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D&B – Business Information Report
88-411-4609

050509
DUN & BRADSTREET CORPORATION
         COPYRIGHT 2005 DUN & BRADSTREET INC.
         ALL RIGHTS RESERVED



              *IN DATE*                Statement Date: MAR 31 2005




     DUNS: 88-411-4609           DATE PRINTED             SUMMARY
DUN & BRADSTREET CORPORATION,    MAY 25 2005          RATING    --
THE
  +D&B                           HOLDING COMPANY      STARTED   1841
                                 FOR COMMERCIAL       SALES F   $1,414,000,000
103 JFK PARKWAY                  INFORMATION          WORTH F   $50,300,000
AND BRANCH(ES) OR DIVISION(S)    SERVICES             EMPLOYS   4,700(65 HERE)
SHORT HILLS NJ 07078             SIC NO.              HISTORY   CLEAR
     TEL: 973 921-5500           73 23




CHIEF EXECUTIVE: STEVEN W ALESIO, CEO-PRES+




===============================================================================

SPECIAL EVENTS
05/09/05       ANNOUNCED OFFICER CHANGE: Effective May 6, 2005, Mr. Tasos
         Konidaris, who joined the Company on March 7, 2005, as Leader, Finance
         Operations, has assumed the additional role of the Company's Principal
         Accounting Officer. Mr. Konidaris will be a member of the Company's
         Finance & Strategy Leadership Team and will report directly to the
         Company's Chief Financial Officer (CFO).
               Also effective May 6, 2005, Ms. Mary Jane Raymond, the Company's
         former Principal Accounting Officer, assumed the newly established
         position at the Company of Leader of Corporate Risk Management. In
         this new role, Ms. Raymond will be responsible for leading the Company
         in proactively identifying and mitigating strategic, operational and
         financial risks across the entire business. Ms. Raymond will continue
         as a member of the Company's Finance & Strategy Leadership Team and
         will report directly to the CFO.
05/04/05       ANNOUNCED OFFICER CHANGE: On May 4, 2005, D&B announced that
         Gregory E Nordal, Leader - International, will leave the Company by
         the end of June.
               Effective immediately, Steven W Alesio, CEO & President of D&B
         will oversee the leadership of D&B's International business while the
         Company conducts a search for a replacement for Mr. Nordal.
04/26/05       EARNINGS UPDATE: Total Revenue for the quarter ended Mar. 31,
         2005 was $341.3 million and Net Income was $52.1 million, compared to
Total Revenue of $343.4 million and Net Income of $49.8 million for
         the quarter ended Mar. 31, 2004.
03/14/05      BOARD OF DIRECTORS UPDATE: According to a Form 8-K filed with
         the SEC on March 2, 2005, D&B has announced that Michael J. Winkler,
         executive vice president, Customer Solutions Group and chief marketing
         officer at HP (NYSE:HPQ) (Nasdaq:HPQ) has been elected to D&B's board
         of directors, effective March 17, 2005.
              On Jan 3 2005, D&B announced that Steven W. Alesio has succeeded
         Allan Z. Loren as the Company's chief executive officer. Loren will
         remain chairman of the board until May, at which time he will step
         down from the board and Alesio will become chairman. This announcement
         marks the conclusion of the first phase of the succession plan
         outlined last May when Loren announced his intention to retire from
         D&B in May 2005.

===============================================================================
                     * * *     CUSTOMER SERVICE   * * *
===============================================================================
If you need any additional information or have any questions, please call the
D&B Online Customer Service Center at 1-800-223-1026.

===============================================================================
                     * * *     SUMMARY ANALYSIS   * * *
===============================================================================
The Summary Analysis section reflects information in D&B's file as of
May 23, 2005.

RATING SUMMARY . . . .

     The absence of a Rating (--) indicates that the information available to
     D&B does not permit us to assign a Rating to this business. In this
     case, no Rating was assigned because of D&B's assessment of the
     company's business experience and its management's experience.

     Below is an overview of the company's D&B Rating(s) since 09/29/00:

                   RATING                     DATE APPLIED
                   ------                     ------------
                     --                         09/29/00

===============================================================================
                     * * *     PAYMENT SUMMARY   * * *
===============================================================================
The Payment Summary section reflects payment information in D&B's file as of
the date of this report.

                     The PAYDEX for this company is 62.

This PAYDEX score indicates that payments to suppliers average 21 days beyond
terms, weighted by dollar amounts. When dollar amounts are not considered,
approximately 81% of the company's payments are within terms.

Below is an overview of the company's dollar-weighted payments, segmented by
its suppliers' primary industries:

                                     TOTAL     LARGEST    %       DAYS SLOW
                         TOTAL      DOLLAR       HIGH    W/IN
                         RCV'D      AMOUNTS     CREDIT TERMS <31 31-60 61-90 91+
                         ----- -------------- ---------- ---- --- ----- ----- ---
#         $           $         %    %    %        %       %

Total in D&B's file          13        11,000       5,000

Payment By Industry:

 1   Help supply service      6        10,000       5,000    30   70       -        -    -
 2   Nonclassified            4           850         500   100    -       -        -    -
 3   Executive office         1           100         100   100    -       -        -    -
 4   Misc general gov't       1            50          50   100    -       -        -    -
 5   Misc business service    1             0           0     -    -       -        -    -

Other Payment Categories:

 Cash experiences             0              0          0
 Payment record unknown       0              0          0
 Unfavorable comments         0              0          0
 Placed for collection
        with D&B              0              0
        other                 0            N/A

The highest "Now Owes" on file is $ 0
The highest "Past Due" on file is $ 0

D&B receives nearly 400 million payment experiences each year. We enter these
new and updated experiences into D&B Reports as this information is received.

===============================================================================

PAYMENTS    (Amounts may be rounded to nearest figure in prescribed ranges)

     Antic - Anticipated (Payments received prior to date of invoice)
     Disc - Discounted (Payments received within trade discount period)
     Ppt   - Prompt      (Payments received within terms granted)

REPORTED PAYING                HIGH     NOW      PAST   SELLING                LAST SALE
         RECORD               CREDIT    OWES      DUE    TERMS                  WITHIN

04/05      Ppt                                                           2-3 Mos
           Ppt                 1000      -0-      -0-                    2-3 Mos
           Ppt                  100                                      2-3 Mos
           Ppt-Slow 30         1000      -0-      -0-                    1 Mo
           Ppt-Slow 30         1000      -0-      -0-                    4-5 Mos
           Ppt-Slow 30         1000      -0-      -0-                    2-3 Mos
           Ppt-Slow 30         1000      -0-      -0-                    2-3 Mos
           Slow 30             5000      -0-      -0-                    4-5 Mos
           (009)                 50                                      4-5 Mos
             Satisfactory.
03/05      Ppt                  500      -0-      -0-                    6-12 Mos
           Ppt                  250      -0-      -0-                    4-5 Mos
           Ppt                  100      -0-      -0-                    1 Mo
12/04      Ppt                           -0-                             1 Mo
               * Payment experiences reflect how bills are met in relation to the
           terms granted. In some instances payment beyond terms can be the
           result of disputes over merchandise, skipped invoices etc.
               * Each experience shown represents a separate account reported by a
           supplier. Updated trade experiences replace those previously
           reported.
===============================================================================

STATEMENT UPDATE
05/05/05       Interim Consolidated statement dated MAR 31 2005:
         Cash              $   295,400,000   Accts Pay         $    32,500,000
         Accts Rec             378,600,000   Short Term Debt       299,900,000
         Mktble Securities      34,400,000   Accruals               66,500,000
         Other Receivables       8,100,000   Deferred Revenue      456,800,000
         Deferred Income                     Other Curr Liabs      146,300,000
         Tax                    16,000,000
         Other Curr Assets      16,700,000
                           ---------------                     ---------------
           Curr Assets         749,200,000     Curr Liabs        1,002,000,000
         Fixt & Equip           51,300,000   Pension & Post
         Prepaid Pension                     Retirement
         Costs                 462,200,000   Benefits              466,900,000
         Computer Software      28,400,000   L.T. Liab-Other       102,300,000
         Goodwill              215,700,000   COMMON STOCK              800,000
         Deferred Income                     ADDIT. PD.-IN CAP     188,700,000
         Tax                    61,600,000   TREASURY STOCK      (597,500,000)
         Other Assets           53,100,000   RETAINED EARNINGS     722,400,000
                                             OTHER ADJUSTMENTS (264,100,000)
                           ---------------                     ---------------
           Total Assets      1,621,500,000     Total             1,621,500,000
               From JAN 01 2005 to MAR 31 2005 sales $341,300,000; Operating
         Costs $269,300,000. Operating income $72,000,000; other income
         $3,500,000; other expenses $5,500,000; net income before taxes
         $70,000,000; Provision for Income Taxes (18,100,000). Equity in Net
         Inc of Affil $200,000.
               Statement obtained from March 31, 2005 Form 10-Q. Prepared from
         books without audit.
                                         --0--

