Dnb2 ibi rex (1)

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Dnb2 ibi rex (1)

  1. 1. D&B – Business Information Report88-411-4609050509DUN & BRADSTREET CORPORATION COPYRIGHT 2005 DUN & BRADSTREET INC. ALL RIGHTS RESERVED *IN DATE* Statement Date: MAR 31 2005 DUNS: 88-411-4609 DATE PRINTED SUMMARYDUN & BRADSTREET CORPORATION, MAY 25 2005 RATING --THE +D&B HOLDING COMPANY STARTED 1841 FOR COMMERCIAL SALES F $1,414,000,000103 JFK PARKWAY INFORMATION WORTH F $50,300,000AND BRANCH(ES) OR DIVISION(S) SERVICES EMPLOYS 4,700(65 HERE)SHORT HILLS NJ 07078 SIC NO. HISTORY CLEAR TEL: 973 921-5500 73 23CHIEF EXECUTIVE: STEVEN W ALESIO, CEO-PRES+===============================================================================SPECIAL EVENTS05/09/05 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 Companys Principal Accounting Officer. Mr. Konidaris will be a member of the Companys Finance & Strategy Leadership Team and will report directly to the Companys Chief Financial Officer (CFO). Also effective May 6, 2005, Ms. Mary Jane Raymond, the Companys 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 Companys 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&Bs 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. 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&Bs 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 Companys 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 theD&B Online Customer Service Center at 1-800-223-1026.=============================================================================== * * * SUMMARY ANALYSIS * * *===============================================================================The Summary Analysis section reflects information in D&Bs file as ofMay 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&Bs assessment of the companys business experience and its managements experience. Below is an overview of the companys 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&Bs file as ofthe date of this report. The PAYDEX for this company is 62.This PAYDEX score indicates that payments to suppliers average 21 days beyondterms, weighted by dollar amounts. When dollar amounts are not considered,approximately 81% of the companys payments are within terms.Below is an overview of the companys dollar-weighted payments, segmented byits suppliers primary industries: TOTAL LARGEST % DAYS SLOW TOTAL DOLLAR HIGH W/IN RCVD AMOUNTS CREDIT TERMS <31 31-60 61-90 91+ ----- -------------- ---------- ---- --- ----- ----- ---
  3. 3. # $ $ % % % % %Total in D&Bs file 13 11,000 5,000Payment 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 govt 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/AThe highest "Now Owes" on file is $ 0The highest "Past Due" on file is $ 0D&B receives nearly 400 million payment experiences each year. We enter thesenew 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 WITHIN04/05 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 Mo12/04 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. 4. ===============================================================================STATEMENT UPDATE05/05/05 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--===============================================================================FINANCE03/14/05 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. 5. Computer Software 32,400,000 Benefits 468,000,000Goodwill 217,000,000 L.T. Liab-Other 99,700,000Deferred Income COMMON STOCK 800,000Tax 60,900,000 ADDIT. PD.-IN CAP 198,200,000Other 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 ofAffils $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: PricewaterhouseCoopersLLP. ACCOUNTANTS OPINION: A review of the accountants opinionindicates the financial statements meet generally accepted accountingprinciples and that the audit contains no qualifications. --0-- Accounts receivable shown net less $19,400,000 allowance. Fixedassets 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 2006and other liabilities. SUMMARY OF STATEMENT OF CASH FLOWS (fiscal year ended Dec 312004): 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 cashequivalents 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, or2% (1% decrease before the effect of foreign exchange), in 2004 from2003, reflecting an increase of $120.8 million, or 10% (8% increasebefore the effect of foreign exchange) in core revenue and a $93.2million decrease as a result of the companys divested businesses. Theimpact of the companys acquisitions of Hoovers, Inc., in the firstquarter of 2003 and the Italian real estate data companies in thesecond quarter of 2003 contributed one percentage point of corerevenue growth in 2004. Operating expenses decreased $29.4 million,or 7%, in 2004 from 2003. Selling and administrative expensesincreased $32.1 million, or 6%, in 2004 from 2003. Depreciation andamortization decreased $16.7 million, or 26%, in 2004 from 2003 and$20.2 million, or 24%, in 2003 from 2002. During 2004, the companyrecorded $32.0 million of restructuring charges in connection with theFinancial Flexibility Program announced in February 2004. Interestincome increased $4.2 million, or 100%, in 2004 from 2003, primarilydue to higher investment balances in cash and marketable securities,as well as higher interest rates. Basic EPS and diluted EPS increased27% and 26%, respectively, in 2004 compared with 2003, reflecting a 4%reduction in the weighted average number of shares outstanding and a21% increase in net income. Management believes that cash flows generated from operations andsupplemented as needed with readily available financing in thecommercial paper markets are sufficient to meet the companysshort-term and long-term needs, including the cash cost of itsrestructuring charges, transition costs, contractual obligations andcontingencies, excluding legal matters identified for which the
