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vvvTransUnion to Acquire NeustarEnhances Revenue and EBITDA Growth and Furthers DiversificationChris Cartwright, President and CEOTodd Cello, CFOSeptember 13, 2021
Forward-Looking StatementsThis presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on thecurrent beliefs and expectations of TransUnion’s management and are subject to significant risks and uncertainties. Actual results may differ materially from thosedescribed in the forward-looking statements. Any statements made in this presentation that are not statements of historical fact, including statements about our beliefs andexpectations, are forward-looking statements. Forward-looking statements include information concerning possible or assumed future results of operations, including ourguidance and descriptions of our business plans and strategies. These statements often include words such as “anticipate,” “expect,” “guidance,” “suggest,” “plan,”“believe,” “intend,” “estimate,” “target,” “project,” “should,” “could,” “would,” “may,” “will,” “forecast,” “outlook,” “potential,” “continues,” “seeks,” “predicts,” or the negative ofthese words and other similar expressions.Factors that could cause actual results to differ materially from those described in the forward-looking statements include: failure to realize the synergies and other benefitsexpected from the proposed acquisition of Neustar; the risk that required regulatory approvals are not obtained or are obtained subject to conditions that are notanticipated; the failure of any of the closing conditions in the definitive purchase agreement to be satisfied on a timely basis or at all; delay in closing the proposedacquisition; the possibility that the proposed acquisition, including the integration of Neustar, may be more costly to complete than anticipated; business disruption duringthe pendency of the proposed acquisition and following the acquisition closing; risks related to disruption of management time from ongoing business operations and otheropportunities due to the proposed acquisition; the effects of pending and future legislation and regulatory actions and reforms; macroeconomic and industry trends andadverse developments in the debt, consumer credit and financial services markets and other macroeconomic factors beyond TransUnion’s control; risks related toTransUnion’s indebtedness, including our ability to make timely payments of principal and interest and our ability to satisfy covenants in the agreements governing ourindebtedness; the effects of the ongoing COVID-19 pandemic on TransUnion, Neustar or our ability to complete the acquisition; and other one-time events and otherfactors that can be found in our Annual Report on Form 10-K for the year ended December 31, 2020, and any subsequent Quarterly Report on Form 10-Q or CurrentReport on Form 8-K, which are filed with the Securities and Exchange Commission and are available on TransUnion’s website (www.transunion.com/tru) and on theSecurities and Exchange Commission’s website (www.sec.gov). Many of these factors are beyond our control. The forward-looking statements contained in thispresentation speak only as of the date of this presentation. We undertake no obligation to publicly release the result of any revisions to these forward-looking statements toreflect the impact of events or circumstances that may arise after the date of this presentation. 2021 Trans Union LLC All Rights Reserved 2
Neustar’s Growth-Oriented, Balanced PortfolioCommunications 210M 225MMarketing Powered by OneID, a best-in-class identityplatform enabling differentiated solutions acrossMarketing, Fraud and Communications 1,700 employees; headquartered in Reston, VA Serves 4,000 customers, including 53 of theFortune 100; with strongest positions in FinancialServices, Retail, Telco and Media verticals 575M revenue(2021E) 140M Since LBO in 2017, rationalized businessportfolio and accelerated growth throughinnovation investment and strong executionFraud/Risk 2021 Trans Union LLC All Rights Reserved 3
Acquiring Neustar Enhances Our FinancialPerformance and Strengthens Industry Position Leading provider of real-time identity resolution, underpinned by its best-in-class OneIDplatform Diversifies our portfolio, scales our position in Marketing and Fraud and expandsopportunities in Communications– Fuels innovation and cross-selling opportunites– Provides influx of relevant talent to complement our vertical-market capabilities Enhances our industry-leading revenue growth and provides material cost synergies fromthe combined enterprise 2021 Trans Union LLC All Rights Reserved 4
OneID Powers Neustar and Will Drive IncrementalTransUnion GrowthDelivers real time, persistent identity resolution ofdisparate data elements and attributesPowerfulIdentityPlatformPrivacy ByDesignFoundationof NeustarBusinessesBroadApplicabilityfor TRUProvides privacy compliance with accuracy thatcustomers can trustDelivers proprietary data and decision analyticsfor expanding solution setStrengthens our core identity capabilities and productdevelopment 2021 Trans Union LLC All Rights Reserved 5