===============================================================================

FINANCE
03/14/05                               Fiscal            Fiscal            Fiscal
                                 Consolidated     Consolidated       Consolidated
                                  Dec 31 2002      Dec 31 2003        Dec 31 2004
           Curr Assets            614,200,000      730,800,000        762,100,000
           Curr Liabs             718,100,000      735,900,000        713,600,000
           Current Ratio                 0.86              0.99              1.07
           Working Capital     (103,900,000)       (5,100,000)         48,500,000
           Other Assets           913,500,000      893,900,000        873,400,000
           Worth                 (18,800,000)       48,400,000         54,200,000
           Sales               1,275,600,000     1,386,400,000      1,414,000,000
           Long Term Liab         828,400,000      840,400,000        867,700,000
           Net Profit (Loss)      143,400,000      174,500,000        211,800,000
                 Fiscal Consolidated statement dated DEC 31 2004:
           Cash                $    252,900,000 Accts Pay           $    51,200,000
           Accts Rec                382,100,000 Accruals                133,000,000
           Mktble Securities         82,600,000 Deferred Revenue        388,600,000
           Other Receivables         16,800,000 Other Curr Liabs        140,800,000
           Deferred Income
           Tax                       15,900,000
           Other Curr Assets         11,800,000
                               ---------------                      ---------------
             Curr Assets            762,100,000   Curr Liabs            713,600,000
           Fixt & Equip              51,200,000 Long Term Debt          300,000,000
           Prepaid Pension                      Pension &
           Costs                    455,300,000 Postretirement
Computer Software         32,400,000   Benefits                468,000,000
Goodwill                 217,000,000   L.T. Liab-Other          99,700,000
Deferred Income                        COMMON STOCK                800,000
Tax                       60,900,000   ADDIT. PD.-IN CAP       198,200,000
Other Assets              56,600,000   ADJUSTMENTS           (257,500,000)
                                       RETAINED EARNINGS       670,300,000
                                       TREASURY STOCK        (557,600,000)
                   ---------------                         ---------------
  Total Assets       1,635,500,000    Total                  1,635,500,000
     From JAN 01 2004 to DEC 31 2004 annual sales
$1,414,000,000. Operating expenses $1,095,200,000. Operating income
$318,800,000; other income $40,900,000; other expenses
$18,900,000; net income before taxes $340,800,000; Federal income tax
$129,200,000. Net income $211,800,000. Equity In Net Income of
Affils $200,000. Retained earnings at start $458,500,000. Net income
$211,800,000; retained earnings at end $670,300,000.

       Prepared from statement(s) by Accountant: PricewaterhouseCoopers
LLP.
     ACCOUNTANTS OPINION: A review of the accountant's opinion
indicates the financial statements meet generally accepted accounting
principles and that the audit contains no qualifications.
                               --0--
     Accounts receivable shown net less $19,400,000 allowance. Fixed
assets shown net less $202,500,000 depreciation.
     .            ...... BALANCE SHEET EXPLANATIONS ......           .
     The net worth of this company includes intangibles.
     LONG TERM DEBT: Consists of long term notes maturing in Mar 2006
and other liabilities.
     SUMMARY OF STATEMENT OF CASH FLOWS (fiscal year ended Dec 31
2004): Cash provided by (used in) operating activities was
$267,600,000; cash provided by (used by) investing activities was
$(39,200,000); and cash provided by (used by) financing activities was
$(233,500,000). The effect of exchange rate changes on cash and cash
equivalents was $19,000,000. Cash and cash equivalents increased
$13,900,000 during fiscal year 2004.
     RESULTS OF OPERATIONS: Total revenue increased $27.6 million, or
2% (1% decrease before the effect of foreign exchange), in 2004 from
2003, reflecting an increase of $120.8 million, or 10% (8% increase
before the effect of foreign exchange) in core revenue and a $93.2
million decrease as a result of the company's divested businesses. The
impact of the company's acquisitions of Hoovers, Inc., in the first
quarter of 2003 and the Italian real estate data companies in the
second quarter of 2003 contributed one percentage point of core
revenue growth in 2004. Operating expenses decreased $29.4 million,
or 7%, in 2004 from 2003. Selling and administrative expenses
increased $32.1 million, or 6%, in 2004 from 2003. Depreciation and
amortization decreased $16.7 million, or 26%, in 2004 from 2003 and
$20.2 million, or 24%, in 2003 from 2002. During 2004, the company
recorded $32.0 million of restructuring charges in connection with the
Financial Flexibility Program announced in February 2004. Interest
income increased $4.2 million, or 100%, in 2004 from 2003, primarily
due to higher investment balances in cash and marketable securities,
as well as higher interest rates. Basic EPS and diluted EPS increased
27% and 26%, respectively, in 2004 compared with 2003, reflecting a 4%
reduction in the weighted average number of shares outstanding and a
21% increase in net income.
     Management believes that cash flows generated from operations and
supplemented as needed with readily available financing in the
commercial paper markets are sufficient to meet the company's
short-term and long-term needs, including the cash cost of its
restructuring charges, transition costs, contractual obligations and
contingencies, excluding legal matters identified for which the
exposures are not estimable. The company has the ability to access the
         commercial paper market from time to time to fund working capital
         needs and share repurchases if needed. Such borrowings would be
         supported by its bank credit facilities.
              The Dun & Bradstreet Corporation prepares business information
         reports as part of company operations. It is D&B's policy not to
         prepare complete business information reports on the individual
         operating companies, but instead provide background and operational
         details on the companies and their principal executives.

===============================================================================

PUBLIC FILINGS

         The following data is for information purposes only and is not the
         official record. Certified copies can only be obtained from the
         official source.

-------------------------------------------------------------------------------
                           * * * UCC FILING(S) * * *
-------------------------------------------------------------------------------
COLLATERAL: Leased Inventory including proceeds and products
FILING NO: 1979546                            DATE FILED:            06/08/2000
TYPE:       Original                          LATEST INFO RECEIVED: 06/29/2000
SEC. PARTY: PITNEY BOWES CREDIT CORPORATION, FILED WITH: SECRETARY OF
            SHELTON, CT                                   STATE/UCC DIVISION,
DEBTOR:     THE DUNN & BRADSTREET                         NJ
            CORPORATION
-------------------------------------------------------------------------------
COLLATERAL: Leased Inventory including proceeds and products
FILING NO: 1967998                            DATE FILED:            04/13/2000
TYPE:       Original                          LATEST INFO RECEIVED: 05/12/2000
SEC. PARTY: PITNEY BOWES CREDIT CORPORATION, FILED WITH: SECRETARY OF
            SHELTON, CT                                   STATE/UCC DIVISION,
DEBTOR:     THE DUN & BRADSTREET CORPORATION              NJ
-------------------------------------------------------------------------------
COLLATERAL: Leased Equipment and proceeds - Leased Computer equipment and
            proceeds
FILING NO: 2100770 1                          DATE FILED:            04/01/2002
TYPE:       Original                          LATEST INFO RECEIVED: 06/17/2002
SEC. PARTY: IBM CREDIT CORPORATION, ARMONK,   FILED WITH: SECRETARY OF
            NY                                            STATE/UCC DIVISION,
DEBTOR:     DUN & BRADSTREET, INC.                        DE
-------------------------------------------------------------------------------
COLLATERAL: Leased Computer equipment and proceeds
FILING NO: 1957677                            DATE FILED:            02/16/2000
TYPE:       Original                          LATEST INFO RECEIVED: 03/20/2000
SEC. PARTY: FORSYTHE/MCARTHUR ASSOCIATES,     FILED WITH: SECRETARY OF
            INC., SKOKIE, IL                              STATE/UCC DIVISION,
ASSIGNEE:   MELLON US LEASING, SAN FRANCISCO              NJ
            CA
DEBTOR:     DUN & BRADSTREET, INC.
-------------------------------------------------------------------------------
COLLATERAL: Leased Computer equipment and proceeds
FILING NO: 1832199                            DATE FILED:            04/22/1998
TYPE:       Original                          LATEST INFO RECEIVED: 05/19/1998
SEC. PARTY: OCE' PRINTING SYSTEMS USA, INC., FILED WITH: SECRETARY OF
            BOCA RATON, FL                                STATE/UCC DIVISION,
DEBTOR:     THE DUN & BRADSTREET CORPORATION              NJ
-------------------------------------------------------------------------------
COLLATERAL: Leased Communications equipment and proceeds - Leased Equipment and
            proceeds - Leased Computer equipment and proceeds
FILING NO: 1830134                            DATE FILED:            04/08/1998
TYPE:       Original                          LATEST INFO RECEIVED: 05/04/1998
SEC. PARTY: HEWLETT-PACKARD COMPANY, ATLANTA FILED WITH: SECRETARY OF
            GA                                            STATE/UCC DIVISION,
            FINANCE & REMARKETING SUMMIT                  NJ
            BLVD, ATLANTA, GA
DEBTOR:     DUN & BRADSTREET CORPORATION
-------------------------------------------------------------------------------
COLLATERAL: Leased Computer equipment and proceeds
FILING NO: 98068163                           DATE FILED:            04/07/1998
TYPE:       Original                          LATEST INFO RECEIVED: 05/04/1998
SEC. PARTY: MARQUETTE NATIONAL BANK,          FILED WITH: SECRETARY OF
            BRIDGEVIEW, IL                                STATE/UCC DIVISION,
DEBTOR:     DUN & BRADSTREET CORPORATION                  TX
-------------------------------------------------------------------------------
COLLATERAL: Leased Computer equipment and proceeds
FILING NO: 28771788                           DATE FILED:            04/07/1998
TYPE:       Original                          LATEST INFO RECEIVED: 05/07/1998
ASSIGNEE:   MARQUETTE NATIONAL BANK,          FILED WITH: SECRETARY OF
            BRIDGEVIEW, IL                                STATE/UCC DIVISION,
DEBTOR:     DUN & BRADSTREET CORPORATION                  PA