  6. 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&Bs 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 productsFILING NO: 1979546 DATE FILED: 06/08/2000TYPE: Original LATEST INFO RECEIVED: 06/29/2000SEC. 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 productsFILING NO: 1967998 DATE FILED: 04/13/2000TYPE: Original LATEST INFO RECEIVED: 05/12/2000SEC. 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 proceedsFILING NO: 2100770 1 DATE FILED: 04/01/2002TYPE: Original LATEST INFO RECEIVED: 06/17/2002SEC. PARTY: IBM CREDIT CORPORATION, ARMONK, FILED WITH: SECRETARY OF NY STATE/UCC DIVISION,DEBTOR: DUN & BRADSTREET, INC. DE-------------------------------------------------------------------------------COLLATERAL: Leased Computer equipment and proceedsFILING NO: 1957677 DATE FILED: 02/16/2000TYPE: Original LATEST INFO RECEIVED: 03/20/2000SEC. PARTY: FORSYTHE/MCARTHUR ASSOCIATES, FILED WITH: SECRETARY OF INC., SKOKIE, IL STATE/UCC DIVISION,ASSIGNEE: MELLON US LEASING, SAN FRANCISCO NJ CADEBTOR: DUN & BRADSTREET, INC.-------------------------------------------------------------------------------COLLATERAL: Leased Computer equipment and proceedsFILING NO: 1832199 DATE FILED: 04/22/1998TYPE: Original LATEST INFO RECEIVED: 05/19/1998SEC. 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. 7. FILING NO: 1830134 DATE FILED: 04/08/1998TYPE: Original LATEST INFO RECEIVED: 05/04/1998SEC. PARTY: HEWLETT-PACKARD COMPANY, ATLANTA FILED WITH: SECRETARY OF GA STATE/UCC DIVISION, FINANCE & REMARKETING SUMMIT NJ BLVD, ATLANTA, GADEBTOR: DUN & BRADSTREET CORPORATION-------------------------------------------------------------------------------COLLATERAL: Leased Computer equipment and proceedsFILING NO: 98068163 DATE FILED: 04/07/1998TYPE: Original LATEST INFO RECEIVED: 05/04/1998SEC. PARTY: MARQUETTE NATIONAL BANK, FILED WITH: SECRETARY OF BRIDGEVIEW, IL STATE/UCC DIVISION,DEBTOR: DUN & BRADSTREET CORPORATION TX-------------------------------------------------------------------------------COLLATERAL: Leased Computer equipment and proceedsFILING NO: 28771788 DATE FILED: 04/07/1998TYPE: Original LATEST INFO RECEIVED: 05/07/1998ASSIGNEE: MARQUETTE NATIONAL BANK, FILED WITH: SECRETARY OF BRIDGEVIEW, IL STATE/UCC DIVISION,DEBTOR: DUN & BRADSTREET CORPORATION PAThis 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 proceedsFILING NO: 1818388 DATE FILED: 02/13/1998TYPE: Original LATEST INFO RECEIVED: 03/09/1998SEC. PARTY: HEWLETT-PACKARD COMPANY, ATLANTA FILED WITH: SECRETARY OF GA STATE/UCC DIVISION,DEBTOR: DUN & BRADSTREET CORPORATION NJ-------------------------------------------------------------------------------COLLATERAL: Leased Computer equipmentFILING NO: 2086880 6 DATE FILED: 03/14/2002TYPE: Original LATEST INFO RECEIVED: 05/07/2002SEC. PARTY: IBM CREDIT CORPORATION, ARMONK, FILED WITH: SECRETARY OF NY STATE/UCC DIVISION,DEBTOR: DUN & BRADSTREET, INC. DE------------------------------------------------------------------------------- There are additional UCCs in D&Bs 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. 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 companys 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.===============================================================================HISTORY05/09/05 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. 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 Moodys 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 Moodys 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 "Moodys Business"). At the time of the distribution, The Dun & Bradstreet Corporation was renamed "Moodys 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 companys 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 companys 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 currentChairman transitions into retirement. 1981-2000 employed by American Express, most recently president and general manager of the business
  10. 10. services group, part of that companys planning & policy committee.Graduated from Saint Francis College in Pennsylvania. Received an MBAfrom 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 asChairman of the Board through May 30, 2005, at which time he willretire from the Company and its Board of Directors. 1994-May 2000executive vice president and CIO at American Express Company.1991-1994 President and CEO of Galileo International. 1987-1991 AppleComputer as CIO and president of Apple Computer U.S.A. 1971-1987 helda 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 theposition of assistant general counsel and assistant corporatesecretary at Philip Morris Companies Inc. Prior to that, active as anattorney with Becton Dickinson & Company from 1990 to 1995. Graduatedin 1984 from Columbia College with a BA degree. Graduated in 1987from Columbia University School of Law with a JD degree. SARA MATHEW. Area of responsibility is Chief Financial Officerand Leader, Strategy. Has 18 years with Procter & Gamble, lastly asvice president of finance, Australia, Asia and India. Prior to here,progressed through Procter & Gamble finance, brand management andcustomer financial service roles. 