v3.26.1
Business Acquisitions
 3 Months Ended
Mar. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Acquisitions Business Acquisitions
2026 Acquisition
Trans Union de Mexico
On March 2, 2026, we acquired approximately a 68% equity interest in Trans Union de México, S.A., S.I.C., (“Trans Union de Mexico”) for total cash consideration of approximately $659.7 million. The acquisition was funded with proceeds from our Senior Secured Revolving Credit Facility and cash on hand. See Note 10, “Debt,” for additional information about our Senior Secured Revolving Credit Facility. Prior to the transaction, we owned approximately a 26% equity interest that was accounted for under the equity method. Our total equity interest is now approximately 94%, representing a controlling financial interest which resulted in the consolidation of Trans Union de Mexico. The remaining approximately 6% equity interest represents a noncontrolling interest in the net assets acquired and was valued based on the purchase price of the 68% equity interest. There was no contingent consideration related to this transaction.
Trans Union de Mexico is the largest consumer credit bureau in Mexico. Trans Union de Mexico has longstanding relationships with major financial institutions in Mexico and maintains broad population coverage supported by data from multiple verticals, including financial services, retail and telecommunications. The business operates in a sizable and growing market characterized by increasing digital adoption and expanding credit usage across the Mexican economy.
Prior to March 2, 2026, Trans Union de Mexico was recorded as an equity method investment and the pro rata share of its earnings or losses were recorded within non-operating income and (expense), net in the Consolidated Statement of Operations. We accounted for the current transaction as a step acquisition in accordance with ASC Topic 805, Business Combinations. Accordingly, we remeasured our initial 26% investment at a fair value of $247.4 million based on the purchase price of the 68% equity interest, resulting in a non-taxable gain of $225.5 million recorded within gain on acquisition of affiliate in the Consolidated Statement of Operations.
We engaged in business activities with Trans Union de Mexico prior to the date of acquisition that were not material and received dividends from our equity method investment. The results of operations of Trans Union de Mexico subsequent to the acquisition date and the assets acquired and liabilities assumed are included within our Latin America reporting unit in our International segment.
Acquisition Costs
We recognized cumulative transaction costs related to the acquisition of $18.8 million, including $6.4 million and $1.2 million for the three months ended March 31, 2026 and 2025, respectively, which we have recorded within other income and (expense), net in the Consolidated Statements of Operations. These costs include investment banker fees, legal, due diligence and other external costs.
Purchase Price Allocation
The total consideration for this acquisition is preliminary, pending final customary purchase price adjustments. The valuation of the assets acquired and liabilities assumed, including the valuation of intangible assets, income taxes and goodwill, among other items, has not yet been finalized and is based on management’s best estimates and assumptions as of March 31, 2026. We will complete the analysis of the total purchase consideration and the allocation of the final purchase price once we obtain the necessary information, which we expect to do within one year from the acquisition date.
The purchase price of the acquisition exceeded the fair value estimate of the net assets acquired due primarily to expected future revenue growth opportunities, synergies, operating efficiencies and the assembled workforce. None of the goodwill is tax deductible.
The table below summarizes the elements of purchase consideration for the acquisition:
Cash consideration paid to sellers
$659.7 
Fair value of equity method investment
247.4
Fair value of noncontrolling interest
56.2
Settlement of preexisting receivables1
23.1
Total purchase consideration
$986.5 
(1) Represents the effective settlement of existing net receivables, including dividends declared but not paid by Trans Union de Mexico prior to the acquisition.
The table below summarizes the preliminary allocation of fair value of assets acquired and liabilities assumed as of March 31, 2026:
Purchase consideration
$986.5 
Assets acquired
Cash and cash equivalents
$81.1 
Trade accounts receivable
19.4
Other current assets
6.4
Property, plant and equipment
17.0
Intangible assets
576.0
Other assets
0.7
Total identifiable assets acquired
$700.5 
Liabilities assumed
Accounts payable
$12.1 
Other current liabilities
67.9
Deferred revenue
2.0
Other liabilities
10.2
Deferred tax liabilities
169.2
Total liabilities assumed
$261.5 
Net identifiable assets acquired
$439.0 
Goodwill
547.5
Net assets acquired
986.5
Less: Noncontrolling interest
56.2
Net fair value of assets acquired
$930.3 
Other current liabilities and other liabilities include $56.6 million and $10.0 million, respectively, related to dividends declared by Trans Union de Mexico prior to the acquisition.
