~of ~~and~~income ~~2012.~~since ~~The~~the ~~economic~~date ~~and~~of ~~market~~the ~~improvements, however, were tempered by continuing consumer uncertainty as concerns over both continuing high unemployment and an underperforming housing market have pressured growth in our businesses~~acquisition.

~~Our~~• ~~revenues~~On ~~are~~March ~~also~~1, ~~significantly influenced by industry trends~~2013, ~~including~~we ~~the~~acquired ~~demand~~an ~~for~~80% ~~information~~ownership ~~services~~interest in ~~the~~Data ~~financial~~Solutions ~~services,~~Serviços ~~insurance,~~de ~~healthcare~~Informática ~~and~~Ltda. ~~other industries we serve~~(“ZipCode”). ~~Companies increasingly~~ZipCode ~~rely~~provides on data enrichment and ~~analytics~~registry toinformation ~~make~~solutions ~~more~~for ~~informed~~companies ~~decisions,~~in ~~operate~~Brazil’s ~~their~~information ~~businesses~~management, ~~more~~financial ~~effectively and manage risk. Similarly~~services, ~~consumers~~marketing ~~seek information to help them understand~~ and ~~proactively~~telecommunications ~~manage~~industries. ~~their~~The ~~personal~~results ~~finances~~of ~~and~~operations ~~to better~~of ~~protect~~ZipCode, ~~themselves~~which ~~against~~are ~~identity~~not ~~theft.~~material, Wehave ~~expect~~been ~~that~~included ~~increased~~as ~~demand~~part ~~for~~of ~~targeted~~our ~~data~~International ~~and~~segment ~~sophisticated~~in ~~analytical~~our ~~tools~~consolidated ~~will~~statements ~~drive~~of ~~revenue~~income ~~growth~~since inthe ~~all~~date of ~~our~~the ~~segments~~acquisition.

• On May 29, 2012, ~~Change~~we acquired an 85% ownership interest in ~~Control~~Credit ~~Transaction~~Reference Bureau (Holdings) Limited (“CRB”). During the third quarter of 2013, we acquired the remaining 15% ownership interest. CRB operates collections and credit bureau businesses and has locations in eight African countries, giving us a strategic presence in seven new African countries. The results of operations of CRB, which are not material, have been included as part of our International segment in our consolidated statements of income since the date of acquisition.

In• ~~connection~~On ~~with~~December ~~the~~28, ~~2012~~2011, ~~Change~~we inacquired ~~Control Transaction,~~an ~~the~~80% ~~Company~~ownership ~~recognized~~interest ain ~~significant~~Crivo ~~increase~~Sistemas inem ~~stock-based~~Informática ~~compensation~~S.A. ~~due~~(“Crivo”), toa Brazilian company. During the ~~accelerated~~fourth ~~vesting~~quarter of ~~outstanding~~2012, ~~options~~we ~~and~~acquired aan ~~significant~~additional ~~increase~~6.67% inownership ~~depreciation~~interest. Crivo provides software and ~~amortization~~services ~~expense~~to ascompanies ain ~~result~~Brazil ofto ~~the~~help ~~step~~them make credit, risk and fraud-uprelated indecisions. ~~basis~~The ~~to fair~~results ~~value~~of operations of ~~the~~Crivo, ~~assets~~which ~~and~~are ~~liabilities~~not ofmaterial, ~~the~~have ~~Company.~~been ~~See~~included ~~Note~~as 2part ~~“Change~~of our International segment in ~~Control~~our ~~Transactions,”~~consolidated ~~and~~statements ~~the~~of ~~operating~~income ~~expense~~since ~~discussion~~the ~~below~~date ~~for~~of ~~additional~~the ~~information~~acquisition.

~~Debt~~• ~~Transactions~~On December 20, 2011, we acquired an additional 7.51% ownership interest in Credit Information Bureau (India) Limited (“CIBIL”), bringing our total ownership to 27.5%.

