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):
August 7, 2009
MORNINGSTAR,
INC.
(Exact name of registrant as
specified in its charter)
Illinois
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000-51280
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36-3297908
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(State or
other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification No.)
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22 West
Washington Street
Chicago,
Illinois 60602
(Address of principal executive
offices)
(312) 696-6000
(Registrants telephone number,
including area code)
N/A
(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:
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 7.01. Regulation FD
Disclosure.
The following information is included in this Current Report on Form 8-K
as a result of Morningstar, Inc.s policy regarding public disclosure of
corporate information. Answers to additional inquiries, if any, that comply
with this policy are scheduled to become available on September 4, 2009.
Caution Concerning Forward-Looking Statements
This current report on Form 8-K contains forward-looking statements as
that term is used in the Private Securities Litigation Reform Act of 1995.
These statements are based on our current expectations about future events or
future financial performance. Forward-looking statements by their nature
address matters that are, to different degrees, uncertain, and often contain
words such as may, could, expect, intend, plan, seek, anticipate,
believe, estimate, predict, potential, or continue. These statements
involve known and unknown risks and uncertainties that may cause the events we
discuss not to occur or to differ significantly from what we expect. For us,
these risks and uncertainties include, among others, general industry
conditions and competition, including the current global financial crisis that
began in 2007; the impact of market volatility on revenue from asset-based
fees; damage to our reputation resulting from claims made about possible
conflicts of interest; liability for any losses that result from an actual or
claimed breach of our fiduciary duties; financial services industry
consolidation; a prolonged outage of our database and network facilities;
challenges faced by our non-U.S. operations; and the availability of free or
low-cost investment information.
A more complete description of these risks and uncertainties can be found
in our Annual Report on Form 10-K for the year ended December 31,
2008. If any of these risks and uncertainties materialize, our actual future
results may vary significantly from what we expected. We do not undertake to
update our forward-looking statements as a result of new information or future
events.
Investor Questions and Answers: August 2009
We plan to make written responses available addressing investor questions
about our business on the first Friday of every month. The following answers
respond to selected questions received through August 5, 2009. We intend
to answer as many questions as time allows, although we will not answer product
support questions through this channel. We may wait to respond to a given
question until the following month if we need more time to research the answer.
If you would like to submit a question, please send an e-mail to
investors@morningstar.com, contact us via fax at 312-696-6009, or write to us
at the following address:
Morningstar, Inc.
Investor Relations
22 W. Washington
Chicago, IL 60602
New Products and
Services
1.
Are there any new products or services coming down the pipeline that we
should be aware of?
2
Part of our strategy is to
focus most of our development efforts on our three major product platforms:
Morningstar.com, Morningstar Advisor Workstation, and Morningstar Direct, so
most of our new initiatives are tied to these platforms. Some of the new
initiatives weve recently launched include:
·
Introduced a new DataHub
service that helps institutional clients consolidate their data aggregation
services and better manage data across their organizations, including both
Morningstars data and data from third parties;
·
Launched new local
language Web sites for individual investors in numerous markets (Portugal,
Poland, Hungary, the Czech Republic, South Africa, Ireland, Latvia, Lithuania,
Estonia, Iceland, and India);
·
Created new iPhone
application, new snapshot pages that can be used globally, and a beta
version of new executive compensation and insider ownership pages on
Morningstar.com;
·
Introduced local
language versions of Morningstar Direct in Italy and Germany;
·
Our Ibbotson
Associates and Morningstar Investment Services units partnered to launch an
innovative turn-key portfolio solution that redefines wealth to include human
capital and recognizes the vital role that life insurance and annuities can
play in an investors overall portfolio; and
·
Introduced new
Web-based client portal for Morningstar Essentials (part of our Licensed Data
service), which streamlines client access to our data.
Some of the other major projects were
working on include:
·
Create bundled
equity services including real-time quotes, fundamental equity data, analyst
research, and company filing research and alert services;
·
Build global
infrastructure and tools for our individual investor Web sites around the world
and move sites onto this global platform;
·
Launch a
next-generation version of Advisor Workstation Enterprise Edition that
integrates our Portfolio Builder application as the default investment planning
module;
·
Continue scaling up
the qualitative fund research we recently launched in Europe and Asia;
·
Introduce
thin-client market data terminal integrating real-time quotes and news feeds;
and
·
Expand range of
Investment Consulting portfolios to include additional offerings such as
multi-strategy commodity trading advisor product and controlled-volatility
portfolios.
Marketing Strategy
2.
Can
you provide some color around your marketing strategy over the next 6-12 months
given the cost pressures internally at MORN and externally at clients?
Obviously, you need to worry about your own margins but cutting marketing and
like expense too deep to the bone could have negative implications to your
longer-term revenue growth. Just trying to get an understanding of the
bigger picture, particularly regarding Morningstar.com, Investment Consulting,
and Equity Research and if, esp. recently given the market rally and stabilization
in the operating environment, youve decided to ramp up marketing spend even if
it weighs on near-term margins to improve the longer-term revenue generation of
the company.
Weve been carefully evaluating our
marketing spending because of the difficult market environment and cutting back
on programs that dont generate positive returns. We dont have any plans to
ramp up marketing spending in the short term, although if the environment
changed, we would consider investing more in targeted programs that allow us to
earn positive returns on our marketing investment.