This data is for informational purposes only and is not an official record.
Certified copies may be obtained from the Pennsylvania Department of State.
-------------------------------------------------------------------------------
COLLATERAL: Leased Communications equipment and proceeds - Leased Equipment and
            proceeds - Leased Computer equipment and proceeds
FILING NO: 1818388                            DATE FILED:            02/13/1998
TYPE:       Original                          LATEST INFO RECEIVED: 03/09/1998
SEC. PARTY: HEWLETT-PACKARD COMPANY, ATLANTA FILED WITH: SECRETARY OF
            GA                                            STATE/UCC DIVISION,
DEBTOR:     DUN & BRADSTREET CORPORATION                  NJ
-------------------------------------------------------------------------------
COLLATERAL: Leased Computer equipment
FILING NO: 2086880 6                          DATE FILED:            03/14/2002
TYPE:       Original                          LATEST INFO RECEIVED: 05/07/2002
SEC. PARTY: IBM CREDIT CORPORATION, ARMONK,   FILED WITH: SECRETARY OF
            NY                                            STATE/UCC DIVISION,
DEBTOR:     DUN & BRADSTREET, INC.                        DE
-------------------------------------------------------------------------------

          There are additional UCC's in D&B's file on this company
          available by contacting 1-800-223-1026.

          The public record items contained in this report may have been
          paid, terminated, vacated or released prior to the date this
          report was printed.

===============================================================================

BANKING
               MAR 2005: During the third quarter of 2004, the company entered
          into a new multi-year credit agreement, which will expire in September
          2009, and terminated its previous multi-year and 364-day credit
          agreement. The aggregate availability under the new facility is $300
          million, while the aggregate availability under the terminated
          facilities was $275 million ($175 million under the multi-year
          facility and $100 million under the 364-day facility). At December 31,
          2004, the company had a total of $300 million of bank credit
          facilities available at prevailing short-term interest rates, which
          will expire in September 2009. These facilities also support its
commercial paper borrowings up to $300 million.
                The company has not drawn on the facilities and it did not have
           any borrowings outstanding under these facilities at December 31, 2004
           and 2003. The company also did not borrow under its commercial paper
           program in 2004. The facility requires the maintenance of interest
           coverage and total debt to EBITDA ratios (each as defined in the
           agreement). The company was in compliance with these requirements at
           December 31, 2004 and 2003.
                At December 31, 2004 and 2003, certain of the company's
           international operations also had non-committed lines of credit of
           $5.9 million and $8.0 million, respectively. The company had no
           borrowings outstanding under these lines of credit as of December 31,
           2004 and 2003. These arrangements have no material commitment fees or
           compensating balance requirements.

===============================================================================

HISTORY
05/09/05
           STEVEN W ALESIO, CEO-PRES+         ALLAN Z LOREN, CHB+
           DAVID J LEWINTER, GENERAL          SARA MATHEW, CFO & LEADER
           COUNSEL & CORPORATE SEC            STRATEGY
           GREGORY E NORDAL, LEADER,          MICHAEL PEPE, LEADER, U S
           INTERNATIONAL                      CUSTOMERS
           PATRICIA A CLIFFORD, LEADER, HR,   LARRY KUTSCHER, LEADER, SMALL &
           WINNING CULTURE                    MID-SIZE BUSINESS SOLS
           DAVID M SLADE, INTERIM CIO & CSO
           DIRECTOR(S): The officers identified by (+) and Ronald L Kuehn Jr,
           Victor A Pelson, Michael R Quinlan, Naomi O Seligman, Sandra E
           Peterson, John W Alden, James N Fernandez, Christopher J Coughlin and
           Michael J Winkler.

           ----------------------------------------------------------------------
                     * * * CORPORATE AND BUSINESS REGISTRATIONS * * *
                          PROVIDED BY MANAGEMENT OR OTHER SOURCE
           ----------------------------------------------------------------------
           The Corporate Details provided below may have been submitted by the
           management of the subject business and may not have been verified with
           the government agency which records such data.

           REGISTERED NAME: The Dun & Bradstreet Corporation

           CORPORATION TYPE: PROFIT                 FILING DATE: 04/25/2000
           BUSINESS TYPE: CORPORATION
           REGISTRATION ID #: 3206562

           STATE OF ORGANIZATION (INCORPORATION): DELAWARE
           DATE OF ORGANIZATION (INCORPORATION) : 04/25/2000

           WHERE FILED: SECRETARY OF STATE/CORPORATIONS DIVISION, DOVER, DE

           ----------------------------------------------------------------------

                Business started 1841.
                BACKGROUND/OWNERSHIP: In 1841 Lewis Tappan formed The Mercantile
           Agency; in 1859 The Mercantile Agency changed its name to R G Dun &
           Company. In 1849 John M Bradstreet founded John M Bradstreet Company
           in Cincinnati, OH. In 1855 the company moved to New York as the John
           M Bradstreet & Sons Improved Mercantile Agency. In 1933 the two
           companies merged to form The R G Dun-Bradstreet Corporation. In 1939 R
G Dun-Bradstreet became Dun & Bradstreet, Inc. In 1973 The Dun &
         Bradstreet Corporation (originally incorporated as Dun & Bradstreet
         Companies, Inc) became the holding company of Dun & Bradstreet, Inc
         and its subsidiaries.
              STRATEGIC RESTRUCTURING: On Jan 9 1996, D&B announced a plan to
         reorganize D&B into three publicly traded businesses that would focus
         on financial information services (D&B); high growth information
         markets (Cognizant Corporation); and consumer-product market research
         (AC Nielsen Corporation).
              Effective Nov 1 1996, The Dun & Bradstreet Corporation (D&B)
         completed the reorganization by spinning off its recently formed
         wholly-owned subsidiaries, Cognizant Corporation and AC Nielsen
         Corporation, to its shareholders. In connection therewith, each
         holder of D&B common stock received as a dividend one share of common
         stock of Cognizant common stock for every share of D&B common stock
         held and one share of AC Nielsen common stock for every three shares
         of D&B common stock held. As a result Cognizant Corporation and AC
         Nielsen Corporation became independent publicly traded companies.
              Effective Jun 30 1998, The Dun & Bradstreet Corporation completed
         another restructuring by separating into two publicly traded
         independent companies, The Dun & Bradstreet Corporation and the Reuben
         H. Donnelley Corporation. In connection therewith, for each share of
         stock held in the former Dun & Bradstreet Corporation, shareholders
         received one share in a new entity comprised of Moody's and the D&B
         operating company. The new entity is known as The Dun & Bradstreet
         Corporation and the remaining entity is known as The Reuben H.
         Donnelley Corporation and consists of Reuben H. Donnelley, the
         operating company, and the DonTech partnership.
              The current Dun & Bradstreet Corporation was formed upon the
         separation of Moody's Corporation on Sep 30 2000. The separation was
         accomplished through a tax-free distribution to shareholders of The
         Dun & Bradstreet Corporation of all of the shares of common stock of a
         newly formed, wholly owned subsidiary corporation named the New D & B
         Corp comprising the business of the D&B operating company. In
         connection with the distribution, The Dun & Bradstreet Corporation
         completed an internal reorganization so that, at the time of the
         distribution, the business of the New D&B consisted solely of the
         business of supplying business, purchasing, credit and marketing
         information products and services as well as receivable management
         services and the business of The Dun & Bradstreet Corporation
         consisted solely of the business of providing ratings and related
         research and risk management services (the "Moody's Business"). At
         the time of the distribution, The Dun & Bradstreet Corporation was
         renamed "Moody's Corporation" and New D&B succeeded to the name "The
         Dun & Bradstreet Corporation". In 2001, the company sold its
         Receivable Management Services business.
               This is a publicly held company. Shares are traded on the New
         York Stock Exchange under the Symbol "DNB". The company had 3,817
         shareholders of record at December 31, 2004. As of Dec 31 2004, there
         were 81,945,520 shares of common stock outstanding. At Mar 14 2005,
         the beneficial owners of 5% or more of the company's common stock were
         as follows: Davis Selected Advisers LP, Tucson, AZ - 14.93%; Harris
         Associates LP and its general partner, Harris Associates Inc, Chicago,
         IL - 7.72%; and Harris Associates Investment Trust, Chicago, IL -
         5.73. The officers and directors as a group beneficially owned 3.81%
         of the company's common stock.