• On ~~November 1,~~October ~~2012~~13, ~~TransUnion Holding issued $400.0 million principal amount of 8.125% notes~~2011, ~~the~~we ~~proceeds~~acquired ~~of which were used primarily to pay~~ a ~~dividend to our shareholders. On March 21, 2012, TransUnion Holding issued $600.0 million principal amount of 9.625~~100% ~~notes~~ownership tointerest ~~partially fund the 2012 Change~~ in ~~Control~~Financial ~~Transaction.~~Healthcare ~~On February 10~~Systems, ~~2011,~~LLC ~~TransUnion Corp. refinanced its senior secured credit facility~~(“FHS”), ~~which resulted in~~ a ~~significant~~Colorado ~~loss~~limited onliability ~~the early extinguishment of debt~~company. OnFHS ~~June 15,~~provides ~~2010,~~software-as-a-service ~~Trans~~solutions ~~Union~~to ~~LLC~~the ~~and~~healthcare ~~its wholly-owned~~industry ~~subsidiary~~that ~~TransUnion~~helps ~~Financing~~healthcare ~~Corporation~~providers ~~issued~~inform ~~$645.0~~patients ~~million~~about ~~principal~~their ~~amount~~ out-of-pocket ~~11.375%~~costs ~~senior~~prior ~~notes~~ to ~~partially~~providing ~~fund~~healthcare ~~the 2010 Change in Control Transaction~~services. ~~These~~The ~~debt~~results ~~transactions~~of ~~had~~operations aof ~~significant~~FHS, ~~impact~~which onare ~~interest~~not ~~expense and other income and expense. See Part II~~material, ~~Item 8,~~have ~~“Combined~~been ~~Notes~~included toas ~~Consolidated~~part ~~Financial~~of ~~Statements,”~~our ~~Note~~USIS 2,segment ~~“Change~~ in ~~Control~~our ~~Transactions,”~~consolidated ~~Note~~statements ~~13,~~of ~~“Debt,”~~income ~~and~~since the ~~non-operating~~date ~~income~~of ~~and~~the ~~expense discussion below for additional information~~acquisition.

~~Recent~~Key ~~Acquisitions~~Components ~~and~~of ~~Partnerships~~Our Results of Operations

~~We selectively evaluate acquisitions and partnerships as a means to expand our business and international footprint and to enter new markets.~~ Revenue

•We Onderive ~~May~~our ~~29,~~USIS ~~2012,~~segment werevenue ~~acquired~~from anthree ~~85%~~operating ~~ownership~~platforms: ~~interest~~Online inData Services, Credit ~~Reference~~Marketing ~~Bureau~~Services ~~(Holdings)~~and ~~Limited~~Decision ~~(“CRB”)~~Services. ~~CRB~~Revenue ~~operates~~in ~~collections~~Online ~~and~~Data Services is driven primarily by the volume of credit ~~bureau~~reports ~~businesses~~that our customers purchase. Revenue in Credit Marketing Services is driven primarily by demand for customer acquisition and ~~has~~portfolio ~~locations~~review services. Revenue in ~~eight~~Decision Services is driven primarily by demand for services that provide our customers with online, real-time, automated decisions at the point of consumer interaction.

41We report our International segment revenue in two categories: developed markets and emerging markets. Our developed markets are Canada, Hong Kong and Puerto Rico. Our emerging markets include Africa, Latin America, Asia Pacific and India.

~~Table of Contents~~35

~~African~~Table ~~countries, giving us a strategic presence in seven new African countries. The results~~ of ~~operations of CRB, which are not material, have been included as part of our International segment in our consolidated statements of income since the date of acquisition.~~Contents

•We Onderive ~~December~~revenue ~~28, 2011, we acquired an 80% ownership interest~~ in ~~Crivo~~our ~~Sistemas~~Interactive emsegment ~~Informática~~from ~~S.A.~~both ~~(“Crivo”),~~direct ~~a Brazilian company. Crivo provides software~~ and ~~services~~indirect ~~to companies in Brazil to help them make credit, risk and fraud-related decisions~~channels. ~~The~~Our ~~results~~Interactive ofrevenue ~~operations~~is ofprimarily ~~Crivo,~~subscription ~~which are not material, have been included as part of our International segment in our consolidated statements of income since the date of the acquisition~~based.