1995 named assistant treasurer anddirector of investor relations; 1997 became comptroller for the PaperProducts division; and 1998 named comptroller and chief financialofficer of the Global Baby Care business unit. Holds BS in Physics,Chemistry and Mathematics from University of Madras, India, a graduatedegree 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 Europeon July 22, 2003 and has been a member of the companys GlobalLeadership Team since January 2003 when he was named the interimleader of Europe and market leader of the United Kingdom. From 1997to 2002, he was leader of D&Bs Canadian business. Before joining D&Bin 1997, he was vice president of sales and marketing for CCHCanadian, a leading provider of tax and business law information andsoftware. His background also includes 13 years in the healthcareindustry, where he progressed through various sales, marketing andgeneral management leadership positions. He received a Bachelor ofCommerce 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 LeadershipTeam. In addition to his leadership of U.S. Customers and U.S. Salesteams, Mr. Pepe is responsible for D&Bs DUNSRIGHT Strategy team andU.S. DUNSRIGHT Operations organization. He joined D&B following a 17year career with Time Warner, where he led a number of corporateinitiatives in the areas of strategic planning, new media,organizational development and diversity. Most recently, he waspresident and chief executive officer of Time Inc. International.Earlier in his career, Mr. Pepe was president and chief operatingofficer of Patient Technology Inc. He also worked at Procter & Gamblein brand management and at Morgan Stanley & Co., Inc. in corporatefinance. He graduated with a bachelors degree from the University ofDelaware and received an M.B.A. from Harvard University. PATRICIA A CLIFFORD. Area of responsibility is Leader, HumanResources, Winning Culture and Team Member Communications. 1990 topresent 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. 11. employed by Goldman Sachs & Co, as managing director/head of marketingand sales-wealth management. Prior to that, he was active withAmerican Express, most recently as senior vice president, interactiveenterprise development. His career with American Express includedvice president, new business development; director, merchant nationalmarketing; director, membership travel marketing and manager, smallbusiness services, marketing. Received his MBA degree from ColumbiaBusiness School. Received his undergraduate degree from BrownUniversity, majoring in political science. DAVID M SLADE. Area of responsibility is Interim ChiefInformation Officer & Chief Security Officer. Joined D&B in September2004 as Leader, Global Information Security. Appointed to serve asChief Information Officer and Global Leadership Team member on aninterim basis in January 2005. He joined D&B from HoneywellInternational where he was Senior Director of Global IT Security &Systems Assurance. Prior to Honeywell, he was Director of CorporateComputer 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 ChiefFinancial Officer Tyco International Ltd. JAMES N FERNANDEZ. Executive Vice President & Chief FinancialOfficer, 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 (InvestmentBanking Firm). SANDRA A PETERSON. Former Group President, Government, MedcoHealth Solutions, Inc. (Pharmacy Benefits Manager Company). MICHAEL R QUINLAN. Chairman Emeritus, McDonalds Corporation(Global Food Service Retailer). NAOMI O SELIGMAN. Senior Partner, Ostriker von Simson(Consultants on Information Technology). MICHAEL J WINKLER. Executive Vice President, Customer SolutionsGroup and Chief Marketing Officer at Hewlett-Packard Company. ...........RECENT EVENTS............ In Oct 2004, D&B completed the sale of its operations in theIberian market (Spain and Portugal) to Informa S.A., a leadingprovider of business information in Spain, which was previouslyannounced on July 19, 2004. The proceeds from the deal are expected tobe approximately $14 million, subject to adjustments. In addition,D&B announced it completed the sale of its business in France to BaseDInformations Legales Holding S.A.S. (Bil Holding), a major businessinformation provider to the French market, which was previouslyannounced on Sept. 8, 2004. The proceeds of this transaction areexpected to be approximately $30 million, subject to adjustments. In May 2004, the company completed the sale of its operations inGermany, Austria, Switzerland, Poland, Hungary and the Czech Republicto Bonnier Affarsinformation Holding AB (Bonnier Business Information)for proceeds of approximately $24 million. In Dec 2003, the Company completed the sale of D&Bs operationsin Sweden, Denmark, Norway and Finland to Bonnier AffarsinformationHolding AB (Bonnier Business Information), which was previouslyannounced on Oct. 9, 2003. The sale price was approximately $42million. During the second quarter of 2003, the company paid $6.2 millionto acquire controlling interests in three privately held Italian realestate data companies: 100% interest in Italservice Bologna S.r.l. andDatanet 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 ofbusiness information to Italian banks. During the first quarter of 2003, the company acquired Hoovers,
  12. 12. Inc. with cash on hand. The transaction was valued at $7.00 per share in cash, for a total of $119.4 million.===============================================================================OPERATION05/09/05 Through its subsidiaries the Company operates as a global provider of business information and tools and insight. D&Bs proprietary DUNSRight quality process provides customers with quality business information. This quality information is the foundation of D&Bs 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&Bs 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&Bs linkage or family tree products. 05-25(7ZF /000) 99999 001186186 H

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