              STEVEN W ALESIO. Area of responsibility is Chief Executive
         Officer, President. 2000 to present active here. In May 2005, he
         will become Chairman of the Board as Allan Z. Loren, the current

Chairman transitions into retirement. 1981-2000 employed by American
         Express, most recently president and general manager of the business
services group, part of that company's planning & policy committee.
Graduated from Saint Francis College in Pennsylvania. Received an MBA
from the University of Pennsylvania, Wharton.
     ALLAN Z LOREN. Area of responsibility is Chairman of the Board.
May 2000-present active here. Mr. Loren is expected to remain as
Chairman of the Board through May 30, 2005, at which time he will
retire from the Company and its Board of Directors. 1994-May 2000
executive vice president and CIO at American Express Company.
1991-1994 President and CEO of Galileo International. 1987-1991 Apple
Computer as CIO and president of Apple Computer U.S.A. 1971-1987 held
a variety of positions in senior management at Cigna Corporation,
including CIO and CAO.
     DAVID J LEWINTER. Area of responsibility is General Counsel &
Corporate Secretary. Before joining Dun & Bradstreet, held the
position of assistant general counsel and assistant corporate
secretary at Philip Morris Companies Inc. Prior to that, active as an
attorney with Becton Dickinson & Company from 1990 to 1995. Graduated
in 1984 from Columbia College with a BA degree. Graduated in 1987
from Columbia University School of Law with a JD degree.
     SARA MATHEW. Area of responsibility is Chief Financial Officer
and Leader, Strategy. Has 18 years with Procter & Gamble, lastly as
vice president of finance, Australia, Asia and India. Prior to here,
progressed through Procter & Gamble finance, brand management and
customer financial service roles. 1995 named assistant treasurer and
director of investor relations; 1997 became comptroller for the Paper
Products division; and 1998 named comptroller and chief financial
officer of the Global Baby Care business unit. Holds BS in Physics,
Chemistry and Mathematics from University of Madras, India, a graduate
degree in Accounting from Institute of Cost and Works Accountants,
India, and MBA in Finance and Marketing from Xavier University,
Cincinnati, OH.
     GREGORY E NORDAL. Area of responsibility is Leader,
International. Appointed senior vice president and leader of Europe
on July 22, 2003 and has been a member of the company's Global
Leadership Team since January 2003 when he was named the interim
leader of Europe and market leader of the United Kingdom. From 1997
to 2002, he was leader of D&B's Canadian business. Before joining D&B
in 1997, he was vice president of sales and marketing for CCH
Canadian, a leading provider of tax and business law information and
software. His background also includes 13 years in the healthcare
industry, where he progressed through various sales, marketing and
general management leadership positions. He received a Bachelor of
Commerce degree with honors from the University of Manitoba, Canada.
     MICHAEL PEPE. Area of responsibility is Leader, US Customers.
Joined D&B in March 2004 and is a member of the Global Leadership
Team. In addition to his leadership of U.S. Customers and U.S. Sales
teams, Mr. Pepe is responsible for D&B's DUNSRIGHT Strategy team and
U.S. DUNSRIGHT Operations organization. He joined D&B following a 17
year career with Time Warner, where he led a number of corporate
initiatives in the areas of strategic planning, new media,
organizational development and diversity. Most recently, he was
president and chief executive officer of Time Inc. International.
Earlier in his career, Mr. Pepe was president and chief operating
officer of Patient Technology Inc. He also worked at Procter & Gamble
in brand management and at Morgan Stanley & Co., Inc. in corporate
finance. He graduated with a bachelors degree from the University of
Delaware and received an M.B.A. from Harvard University.
     PATRICIA A CLIFFORD. Area of responsibility is Leader, Human
Resources, Winning Culture and Team Member Communications. 1990 to
present active here. Graduated from the University of Scranton,
Scranton, PA with a bachelors degree in management.
     LARRY KUTSCHER. Area of responsibility is Leader, Small &
Mid-Size Business Solutions. 2001 to present active here. Previously
employed by Goldman Sachs & Co, as managing director/head of marketing
and sales-wealth management. Prior to that, he was active with
American Express, most recently as senior vice president, interactive
enterprise development. His career with American Express included
vice president, new business development; director, merchant national
marketing; director, membership travel marketing and manager, small
business services, marketing. Received his MBA degree from Columbia
Business School. Received his undergraduate degree from Brown
University, majoring in political science.
     DAVID M SLADE. Area of responsibility is Interim Chief
Information Officer & Chief Security Officer. Joined D&B in September
2004 as Leader, Global Information Security. Appointed to serve as
Chief Information Officer and Global Leadership Team member on an
interim basis in January 2005. He joined D&B from Honeywell
International where he was Senior Director of Global IT Security &
Systems Assurance. Prior to Honeywell, he was Director of Corporate
Computer and Network Security at Lucent Technologies.
     OUTSIDE DIRECTORS:
     JOHN W ALDEN. Retired Vice Chairman, United Parcel Service, Inc.
(Express Package Carrier Company).
     CHRISTOPHER J COUGHLIN. Executive Vice President and Chief
Financial Officer Tyco International Ltd.
     JAMES N FERNANDEZ. Executive Vice President & Chief Financial
Officer, Tiffany & Co. (Retail Jeweler).
     RONALD L KUEHN, JR. Chairman of the Board, El Paso Corporation
(Diversified Energy Company).
     VICTOR A PELSON. Senior Advisor, UBS Securities LLC (Investment
Banking Firm).
     SANDRA A PETERSON. Former Group President, Government, Medco
Health Solutions, Inc. (Pharmacy Benefits Manager Company).
     MICHAEL R QUINLAN. Chairman Emeritus, McDonald's Corporation
(Global Food Service Retailer).
     NAOMI O SELIGMAN. Senior Partner, Ostriker von Simson
(Consultants on Information Technology).
     MICHAEL J WINKLER. Executive Vice President, Customer Solutions
Group and Chief Marketing Officer at Hewlett-Packard Company.
     ...........RECENT EVENTS............
     In Oct 2004, D&B completed the sale of its operations in the
Iberian market (Spain and Portugal) to Informa S.A., a leading
provider of business information in Spain, which was previously
announced on July 19, 2004. The proceeds from the deal are expected to
be approximately $14 million, subject to adjustments. In addition,
D&B announced it completed the sale of its business in France to Base
D'Informations Legales Holding S.A.S. (Bil Holding), a major business
information provider to the French market, which was previously
announced on Sept. 8, 2004. The proceeds of this transaction are
expected to be approximately $30 million, subject to adjustments.
     In May 2004, the company completed the sale of its operations in
Germany, Austria, Switzerland, Poland, Hungary and the Czech Republic
to Bonnier Affarsinformation Holding AB (Bonnier Business Information)
for proceeds of approximately $24 million.
     In Dec 2003, the Company completed the sale of D&B's operations
in Sweden, Denmark, Norway and Finland to Bonnier Affarsinformation
Holding AB (Bonnier Business Information), which was previously
announced on Oct. 9, 2003. The sale price was approximately $42
million.
     During the second quarter of 2003, the company paid $6.2 million
to acquire controlling interests in three privately held Italian real
estate data companies: 100% interest in Italservice Bologna S.r.l. and
Datanet S.r.l. and a 51% interest in RDS S.r.l. In addition, we paid
$1.9 million to acquire 17.5% of RIBES S.p.A., a leading provider of
business information to Italian banks.
     During the first quarter of 2003, the company acquired Hoovers,
Inc. with cash on hand. The transaction was valued at $7.00 per share
         in cash, for a total of $119.4 million.