•Cost Onof ~~December 20, 2011, we acquired an additional 7.51% ownership interest in Credit Information Bureau (India) Limited (“CIBIL”), bringing our total ownership to 27.5%.~~Services

•Costs Onof ~~October~~services ~~13,~~include ~~2011,~~data weacquisition ~~acquired~~and aroyalty ~~100% ownership interest in Financial Healthcare Systems~~fees, ~~LLC~~costs ~~(“FHS”),~~related ato ~~Colorado~~our ~~limited~~databases ~~liability~~and ~~company. FHS provides~~ software~~-as-a-service~~ ~~solutions~~applications, toconsumer ~~the~~and ~~healthcare~~call ~~industry~~center ~~that~~support ~~helps~~costs, ~~healthcare~~hardware ~~providers~~and ~~inform~~software ~~patients~~maintenance ~~about their out-of-pocket~~ costs, ~~prior~~telecommunication toexpenses ~~providing~~and ~~healthcare~~occupancy ~~services.~~costs ~~The~~associated ~~results~~with ofthe ~~operations~~facilities ofwhere ~~FHS,~~these ~~which~~functions are ~~not material, have been included as part of our USIS segment in our consolidated statements of income since the date of the acquisition~~performed.

~~Key~~Selling, ~~Components~~General ofand ~~Our Results of Operations~~ Administrative

~~Revenue~~Selling, general and administrative expenses include personnel-related costs for sales, administrative and management employees, costs for professional and consulting services, advertising and occupancy and facilities expense of these functions.

WeNon-Operating ~~derive~~Income ~~our USIS segment revenue from three operating platforms: Online Data Services, Credit Marketing Services~~ and Decision Services. Revenue in Online Data Services is driven primarily by the volume of credit reports that our customers purchase. Revenue in Credit Marketing Services is driven primarily by demand for customer acquisition, portfolio review and archive information services. Revenue in Decision Services is driven primarily by demand for services that provide our customers with online, real-time, automated decisions at the point of consumer interaction. Expense

WeNon-operating ~~report~~income ~~our~~and ~~International~~expense ~~segment~~includes ~~revenue~~interest inexpense, ~~two~~interest ~~categories:~~income, ~~developed~~earnings ~~markets~~from ~~and~~equity-method ~~emerging~~investments, ~~markets.~~dividends ~~Our~~from ~~developed~~cost-method ~~markets~~investments, ~~are~~expenses ~~Canada,~~related ~~Hong~~to ~~Kong~~successful and ~~Puerto~~unsuccessful ~~Rico.~~business ~~Our~~acquisitions ~~emerging~~and ~~markets~~other ~~include~~non-operating ~~Africa, Latin~~income ~~America, Asia Pacific~~ and ~~India~~expenses.

WeResults ~~derive~~of ~~revenue~~Operations—Twelve inMonths ~~our~~Ended ~~Interactive~~December 31, ~~segment~~2013, ~~from~~2012 ~~both direct~~ and ~~indirect channels. Our Interactive revenue is primarily subscription based.~~ 2011

~~Cost~~TransUnion Holding was formed on February 15, 2012, as a vehicle to acquire TransUnion Corp. For 2012, TransUnion Holding’s consolidated results include the stand-alone results of ~~Services~~TransUnion Holding from the date of inception through December 31, 2012, and the consolidated results of TransUnion Corp and subsidiaries after April 30, 2012, the date of acquisition. TransUnion Corp’s historical financial statements are presented on a Successor and Predecessor basis. Periods prior to May 1, 2012, reflect the financial position, results of operations, and changes in financial position of TransUnion Corp prior to the 2012 Change in Control Transaction (the “Predecessor”) and periods after April 30, 2012, reflect the financial position, results of operations, and changes in financial position of TransUnion Corp after the 2012 Change in Control Transaction (the “Successor”).