Identity Resolution in a Digital World Creates ComplexChallengesDelivering superiorconsumer experienceswhile protecting againstfraudReaching targetcustomers in anevolving digitalmarketing landscapeMaintaining trustedtelephonyinteractions 2021 Trans Union LLC All Rights Reserved 6
TransUnion Neustar Provides a Unique Understandingof Identity to Solve These ChallengesSophisticatedomnichannel fraudmitigationPowerhouse set offuture-forwardmarketing solutionsAbility to serve evolvingneeds of communicationscustomers/consumers 2021 Trans Union LLC All Rights Reserved 7
Marketing: Unparalleled, Comprehensive SolutionsSuite Unique data assets to developthree-dimensional (people,devices, households) view ofidentity across advertising channels Definitive source for targetingconnected homes accurately atscale with 35,000 segments Proprietary identity graph for rapidaudience creation Strength in measuring,analyzing and optimizingmarketing spend across allchannels, leveragingdistinctive data assets,including: Identity Resolution, includingonboarding, hygiene anddistribution Analytics, including media mixmodeling and attributionanalysis OneID platform powers leadingthree-dimensional identity graphbuilt for modern, cookie-lessmarketing world Creates unique end-to-endsolution for data and identityactivation with unique data assets Deepens CMO relationshipsacross verticals of focus 2021 Trans Union LLC All Rights Reserved 8
Fraud: Neustar’s Proprietary Data and OneIDPlatform Enhance TruValidate TruValidate delivers acomprehensive view of aconsumer by linking personaldata, device identifiers andonline behaviors facilitating: Precise identity proofing Transparent, customizablerisk-based authentication Fraud analytics designed tocombat fraud at inception Leverages proprietary phonenumber data and access tobehavioral signals fromMarketing Solutions to providedigital and phone authenticationand risk scoringUtilizes device attributes and IPintelligence linked to identity toprovide insights on customers OneID provides dataorchestration capabilities toresolve to a single identity andfraud signal Enhances match rate and datascience capabilities withreduced latency Results in omnichannel fraudprotection across web, callcenters and other channels 2021 Trans Union LLC All Rights Reserved 9
Communications: Neustar’s Business ExpandsOpportunities in This Market Delivers proven TransUnionsolutions for majorcommunications customerswho utilize our: Credit-based risk solutions TruValidate fraud mitigation First-party collections toolsLeverages TransUnion strengthand relationships in FinancialServices A leading provider of CallerID,call authentication, andphone number intelligence Enables accurately presentcaller info, improved answerrates and reduced risk Protects consumers againstrobocalls and spoofing Uses caller name information tosupplement carrier databaseand drive future productinnovation Creates an expanded suite ofsolutions to deliver substantialcross-sell opportunities 2021 Trans Union LLC All Rights Reserved 10
575M of 2021E revenues ( 8% YoY growth)– Neustar poised to accelerate to low-double-digit growthbeginning in 2023FinancialExpectations 115M of 2021E Adjusted EBITDA– 20% margins with path to reach 40% by 2026, supportedby 70 million of cost synergies– 60 million in integration costs will be excluded from nonGAAP metrics in 2022 and 2023 Adjusted EPS accretion beginning in 2023 2021 Trans Union LLC All Rights Reserved 11
3.1 billion purchase price represents 27x 2021pro-forma Adjusted EBITDA multipleDeal Structure– Implies 17x Adjusted EBITDA multiple post- cost synergies Well positioned to fund with debt– All debt would result in 2021 net debt/adjusted EBITDA of 4.2x, deleveraging back to 3.5x by end of 2022 Target close in fourth quarter 2021 2021 Trans Union LLC All Rights Reserved 12
Neustar Accentuates the Strengths of TransUnionDifferentiated solutions Global operating modelState of the artpowered by authoritative with robust scale and technology infrastructuredata setsscopeValuable data assets with Incremental scale forexpanded use casesMarketing and Fraud;across TransUnionexpands opportunity inCommunicationsBest-in-class OneIDidentity resolutionplatformTop tier talentInflux of sales,engineering and datascience talent 2021 Trans Union LLC All Rights Reserved 13
Q&A 2021 Trans Union LLC All Rights Reserved 14
- Neustar poised to accelerate to low -double-digit growth beginning in 2023 115M of 2021E Adjusted EBITDA - 20% margins with path to reach 40% by 2026, supported by 70 million of cost synergies - 60 million in integration costs will be excluded from non-GAAP metrics in 2022 and 2023 Adjusted EPS accretion beginning in 2023