===============================================================================

OPERATION
05/09/05      Through its subsidiaries the Company operates as a global
         provider of business information and tools and insight. D&B's
         proprietary DUNSRight quality process provides customers with quality
         business information. This quality information is the foundation of
         D&B's solutions that customers rely on to make critical business
         decisions. Customers use D&B Risk Management Solutions to mitigate
         credit risk, increase cash flow and drive increased profitability; D&B
         Sales & Marketing Solutions to increase revenue from new and existing
         customers; D&B Supply Management Solutions to identify purchasing
         savings and manage purchasing risk and improve compliance within their
         supply base; and D&B's E-Business Solutions to help customers convert
         prospects to clients faster. The company reports its business
         globally through two business segments: North America (consists of
         operations in the United States and Canada), and International
         (consists of operations in Europe, Asia Pacific, and Latin America).
              Revenues are generated through the subsidiaries.
              EMPLOYEES: 4,700 which includes officer(s). 65 employed here.
              FACILITIES: Leases 123,000 sq. ft. in a multi story building.
              LOCATION: Suburban business section on well traveled street.
              SUBSIDIARIES: This business has multiple subsidiaries, detailed
         information is available in D&B's linkage or family tree products.
         05-25(7ZF   /000)        99999                    001186186    H

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Dnb2 ibi rex (1)

