UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
(Amendment No. 1 to Form 10-Q)
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES |
| EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2009
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE |
| ACT OF 1934 |
For the transition period from to
Commission file number 1-15967
The Dun & Bradstreet Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 22-3725387 | |
| (State of incorporation) | (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
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one:)
Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
| Title of Class |
Shares Outstanding at June 30, 2009 | |
| Common Stock, par value $0.01 per share |
52,763,168 |
EXPLANATORY NOTE
This Amendment No. 1 to our Quarterly Report on Form 10-Q for the quarterly period ending June 30, 2009 (the “Original Form 10-Q”), as filed with the Securities and Exchange Commission on August 5, 2009, is being filed solely to disclose the duration of the agreements we previously filed with the Original Form 10-Q as Exhibit 10.1 (our Global Master Services Agreement with Acxiom Corporation) and Exhibit 10.2 (our Statement of Work Number 9 under the Global Master Services Agreement with Acxiom). No other revisions are being made to such Exhibits, and no revisions are being made to our financial statements or any other disclosure contained in the Original Form 10-Q.
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PART II. OTHER INFORMATION
| Item 6. | Exhibits |
| Exhibit 10.1 †* | Global Master Services Agreement by and between Dun & Bradstreet, Inc. and Acxiom Corporation, dated July 27, 2006 (Amended and Restated as of June 2, 2008), together with Amendment Number One, thereto, dated November 30, 2008, and Amendment Number Two, thereto, dated May 6, 2009. | |
| Exhibit 10.2 †* | Statement of Work Number 9 under the Global Master Services Agreement by and between Dun & Bradstreet, Inc. and Acxiom Corporation, dated May 6, 2009. | |
| Exhibit 31.1 † | Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| Exhibit 31.2 † | Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15(d)-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| Exhibit 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated by reference from our Quarterly Report on Form 10-Q for the quarterly period ending June 30, 2009, filed with the Securities and Exchange Commission on August 5, 2009). | |
| Exhibit 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated by reference from our Quarterly Report on Form 10-Q for the quarterly period ending June 30, 2009, filed with the Securities and Exchange Commission on August 5, 2009). | |
| † | Filed Herewith. |
| * | Portions of this Exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the Securities and Exchange Commission. |
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SIGNATURES
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 thereunto duly authorized.
| THE DUN & BRADSTREET CORPORATION | ||
| By: | /s/ Anastasios G. Konidaris | |
| Anastasios G. Konidaris | ||
| Senior Vice President and Chief Financial Officer | ||
| Date: | October 8, 2009 | |
| By: | /s/ Anthony Pietrontone Jr. | |
| Anthony Pietrontone Jr. | ||
| Principal Accounting Officer and Corporate Controller | ||
| Date: | October 8, 2009 | |
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