~~Costs~~The of2012 ~~services~~Change ~~include~~in ~~data~~Control Transaction was accounted for using the acquisition ~~and~~method ~~royalty~~of ~~fees,~~accounting ~~costs~~in ~~related~~accordance towith ~~our~~Accounting ~~databases~~Standards ~~and~~Codification ~~software~~(“ASC”) ~~applications~~805, ~~consumer~~Business Combinations. The guidance prescribes that the basis of the assets acquired and ~~call~~liabilities ~~center~~assumed ~~support~~be ~~costs,~~recorded ~~hardware~~at fair value to reflect the purchase price. Periods after the 2012 Change in Control Transaction are not comparable to prior periods due primarily to the additional amortization of intangibles resulting from the fair value adjustments of the assets acquired and ~~software~~liabilities ~~maintenance~~assumed ~~costs~~and interest expense resulting from the additional debt incurred to finance the transaction. In addition, ~~telecommunication~~ ~~expenses~~TransUnion Corp Predecessor incurred significant stock-based compensation expense and ~~occupancy~~acquisition costs ~~associated~~related ~~with~~to the ~~facilities~~2012 ~~where~~Change ~~these~~in ~~functions~~Control ~~are performed~~Transaction.

~~Selling~~We operate TransUnion Holding and TransUnion Corp as one business. To facilitate comparability of 2013 to 2012, ~~General~~and comparability of 2012 to 2011, we present below the combination of TransUnion Holding consolidated results from inception through December 31, 2012, and ~~Administrative~~ TransUnion Corp Predecessor consolidated results for the four months ended April 30, 2012 (combined results for the year ended December 31, 2012), and compare those combined results to the consolidated TransUnion Holding 2013 results and the consolidated TransUnion Corp Predecessor 2011 results. We present the information in this format to assist readers in understanding and assessing the trends and significant changes in our results of operations on a comparable basis. We believe this presentation is appropriate because it provides a more meaningful comparison and more relevant analysis of our results of operations for 2013, 2012 and 2011, than a presentation of separate historical results for TransUnion Holding and TransUnion Corp Predecessor and Successor periods would provide. The following table sets forth our historical results of operations for the periods indicated below:

Selling, general and administrative expenses include personnel-related costs for sales, administrative and management employees, costs for professional and consulting services, advertising and occupancy and facilities expense of these functions. 36

~~Non-Operating~~Table ~~Income~~of ~~and Expense~~ Contents

Non-operating income and expense includes interest expense, interest income, earnings from equity-method investments, dividends from cost-method investments and other non-operating income and expenses.



	TransUnion Holding Twelve Months Ended December 31, 2013			TransUnion Holding Date of Inception Through December 31, 2012			TransUnion Corp Predecessor Four Months Ended April 30, 2012			Combined Twelve Months Ended December 31, 2012			TransUnion Corp Predecessor Twelve Months Ended December 31, 2011			Change
																2013 vs. 2012					2012 vs. 2011
(dollars in millions)																$			%		$			%
Revenue	$	1,183.2		$	767.0		$	373.0		$	1,140.0		$	1,024.0		$	43.2		3.8	%	$	116.0		11.3	%
Operating expenses
Cost of services (exclusive of depreciation and amortization below)	472.4			298.2			172.0			470.2			421.5			2.2			0.5	%	48.7			11.6	%
Selling, general and administrative	354.8			212.6			172.0			384.6			264.5			(29.8		)	(7.7	)%	120.1			45.4	%
Depreciation and amortization	186.8			115.0			29.2			144.2			85.3			42.6			29.5	%	58.9			69.1	%
Total operating expenses	1,014.0			625.8			373.2			999.0			771.3			15.0			1.5	%	227.7			29.5	%
Operating income (loss)	169.2			141.2			(0.2		)	141.0			252.7			28.2			20.0	%	(111.7		)	(44.2	)%
Non-operating income and expense
Interest expense	(197.6		)	(125.0		)	(40.5		)	(165.5		)	(126.4		)	(32.1		)	(19.4	)%	(39.1		)	(30.9	)%
Interest income	1.7			0.8			0.6			1.4			0.7			0.3			21.4	%	0.7			100.0	%
Earnings from equity method investments	13.7			8.0			4.1			12.1			11.4			1.6			13.2	%	0.7			6.1	%
Other income and (expense), net	(12.9		)	(22.3		)	(27.9		)	(50.2		)	(71.3		)	37.3			74.3	%	21.1			29.6	%
Total non-operating income and expense	(195.1		)	(138.5		)	(63.7		)	(202.2		)	(185.6		)	7.1			3.5	%	(16.6		)	(8.9	)%
Income (loss) from continuing operations before income taxes	(25.9		)	2.7			(63.9		)	(61.2		)	67.1			35.3			57.7	%	(128.3		)	nm
(Provision) benefit for income taxes	(2.3		)	(6.6		)	11.5			4.9			(17.8		)	(7.2		)	nm		22.7			nm
Income (loss) from continuing operations	(28.2		)	(3.9		)	(52.4		)	(56.3		)	49.3			28.1			49.9	%	(105.6		)	nm
Discontinued operations, net of tax	—			—			—			—			(0.5		)	—			nm		0.5			100.0	%
Net income (loss)	(28.2		)	(3.9		)	(52.4		)	(56.3		)	48.8			28.1			49.9	%	(105.1		)	nm
Less: net income attributable to noncontrolling interests	(6.9		)	(4.9		)	(2.5		)	(7.4		)	(8.0		)	0.5			6.8	%	0.6			7.5	%
Net income (loss) attributable to the Company	$	(35.1	)	$	(8.8	)	$	(54.9	)	$	(63.7	)	$	40.8		$	28.6		44.9	%	$	(104.5	)	nm