  • 1. D&B – Business Information Report 88-411-4609 050509 DUN & BRADSTREET CORPORATION COPYRIGHT 2005 DUN & BRADSTREET INC. ALL RIGHTS RESERVED *IN DATE* Statement Date: MAR 31 2005 DUNS: 88-411-4609 DATE PRINTED SUMMARY DUN & BRADSTREET CORPORATION, MAY 25 2005 RATING -- THE +D&B HOLDING COMPANY STARTED 1841 FOR COMMERCIAL SALES F $1,414,000,000 103 JFK PARKWAY INFORMATION WORTH F $50,300,000 AND BRANCH(ES) OR DIVISION(S) SERVICES EMPLOYS 4,700(65 HERE) SHORT HILLS NJ 07078 SIC NO. HISTORY CLEAR TEL: 973 921-5500 73 23 CHIEF EXECUTIVE: STEVEN W ALESIO, CEO-PRES+ =============================================================================== SPECIAL EVENTS 05/09/05 ANNOUNCED OFFICER CHANGE: Effective May 6, 2005, Mr. Tasos Konidaris, who joined the Company on March 7, 2005, as Leader, Finance Operations, has assumed the additional role of the Company's Principal Accounting Officer. Mr. Konidaris will be a member of the Company's Finance & Strategy Leadership Team and will report directly to the Company's Chief Financial Officer (CFO). Also effective May 6, 2005, Ms. Mary Jane Raymond, the Company's former Principal Accounting Officer, assumed the newly established position at the Company of Leader of Corporate Risk Management. In this new role, Ms. Raymond will be responsible for leading the Company in proactively identifying and mitigating strategic, operational and financial risks across the entire business. Ms. Raymond will continue as a member of the Company's Finance & Strategy Leadership Team and will report directly to the CFO. 05/04/05 ANNOUNCED OFFICER CHANGE: On May 4, 2005, D&B announced that Gregory E Nordal, Leader - International, will leave the Company by the end of June. Effective immediately, Steven W Alesio, CEO & President of D&B will oversee the leadership of D&B's International business while the Company conducts a search for a replacement for Mr. Nordal. 04/26/05 EARNINGS UPDATE: Total Revenue for the quarter ended Mar. 31, 2005 was $341.3 million and Net Income was $52.1 million, compared to
  • 2. Total Revenue of $343.4 million and Net Income of $49.8 million for the quarter ended Mar. 31, 2004. 03/14/05 BOARD OF DIRECTORS UPDATE: According to a Form 8-K filed with the SEC on March 2, 2005, D&B has announced that Michael J. Winkler, executive vice president, Customer Solutions Group and chief marketing officer at HP (NYSE:HPQ) (Nasdaq:HPQ) has been elected to D&B's board of directors, effective March 17, 2005. On Jan 3 2005, D&B announced that Steven W. Alesio has succeeded Allan Z. Loren as the Company's chief executive officer. Loren will remain chairman of the board until May, at which time he will step down from the board and Alesio will become chairman. This announcement marks the conclusion of the first phase of the succession plan outlined last May when Loren announced his intention to retire from D&B in May 2005. =============================================================================== * * * CUSTOMER SERVICE * * * =============================================================================== If you need any additional information or have any questions, please call the D&B Online Customer Service Center at 1-800-223-1026. =============================================================================== * * * SUMMARY ANALYSIS * * * =============================================================================== The Summary Analysis section reflects information in D&B's file as of May 23, 2005. RATING SUMMARY . . . . The absence of a Rating (--) indicates that the information available to D&B does not permit us to assign a Rating to this business. In this case, no Rating was assigned because of D&B's assessment of the company's business experience and its management's experience. Below is an overview of the company's D&B Rating(s) since 09/29/00: RATING DATE APPLIED ------ ------------ -- 09/29/00 =============================================================================== * * * PAYMENT SUMMARY * * * =============================================================================== The Payment Summary section reflects payment information in D&B's file as of the date of this report. The PAYDEX for this company is 62. This PAYDEX score indicates that payments to suppliers average 21 days beyond terms, weighted by dollar amounts. When dollar amounts are not considered, approximately 81% of the company's payments are within terms. Below is an overview of the company's dollar-weighted payments, segmented by its suppliers' primary industries: TOTAL LARGEST % DAYS SLOW TOTAL DOLLAR HIGH W/IN RCV'D AMOUNTS CREDIT TERMS <31 31-60 61-90 91+ ----- -------------- ---------- ---- --- ----- ----- ---
  • 3. # $ $ % % % % % Total in D&B's file 13 11,000 5,000 Payment By Industry: 1 Help supply service 6 10,000 5,000 30 70 - - - 2 Nonclassified 4 850 500 100 - - - - 3 Executive office 1 100 100 100 - - - - 4 Misc general gov't 1 50 50 100 - - - - 5 Misc business service 1 0 0 - - - - - Other Payment Categories: Cash experiences 0 0 0 Payment record unknown 0 0 0 Unfavorable comments 0 0 0 Placed for collection with D&B 0 0 other 0 N/A The highest "Now Owes" on file is $ 0 The highest "Past Due" on file is $ 0 D&B receives nearly 400 million payment experiences each year. We enter these new and updated experiences into D&B Reports as this information is received. =============================================================================== PAYMENTS (Amounts may be rounded to nearest figure in prescribed ranges) Antic - Anticipated (Payments received prior to date of invoice) Disc - Discounted (Payments received within trade discount period) Ppt - Prompt (Payments received within terms granted) REPORTED PAYING HIGH NOW PAST SELLING LAST SALE RECORD CREDIT OWES DUE TERMS WITHIN 04/05 Ppt 2-3 Mos Ppt 1000 -0- -0- 2-3 Mos Ppt 100 2-3 Mos Ppt-Slow 30 1000 -0- -0- 1 Mo Ppt-Slow 30 1000 -0- -0- 4-5 Mos Ppt-Slow 30 1000 -0- -0- 2-3 Mos Ppt-Slow 30 1000 -0- -0- 2-3 Mos Slow 30 5000 -0- -0- 4-5 Mos (009) 50 4-5 Mos Satisfactory. 03/05 Ppt 500 -0- -0- 6-12 Mos Ppt 250 -0- -0- 4-5 Mos Ppt 100 -0- -0- 1 Mo 12/04 Ppt -0- 1 Mo * Payment experiences reflect how bills are met in relation to the terms granted. In some instances payment beyond terms can be the result of disputes over merchandise, skipped invoices etc. * Each experience shown represents a separate account reported by a supplier. Updated trade experiences replace those previously reported.
  • 4. =============================================================================== STATEMENT UPDATE 05/05/05 Interim Consolidated statement dated MAR 31 2005: Cash $ 295,400,000 Accts Pay $ 32,500,000 Accts Rec 378,600,000 Short Term Debt 299,900,000 Mktble Securities 34,400,000 Accruals 66,500,000 Other Receivables 8,100,000 Deferred Revenue 456,800,000 Deferred Income Other Curr Liabs 146,300,000 Tax 16,000,000 Other Curr Assets 16,700,000 --------------- --------------- Curr Assets 749,200,000 Curr Liabs 1,002,000,000 Fixt & Equip 51,300,000 Pension & Post Prepaid Pension Retirement Costs 462,200,000 Benefits 466,900,000 Computer Software 28,400,000 L.T. Liab-Other 102,300,000 Goodwill 215,700,000 COMMON STOCK 800,000 Deferred Income ADDIT. PD.-IN CAP 188,700,000 Tax 61,600,000 TREASURY STOCK (597,500,000) Other Assets 53,100,000 RETAINED EARNINGS 722,400,000 OTHER ADJUSTMENTS (264,100,000) --------------- --------------- Total Assets 1,621,500,000 Total 1,621,500,000 From JAN 01 2005 to MAR 31 2005 sales $341,300,000; Operating Costs $269,300,000. Operating income $72,000,000; other income $3,500,000; other expenses $5,500,000; net income before taxes $70,000,000; Provision for Income Taxes (18,100,000). Equity in Net Inc of Affil $200,000. Statement obtained from March 31, 2005 Form 10-Q. Prepared from books without audit. --0-- =============================================================================== FINANCE 03/14/05 Fiscal Fiscal Fiscal Consolidated Consolidated Consolidated Dec 31 2002 Dec 31 2003 Dec 31 2004 Curr Assets 614,200,000 730,800,000 762,100,000 Curr Liabs 718,100,000 735,900,000 713,600,000 Current Ratio 0.86 0.99 1.07 Working Capital (103,900,000) (5,100,000) 48,500,000 Other Assets 913,500,000 893,900,000 873,400,000 Worth (18,800,000) 48,400,000 54,200,000 Sales 1,275,600,000 1,386,400,000 1,414,000,000 Long Term Liab 828,400,000 840,400,000 867,700,000 Net Profit (Loss) 143,400,000 174,500,000 211,800,000 Fiscal Consolidated statement dated DEC 31 2004: Cash $ 252,900,000 Accts Pay $ 51,200,000 Accts Rec 382,100,000 Accruals 133,000,000 Mktble Securities 82,600,000 Deferred Revenue 388,600,000 Other Receivables 16,800,000 Other Curr Liabs 140,800,000 Deferred Income Tax 15,900,000 Other Curr Assets 11,800,000 --------------- --------------- Curr Assets 762,100,000 Curr Liabs 713,600,000 Fixt & Equip 51,200,000 Long Term Debt 300,000,000 Prepaid Pension Pension & Costs 455,300,000 Postretirement
  • 5. Computer Software 32,400,000 Benefits 468,000,000 Goodwill 217,000,000 L.T. Liab-Other 99,700,000 Deferred Income COMMON STOCK 800,000 Tax 60,900,000 ADDIT. PD.-IN CAP 198,200,000 Other Assets 56,600,000 ADJUSTMENTS (257,500,000) RETAINED EARNINGS 670,300,000 TREASURY STOCK (557,600,000) --------------- --------------- Total Assets 1,635,500,000 Total 1,635,500,000 From JAN 01 2004 to DEC 31 2004 annual sales $1,414,000,000. Operating expenses $1,095,200,000. Operating income $318,800,000; other income $40,900,000; other expenses $18,900,000; net income before taxes $340,800,000; Federal income tax $129,200,000. Net income $211,800,000. Equity In Net Income of Affils $200,000. Retained earnings at start $458,500,000. Net income $211,800,000; retained earnings at end $670,300,000. Prepared from statement(s) by Accountant: PricewaterhouseCoopers LLP. ACCOUNTANTS OPINION: A review of the accountant's opinion indicates the financial statements meet generally accepted accounting principles and that the audit contains no qualifications. --0-- Accounts receivable shown net less $19,400,000 allowance. Fixed assets shown net less $202,500,000 depreciation. . ...... BALANCE SHEET EXPLANATIONS ...... . The net worth of this company includes intangibles. LONG TERM DEBT: Consists of long term notes maturing in Mar 2006 and other liabilities. SUMMARY OF STATEMENT OF CASH FLOWS (fiscal year ended Dec 31 2004): Cash provided by (used in) operating activities was $267,600,000; cash provided by (used by) investing activities was $(39,200,000); and cash provided by (used by) financing activities was $(233,500,000). The effect of exchange rate changes on cash and cash equivalents was $19,000,000. Cash and cash equivalents increased $13,900,000 during fiscal year 2004. RESULTS OF OPERATIONS: Total revenue increased $27.6 million, or 2% (1% decrease before the effect of foreign exchange), in 2004 from 2003, reflecting an increase of $120.8 million, or 10% (8% increase before the effect of foreign exchange) in core revenue and a $93.2 million decrease as a result of the company's divested businesses. The impact of the company's acquisitions of Hoovers, Inc., in the first quarter of 2003 and the Italian real estate data companies in the second quarter of 2003 contributed one percentage point of core revenue growth in 2004. Operating expenses decreased $29.4 million, or 7%, in 2004 from 2003. Selling and administrative expenses increased $32.1 million, or 6%, in 2004 from 2003. Depreciation and amortization decreased $16.7 million, or 26%, in 2004 from 2003 and $20.2 million, or 24%, in 2003 from 2002. During 2004, the company recorded $32.0 million of restructuring charges in connection with the Financial Flexibility Program announced in February 2004. Interest income increased $4.2 million, or 100%, in 2004 from 2003, primarily due to higher investment balances in cash and marketable securities, as well as higher interest rates. Basic EPS and diluted EPS increased 27% and 26%, respectively, in 2004 compared with 2003, reflecting a 4% reduction in the weighted average number of shares outstanding and a 21% increase in net income. Management believes that cash flows generated from operations and supplemented as needed with readily available financing in the commercial paper markets are sufficient to meet the company's short-term and long-term needs, including the cash cost of its restructuring charges, transition costs, contractual obligations and contingencies, excluding legal matters identified for which the