Identifiable Intangible Assets
The following table sets forth the components of identifiable intangible assets acquired and the weighted average amortization period as of the acquisition date:
Preliminary Fair Value
Weighted-Average Amortization Period
Database and credit files
$430.5 
15 years
Customer relationships
127.7
15 years
Trade names and trademarks
15.2
10 years
Developed technology
2.6
3 years
Total identifiable intangible assets
$576.0 
14.8 years
In determining the fair value of the identifiable intangible assets, we utilized various forms of the income approach, depending on the asset being valued. The estimation of fair value requires significant judgment related to cash flow forecasts, discount rates reflecting the risk inherent in each cash flow stream, competitive trends, market comparables and other factors. Other inputs included historical data, current and anticipated market conditions, and growth rates.
The intangible assets were valued using the following valuation approaches:
Database and credit files
Trans Union de Mexico’s database and credit files were deemed to be the primary asset, which we valued using the multi-period excess-earnings method, a form of the income approach, which required the application of judgment for significant
assumptions. Significant assumptions included projected revenue and EBITDA margins, the rate of obsolescence, charges for related assets and the discount rate.
Customer relationships
Customer relationships were valued using the lost income method, a form of the income approach, which required the application of judgment for significant assumptions. Significant assumptions included the length of time to recreate the customer relationships, projected revenues and EBITDA margins and discount rates.
Other identifiable intangible assets
Other identifiable intangible assets include trade names and trademarks and developed technology, which are not material. Both trade names and trademarks and developed technology were valued using the relief from royalty method.
Unaudited pro-forma financial information
The supplemental pro-forma financial information has been prepared using the acquisition method of accounting and is based on the historical financial information of TransUnion and Trans Union de Mexico, assuming the transaction occurred on January 1, 2025. The supplemental pro-forma financial information does not necessarily represent what the combined companies' revenue or results of operations would have been had the acquisition of Trans Union de Mexico been completed on January 1, 2025, nor is it intended to be a projection of future operating results of the combined company. It also does not reflect any operating efficiencies or potential cost savings that might be achieved from synergies of combining TransUnion and Trans Union de Mexico.
The unaudited supplemental pro-forma financial information has been calculated after applying TransUnion’s accounting policies and adjusting the results of the combined company to reflect moving the gain on our previous equity method investment discussed above into the first quarter of 2025, incremental amortization expense resulting from the fair value adjustments for acquired intangible assets, an increase in interest expense resulting from the external debt borrowed by TransUnion to fund the acquisition, removal of the historical equity earnings recorded for our previous 26% ownership interest, moving the 2025 and 2026 acquisition costs incurred in connection with the transaction back to the first quarter of 2025 and the corresponding income tax impact of these adjustments.
(Unaudited)
TransUnion and Trans Union de Mexico combined
Three Months Ended March 31,
(in millions)
20262025
Pro-forma revenue
$1,278.8 $1,133.4 
Pro-forma net income attributable to TransUnion
159.6 383.0 
2025 Acquisition
Monevo
In October 2021, we acquired a 30% equity interest in Monevo Limited (“Monevo”), which we accounted for as a Cost Method Investment. On April 1, 2025, we acquired the remaining 70% of the outstanding equity of Monevo and gained control of Monevo by exercising a call option we obtained when we made our initial investment. The strike price paid at closing to exercise the call option was $56.0 million, which resulted in a non-taxable gain of $12.3 million recorded within other income and (expense), net in the Consolidated Statement of Operations for the three months ended June 30, 2025. There was no contingent consideration related to this transaction.
We accounted for the transaction as a step acquisition in accordance with ASC Topic 805, Business Combinations. We finalized our assessment of the purchase consideration transferred, including customary purchase price adjustments, in the first quarter of 2026. The final purchase consideration of $116.7 million was principally comprised of the cash paid plus the fair value of our initial 30% investment, including the call option and other related assets. We used a combination of the discounted cash flow method and the guideline public company method to determine the overall fair value of Monevo.
Purchase Price Allocation
We finalized our allocation of the purchase price during the three months ended March 31, 2026, and recognized $68.0 million of goodwill, $64.0 million of amortizable intangible assets consisting primarily of developed technology, and a deferred tax liability of $15.6 million. The remaining purchase price was allocated to other net assets of Monevo. We estimate the weighted-average useful lives of the amortizable intangible assets to be approximately 11 years.