42nm: not meaningful

~~Table~~Key ofPerformance ~~Contents~~Measures

~~Results~~Management, including our chief operating decision maker, evaluates the financial performance of ~~Operations—Twelve~~our ~~Months~~businesses ~~Ended~~based on a variety of key indicators. These indicators include the non-GAAP measures Adjusted Operating Income and Adjusted EBITDA, and the GAAP measures revenue, cash provided by operating activities and cash paid for capital expenditures. For the twelve months ended December 31, ~~2012~~2013, ~~2011~~2012 and ~~2010~~2011, these key indicators were as follows:

TransUnion Holding’s consolidated 2012 results include the stand-alone results of TransUnion Holding from the date of inception through December 31, 2012, and the consolidated results of TransUnion Corp. and subsidiaries after April 30, 2012, the date of acquisition. 37

AsTable ~~a result~~ of the 2012 Change in Control Transaction, TransUnion Corp.’s historical financial statements are presented on a Successor and Predecessor basis. Periods prior to May 1, 2012, reflect the financial position, results of operations, and changes in financial position of TransUnion Corp. prior to the 2012 Change in Control Transaction (the “Predecessor”) and periods after April 30, 2012, reflect the financial position, results of operations, and changes in financial position of TransUnion Corp. after the 2012 Change in Control Transaction (the “Successor”). Contents

The 2012 Change in Control Transaction was accounted for using the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations. The guidance prescribes that the basis of the assets acquired and liabilities assumed be recorded at fair value to reflect the purchase price. Periods after the 2012 Change in Control Transaction are not comparable to prior periods primarily due to significant additional stock-based compensation and transaction costs incurred by TransUnion Corp. predecessor and the additional amortization of intangibles in the Successor period resulting from the fair value adjustments of the assets acquired and liabilities assumed and the additional interest on the notes issued in connection with the transaction. In addition, the Predecessor incurred significant stock-based compensation and acquisition costs related to the 2012 Change in Control Transaction.



							Change
	Twelve months ended December 31,						2013 vs. 2012					2012 vs. 2011
(dollars in millions)	2013		2012		2011		$			%		$			%
Revenue	$	1,183.2	$	1,140.0	$	1,024.0	$	43.2		3.8	%	$	116.0		11.3	%
Reconciliation of operating income to Adjusted Operating Income:
Operating income	169.2		141.0		252.7		28.2			20.0	%	(111.7		)	(44.2	)%
Adjustments⁽¹⁾	8.0		90.7		6.3		(82.7		)	(91.2	)%	84.4			nm
Adjusted Operating Income⁽²⁾	$	177.2	$	231.7	$	259.0	$	(54.5	)	(23.5	)%	$	(27.3	)	(10.5	)%
Reconciliation of net income (loss) attributable to the Company to Adjusted EBITDA:

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