  • 6. exposures are not estimable. The company has the ability to access the commercial paper market from time to time to fund working capital needs and share repurchases if needed. Such borrowings would be supported by its bank credit facilities. The Dun & Bradstreet Corporation prepares business information reports as part of company operations. It is D&B's policy not to prepare complete business information reports on the individual operating companies, but instead provide background and operational details on the companies and their principal executives. =============================================================================== PUBLIC FILINGS The following data is for information purposes only and is not the official record. Certified copies can only be obtained from the official source. ------------------------------------------------------------------------------- * * * UCC FILING(S) * * * ------------------------------------------------------------------------------- COLLATERAL: Leased Inventory including proceeds and products FILING NO: 1979546 DATE FILED: 06/08/2000 TYPE: Original LATEST INFO RECEIVED: 06/29/2000 SEC. PARTY: PITNEY BOWES CREDIT CORPORATION, FILED WITH: SECRETARY OF SHELTON, CT STATE/UCC DIVISION, DEBTOR: THE DUNN & BRADSTREET NJ CORPORATION ------------------------------------------------------------------------------- COLLATERAL: Leased Inventory including proceeds and products FILING NO: 1967998 DATE FILED: 04/13/2000 TYPE: Original LATEST INFO RECEIVED: 05/12/2000 SEC. PARTY: PITNEY BOWES CREDIT CORPORATION, FILED WITH: SECRETARY OF SHELTON, CT STATE/UCC DIVISION, DEBTOR: THE DUN & BRADSTREET CORPORATION NJ ------------------------------------------------------------------------------- COLLATERAL: Leased Equipment and proceeds - Leased Computer equipment and proceeds FILING NO: 2100770 1 DATE FILED: 04/01/2002 TYPE: Original LATEST INFO RECEIVED: 06/17/2002 SEC. PARTY: IBM CREDIT CORPORATION, ARMONK, FILED WITH: SECRETARY OF NY STATE/UCC DIVISION, DEBTOR: DUN & BRADSTREET, INC. DE ------------------------------------------------------------------------------- COLLATERAL: Leased Computer equipment and proceeds FILING NO: 1957677 DATE FILED: 02/16/2000 TYPE: Original LATEST INFO RECEIVED: 03/20/2000 SEC. PARTY: FORSYTHE/MCARTHUR ASSOCIATES, FILED WITH: SECRETARY OF INC., SKOKIE, IL STATE/UCC DIVISION, ASSIGNEE: MELLON US LEASING, SAN FRANCISCO NJ CA DEBTOR: DUN & BRADSTREET, INC. ------------------------------------------------------------------------------- COLLATERAL: Leased Computer equipment and proceeds FILING NO: 1832199 DATE FILED: 04/22/1998 TYPE: Original LATEST INFO RECEIVED: 05/19/1998 SEC. PARTY: OCE' PRINTING SYSTEMS USA, INC., FILED WITH: SECRETARY OF BOCA RATON, FL STATE/UCC DIVISION, DEBTOR: THE DUN & BRADSTREET CORPORATION NJ ------------------------------------------------------------------------------- COLLATERAL: Leased Communications equipment and proceeds - Leased Equipment and proceeds - Leased Computer equipment and proceeds
  • 7. FILING NO: 1830134 DATE FILED: 04/08/1998 TYPE: Original LATEST INFO RECEIVED: 05/04/1998 SEC. PARTY: HEWLETT-PACKARD COMPANY, ATLANTA FILED WITH: SECRETARY OF GA STATE/UCC DIVISION, FINANCE & REMARKETING SUMMIT NJ BLVD, ATLANTA, GA DEBTOR: DUN & BRADSTREET CORPORATION ------------------------------------------------------------------------------- COLLATERAL: Leased Computer equipment and proceeds FILING NO: 98068163 DATE FILED: 04/07/1998 TYPE: Original LATEST INFO RECEIVED: 05/04/1998 SEC. PARTY: MARQUETTE NATIONAL BANK, FILED WITH: SECRETARY OF BRIDGEVIEW, IL STATE/UCC DIVISION, DEBTOR: DUN & BRADSTREET CORPORATION TX ------------------------------------------------------------------------------- COLLATERAL: Leased Computer equipment and proceeds FILING NO: 28771788 DATE FILED: 04/07/1998 TYPE: Original LATEST INFO RECEIVED: 05/07/1998 ASSIGNEE: MARQUETTE NATIONAL BANK, FILED WITH: SECRETARY OF BRIDGEVIEW, IL STATE/UCC DIVISION, DEBTOR: DUN & BRADSTREET CORPORATION PA This data is for informational purposes only and is not an official record. Certified copies may be obtained from the Pennsylvania Department of State. ------------------------------------------------------------------------------- COLLATERAL: Leased Communications equipment and proceeds - Leased Equipment and proceeds - Leased Computer equipment and proceeds FILING NO: 1818388 DATE FILED: 02/13/1998 TYPE: Original LATEST INFO RECEIVED: 03/09/1998 SEC. PARTY: HEWLETT-PACKARD COMPANY, ATLANTA FILED WITH: SECRETARY OF GA STATE/UCC DIVISION, DEBTOR: DUN & BRADSTREET CORPORATION NJ ------------------------------------------------------------------------------- COLLATERAL: Leased Computer equipment FILING NO: 2086880 6 DATE FILED: 03/14/2002 TYPE: Original LATEST INFO RECEIVED: 05/07/2002 SEC. PARTY: IBM CREDIT CORPORATION, ARMONK, FILED WITH: SECRETARY OF NY STATE/UCC DIVISION, DEBTOR: DUN & BRADSTREET, INC. DE ------------------------------------------------------------------------------- There are additional UCC's in D&B's file on this company available by contacting 1-800-223-1026. The public record items contained in this report may have been paid, terminated, vacated or released prior to the date this report was printed. =============================================================================== BANKING MAR 2005: During the third quarter of 2004, the company entered into a new multi-year credit agreement, which will expire in September 2009, and terminated its previous multi-year and 364-day credit agreement. The aggregate availability under the new facility is $300 million, while the aggregate availability under the terminated facilities was $275 million ($175 million under the multi-year facility and $100 million under the 364-day facility). At December 31, 2004, the company had a total of $300 million of bank credit facilities available at prevailing short-term interest rates, which will expire in September 2009. These facilities also support its
  • 8. commercial paper borrowings up to $300 million. The company has not drawn on the facilities and it did not have any borrowings outstanding under these facilities at December 31, 2004 and 2003. The company also did not borrow under its commercial paper program in 2004. The facility requires the maintenance of interest coverage and total debt to EBITDA ratios (each as defined in the agreement). The company was in compliance with these requirements at December 31, 2004 and 2003. At December 31, 2004 and 2003, certain of the company's international operations also had non-committed lines of credit of $5.9 million and $8.0 million, respectively. The company had no borrowings outstanding under these lines of credit as of December 31, 2004 and 2003. These arrangements have no material commitment fees or compensating balance requirements. =============================================================================== HISTORY 05/09/05 STEVEN W ALESIO, CEO-PRES+ ALLAN Z LOREN, CHB+ DAVID J LEWINTER, GENERAL SARA MATHEW, CFO & LEADER COUNSEL & CORPORATE SEC STRATEGY GREGORY E NORDAL, LEADER, MICHAEL PEPE, LEADER, U S INTERNATIONAL CUSTOMERS PATRICIA A CLIFFORD, LEADER, HR, LARRY KUTSCHER, LEADER, SMALL & WINNING CULTURE MID-SIZE BUSINESS SOLS DAVID M SLADE, INTERIM CIO & CSO DIRECTOR(S): The officers identified by (+) and Ronald L Kuehn Jr, Victor A Pelson, Michael R Quinlan, Naomi O Seligman, Sandra E Peterson, John W Alden, James N Fernandez, Christopher J Coughlin and Michael J Winkler. ---------------------------------------------------------------------- * * * CORPORATE AND BUSINESS REGISTRATIONS * * * PROVIDED BY MANAGEMENT OR OTHER SOURCE ---------------------------------------------------------------------- The Corporate Details provided below may have been submitted by the management of the subject business and may not have been verified with the government agency which records such data. REGISTERED NAME: The Dun & Bradstreet Corporation CORPORATION TYPE: PROFIT FILING DATE: 04/25/2000 BUSINESS TYPE: CORPORATION REGISTRATION ID #: 3206562 STATE OF ORGANIZATION (INCORPORATION): DELAWARE DATE OF ORGANIZATION (INCORPORATION) : 04/25/2000 WHERE FILED: SECRETARY OF STATE/CORPORATIONS DIVISION, DOVER, DE ---------------------------------------------------------------------- Business started 1841. BACKGROUND/OWNERSHIP: In 1841 Lewis Tappan formed The Mercantile Agency; in 1859 The Mercantile Agency changed its name to R G Dun & Company. In 1849 John M Bradstreet founded John M Bradstreet Company in Cincinnati, OH. In 1855 the company moved to New York as the John M Bradstreet & Sons Improved Mercantile Agency. In 1933 the two companies merged to form The R G Dun-Bradstreet Corporation. In 1939 R
  • 9. G Dun-Bradstreet became Dun & Bradstreet, Inc. In 1973 The Dun & Bradstreet Corporation (originally incorporated as Dun & Bradstreet Companies, Inc) became the holding company of Dun & Bradstreet, Inc and its subsidiaries. STRATEGIC RESTRUCTURING: On Jan 9 1996, D&B announced a plan to reorganize D&B into three publicly traded businesses that would focus on financial information services (D&B); high growth information markets (Cognizant Corporation); and consumer-product market research (AC Nielsen Corporation). Effective Nov 1 1996, The Dun & Bradstreet Corporation (D&B) completed the reorganization by spinning off its recently formed wholly-owned subsidiaries, Cognizant Corporation and AC Nielsen Corporation, to its shareholders. In connection therewith, each holder of D&B common stock received as a dividend one share of common stock of Cognizant common stock for every share of D&B common stock held and one share of AC Nielsen common stock for every three shares of D&B common stock held. As a result Cognizant Corporation and AC Nielsen Corporation became independent publicly traded companies. Effective Jun 30 1998, The Dun & Bradstreet Corporation completed another restructuring by separating into two publicly traded independent companies, The Dun & Bradstreet Corporation and the Reuben H. Donnelley Corporation. In connection therewith, for each share of stock held in the former Dun & Bradstreet Corporation, shareholders received one share in a new entity comprised of Moody's and the D&B operating company. The new entity is known as The Dun & Bradstreet Corporation and the remaining entity is known as The Reuben H. Donnelley Corporation and consists of Reuben H. Donnelley, the operating