UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 4, 2007
THE DUN & BRADSTREET CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 1-15967 | 22-3725387 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 103 JFK Parkway, Short Hills, NJ | 07078 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (973) 921-5500
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Page | ||||
| Item 2.03 | 1 | |||
| Item 7.01 | Regulation FD Disclosure | 1 | ||
| Item 9.01 | Financial Statements and Exhibits | 1 | ||
| SIGNATURES | 2 | |||
| EXHIBIT INDEX | ||||
| EX-99.1: PRESS RELEASE | ||||
PURPOSE OF FILING
The purpose of this filing is to report to you that we have announced: (i) our updated financial guidance for 2008; (ii) our acquisition of AllBusiness.com, Inc.; (iii) a new, two-year, $400 million share repurchase program; and (iv) the declaration of a first quarter 2008 cash dividend of $0.30 per share.
(i)
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On December 4, 2007, we issued a press release announcing our acquisition of AllBusiness.com, Inc. for approximately $55 million, which we financed through our existing credit facility.
| Item 7.01. | Regulation FD Disclosure. |
On December 4, 2007, we issued a press release updating our financial guidance for 2008 and announcing three initiatives for 2008. Specifically, we announced:
| • | Updated 2008 financial guidance which raises our revenue guidance, reaffirms our earnings guidance and provides our free cash flow and tax guidance for 2008; |
| • | Our acquisition of AllBusiness.com, Inc.; |
| • | A new, two-year, $400 million share repurchase program; and |
| • | The declaration of a first quarter 2008 cash dividend of $0.30 per share. The cash dividend of $0.30 per share represents a twenty percent increase over our prior quarter dividend payouts of $0.25 per share. |
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this Item 7.01 by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit | Description | |
| 99.1 | Press Release of The Dun & Bradstreet Corporation, dated December 4, 2007 (furnished pursuant to Item 7.01). |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| The Dun & Bradstreet Corporation | ||
| By: | /s/ Jeffrey S. Hurwitz | |
| Jeffrey S. Hurwitz Senior Vice President, General Counsel and Corporate Secretary | ||
DATE: December 4, 2007
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