company, and the DonTech partnership. The current Dun & Bradstreet Corporation was formed upon the separation of Moody's Corporation on Sep 30 2000. The separation was accomplished through a tax-free distribution to shareholders of The Dun & Bradstreet Corporation of all of the shares of common stock of a newly formed, wholly owned subsidiary corporation named the New D & B Corp comprising the business of the D&B operating company. In connection with the distribution, The Dun & Bradstreet Corporation completed an internal reorganization so that, at the time of the distribution, the business of the New D&B consisted solely of the business of supplying business, purchasing, credit and marketing information products and services as well as receivable management services and the business of The Dun & Bradstreet Corporation consisted solely of the business of providing ratings and related research and risk management services (the "Moody's Business"). At the time of the distribution, The Dun & Bradstreet Corporation was renamed "Moody's Corporation" and New D&B succeeded to the name "The Dun & Bradstreet Corporation". In 2001, the company sold its Receivable Management Services business. This is a publicly held company. Shares are traded on the New York Stock Exchange under the Symbol "DNB". The company had 3,817 shareholders of record at December 31, 2004. As of Dec 31 2004, there were 81,945,520 shares of common stock outstanding. At Mar 14 2005, the beneficial owners of 5% or more of the company's common stock were as follows: Davis Selected Advisers LP, Tucson, AZ - 14.93%; Harris Associates LP and its general partner, Harris Associates Inc, Chicago, IL - 7.72%; and Harris Associates Investment Trust, Chicago, IL - 5.73. The officers and directors as a group beneficially owned 3.81% of the company's common stock. STEVEN W ALESIO. Area of responsibility is Chief Executive Officer, President. 2000 to present active here. In May 2005, he will become Chairman of the Board as Allan Z. Loren, the current Chairman transitions into retirement. 1981-2000 employed by American Express, most recently president and general manager of the business
  • 10. services group, part of that company's planning & policy committee. Graduated from Saint Francis College in Pennsylvania. Received an MBA from the University of Pennsylvania, Wharton. ALLAN Z LOREN. Area of responsibility is Chairman of the Board. May 2000-present active here. Mr. Loren is expected to remain as Chairman of the Board through May 30, 2005, at which time he will retire from the Company and its Board of Directors. 1994-May 2000 executive vice president and CIO at American Express Company. 1991-1994 President and CEO of Galileo International. 1987-1991 Apple Computer as CIO and president of Apple Computer U.S.A. 1971-1987 held a variety of positions in senior management at Cigna Corporation, including CIO and CAO. DAVID J LEWINTER. Area of responsibility is General Counsel & Corporate Secretary. Before joining Dun & Bradstreet, held the position of assistant general counsel and assistant corporate secretary at Philip Morris Companies Inc. Prior to that, active as an attorney with Becton Dickinson & Company from 1990 to 1995. Graduated in 1984 from Columbia College with a BA degree. Graduated in 1987 from Columbia University School of Law with a JD degree. SARA MATHEW. Area of responsibility is Chief Financial Officer and Leader, Strategy. Has 18 years with Procter & Gamble, lastly as vice president of finance, Australia, Asia and India. Prior to here, progressed through Procter & Gamble finance, brand management and customer financial service roles. 1995 named assistant treasurer and director of investor relations; 1997 became comptroller for the Paper Products division; and 1998 named comptroller and chief financial officer of the Global Baby Care business unit. Holds BS in Physics, Chemistry and Mathematics from University of Madras, India, a graduate degree in Accounting from Institute of Cost and Works Accountants, India, and MBA in Finance and Marketing from Xavier University, Cincinnati, OH. GREGORY E NORDAL. Area of responsibility is Leader, International. Appointed senior vice president and leader of Europe on July 22, 2003 and has been a member of the company's Global Leadership Team since January 2003 when he was named the interim leader of Europe and market leader of the United Kingdom. From 1997 to 2002, he was leader of D&B's Canadian business. Before joining D&B in 1997, he was vice president of sales and marketing for CCH Canadian, a leading provider of tax and business law information and software. His background also includes 13 years in the healthcare industry, where he progressed through various sales, marketing and general management leadership positions. He received a Bachelor of Commerce degree with honors from the University of Manitoba, Canada. MICHAEL PEPE. Area of responsibility is Leader, US Customers. Joined D&B in March 2004 and is a member of the Global Leadership Team. In addition to his leadership of U.S. Customers and U.S. Sales teams, Mr. Pepe is responsible for D&B's DUNSRIGHT Strategy team and U.S. DUNSRIGHT Operations organization. He joined D&B following a 17 year career with Time Warner, where he led a number of corporate initiatives in the areas of strategic planning, new media, organizational development and diversity. Most recently, he was president and chief executive officer of Time Inc. International. Earlier in his career, Mr. Pepe was president and chief operating officer of Patient Technology Inc. He also worked at Procter & Gamble in brand management and at Morgan Stanley & Co., Inc. in corporate finance. He graduated with a bachelors degree from the University of Delaware and received an M.B.A. from Harvard University. PATRICIA A CLIFFORD. Area of responsibility is Leader, Human Resources, Winning Culture and Team Member Communications. 1990 to present active here. Graduated from the University of Scranton, Scranton, PA with a bachelors degree in management. LARRY KUTSCHER. Area of responsibility is Leader, Small & Mid-Size Business Solutions. 2001 to present active here. Previously
  • 11. employed by Goldman Sachs & Co, as managing director/head of marketing and sales-wealth management. Prior to that, he was active with American Express, most recently as senior vice president, interactive enterprise development. His career with American Express included vice president, new business development; director, merchant national marketing; director, membership travel marketing and manager, small business services, marketing. Received his MBA degree from Columbia Business School. Received his undergraduate degree from Brown University, majoring in political science. DAVID M SLADE. Area of responsibility is Interim Chief Information Officer & Chief Security Officer. Joined D&B in September 2004 as Leader, Global Information Security. Appointed to serve as Chief Information Officer and Global Leadership Team member on an interim basis in January 2005. He joined D&B from Honeywell International where he was Senior Director of Global IT Security & Systems Assurance. Prior to Honeywell, he was Director of Corporate Computer and Network Security at Lucent Technologies. OUTSIDE DIRECTORS: JOHN W ALDEN. Retired Vice Chairman, United Parcel Service, Inc. (Express Package Carrier Company). CHRISTOPHER J COUGHLIN. Executive Vice President and Chief Financial Officer Tyco International Ltd. JAMES N FERNANDEZ. Executive Vice President & Chief Financial Officer, Tiffany & Co. (Retail Jeweler). RONALD L KUEHN, JR. Chairman of the Board, El Paso Corporation (Diversified Energy Company). VICTOR A PELSON. Senior Advisor, UBS Securities LLC (Investment Banking Firm). SANDRA A PETERSON. Former Group President, Government, Medco Health Solutions, Inc. (Pharmacy Benefits Manager Company). MICHAEL R QUINLAN. Chairman Emeritus, McDonald's Corporation (Global Food Service Retailer). NAOMI O SELIGMAN. Senior Partner, Ostriker von Simson (Consultants on Information Technology). MICHAEL J WINKLER. Executive Vice President, Customer Solutions Group and Chief Marketing Officer at Hewlett-Packard Company. ...........RECENT EVENTS............ In Oct 2004, D&B completed the sale of its operations in the Iberian market (Spain and Portugal) to Informa S.A., a leading provider of business information in Spain, which was previously announced on July 19, 2004. The proceeds from the deal are expected to be approximately $14 million, subject to adjustments. In addition, D&B announced it completed the sale of its business in France to Base D'Informations Legales Holding S.A.S. (Bil Holding), a major business information provider to the French market, which was previously announced on Sept. 8, 2004. The proceeds of this transaction are expected to be approximately $30 million, subject to adjustments. In May 2004, the company completed the sale of its operations in Germany, Austria, Switzerland, Poland, Hungary and the Czech Republic to Bonnier Affarsinformation Holding AB (Bonnier Business Information) for proceeds of approximately $24 million. In Dec 2003, the Company completed the sale of D&B's operations in Sweden, Denmark, Norway and Finland to Bonnier Affarsinformation Holding AB (Bonnier Business Information), which was previously announced on Oct. 9, 2003. The sale price was approximately $42 million. During the second quarter of 2003, the company paid $6.2 million to acquire controlling interests in three privately held Italian real estate data companies: 100% interest in Italservice Bologna S.r.l. and Datanet S.r.l. and a 51% interest in RDS S.r.l. In addition, we paid $1.9 million to acquire 17.5% of RIBES S.p.A., a leading provider of business information to Italian banks. During the first quarter of 2003, the company acquired Hoovers,
  • 12. Inc. with cash on hand. The transaction was valued at $7.00 per share in cash, for a total of $119.4 million. =============================================================================== OPERATION 05/09/05 Through its subsidiaries the Company operates as a global provider of business information and tools and insight. D&B's proprietary DUNSRight quality process provides customers with quality business information. This quality information is the foundation of D&B's solutions that customers rely on to make critical business decisions. Customers use D&B Risk Management Solutions to mitigate credit risk, increase cash flow and drive increased profitability; D&B Sales & Marketing Solutions to increase revenue from new and existing customers; D&B Supply Management Solutions to identify purchasing savings and manage purchasing risk and improve compliance within their supply base; and D&B's E-Business Solutions to help customers convert prospects to clients faster. The company reports its business globally through two business segments: North America (consists of operations in the United States and Canada), and International (consists of operations in Europe, Asia Pacific, and Latin America). Revenues are generated through the subsidiaries. EMPLOYEES: 4,700 which includes officer(s). 65 employed here. FACILITIES: Leases 123,000 sq. ft. in a multi story building. LOCATION: Suburban business section on well traveled street. SUBSIDIARIES: This business has multiple subsidiaries, detailed information is available in D&B's linkage or family tree products. 05-25(7ZF /000) 99999 001186186 H