3
To give you some more color on our
overall marketing approach, we typically dont spend heavily on traditional
advertising campaigns. Instead, we promote most of our products through
internal sales and marketing efforts, as well as our in-house media relations
team. Weve reduced spending on areas such as direct mail, marketing
collateral, conferences and travel, and paid search programs for Morningstar.com.
Weve maintained a sales and marketing staff of about 380 employees globally,
so we believe were in a good position to step up our marketing efforts and
marketing spending when the environment improves.
Effect of Consolidation/Outsourcing
3.
One obvious result that weve heard from other companies from the
current turmoil is an attempt by companies to streamline their cost structures
and reduce the number of different 3rd-party vendors that are used for data,
software, etc. Given your relatively broad and diverse product offering,
can you provide some color whether you are seeing positive trends from
institutions that may be asking for a more comprehensive relationship with
Morningstar? Or is potentially the opposite trend emerging where you
yourselves are having trouble retaining clients as a result of this
consolidation phenomenon? Is there an opportunity here to bundle services
to small- to middle-market financial companies that may not have the scale to
perform certain services in-house and rather outsource to MORN?
Overall,
industry-wide consolidation and pricing pressure has made it more challenging
to retain existing clients and win new business. But in some cases, our scale
and breadth of product offerings can help us benefit from firms that are
looking to consolidate vendors. There are some areas where weve been able to
expand our existing relationships to include additional products and services.
Earlier
this year, we created a new Business Process Outsourcing unit, which focuses on
helping businesses with their data collection and processing needs. As part of
this area, we recently introduced a new DataHub service that helps
institutional clients consolidate their data aggregation services and better
manage data across their organizations, including both Morningstars data and
data from third parties. We also offer portfolio accounting and performance
reporting services for broker-dealers, which allow them to combine performance
reporting with Morningstar analytics to create comprehensive reports on a
clients portfolio. Similarly, weve added additional back-office services to
Morningstar Office (formerly Morningstar Advisor Workstation Office Edition),
making it a cost-effective platform that incorporates both portfolio analysis
and client account management tools.
To help
clients minimize their costs and improve efficiency, weve also been building
cross-universe data feeds in our Licensed Data business, helping reduce
implementation costs by mimicking clients existing file formats for data
feeds, and packaging bundled product offerings that include services such as
Licensed Data and Internet advertising on Morningstar.com. We also see
opportunities to help institutional clients consolidate software vendors by
using Morningstar Direct for more of their needs.
Second-Quarter
Headcount Growth
4.
How
much of the sequential increase in headcount in the 2Q (2,370 to 2,510) was a
function of acquisitions in the quarter? I see 75 employees from two of the
acquisitions and am curious how much headcount was added from the other two and
then how much was organic. Do you have plans to add headcount organically this
fiscal year beyond the 30 people you stated that you added in July?
We added about 80 employees during
the second quarter from acquisitions. The remaining additions were mainly in
our development center in China, with a few additional hires in the
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United States and Europe. We dont
expect to significantly increase headcount for the remainder of 2009, with the
exception of hiring for our development centers in China and India.
Composition of Client Base
5.
Could you please remind me the composition of your clients such as
investment managers, hedge funds, insurance companies, mutual funds,
individuals, etc?
We serve
clients in three major areas: individual investors, financial advisors, and
institutions. Of these, the institutional group is largest, followed by
advisors and individuals. Within the institutional area, many of our largest
clients are insurance firms, followed by fund companies and other asset
managers, retirement plan sponsors and providers, broker-dealers, and media
outlets.
Foreign Currency Exposure
6.
Could
you please remind me what percentage of your expenses are denominated in
foreign currencies? Which currencies should I focus on
?
About one-fourth of our revenue is
from outside of the United States. Our largest non-U.S. dollar currency
exposures (ranked in order of size) are the British pound, Euro, Australian
dollar, and Canadian dollar.
On the expense side, about one-third
of our operating expense is denominated in currencies other than the U.S.
dollar. The largest components of our non-U.S. dollar expense base (ranked in
order of size) are the British pound, Euro, Australian dollar, Chinese yuan,
and Canadian dollar.
Effective Tax Rate
7.
From a modeling perspective, are there any implications of ever
increasing percentage of intl revenue on the tax rate? Is 37.5% a
reasonable target?
Its tough to pin down a number for
our tax rate in any given period because it can vary based on several different
factors, including U.S. state income taxes, the reported income or loss of our
non-U.S. entities and our evaluation of whether well be able to realize their
net operating losses; the impact of specific tax planning strategies; and the
impact of incentive stock options and other equity incentives. We anticipate
that our effective income tax rate will continue to fluctuate related to the
creation or reversal of valuation allowances for our non-U.S. operations as
well as to changes in unrecognized tax benefits.
All else equal, an increase in
revenue and earnings from outside the United States would tend to lower our
effective tax rate because corporate tax rates in jurisdictions where we
operate outside of the United States are typically lower.
However, our effective tax rate also
reflects the fact that in the year an operation outside of the United States
records a loss, we historically have not recorded a corresponding tax benefit.
To the extent our international operations become profitable, these foreign net
operating losses may become deductible in certain international tax
jurisdictions. Determining the deductibility of these foreign net operating losses
is a complex process. As part of this evaluation, we consider evidence such as
tax planning strategies, historical operating results, forecasted taxable
income, and recent financial performance. Upon determining that it is more
likely than not that the net operating losses will be realized, we would reduce
the tax valuation allowances related to these
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net operating losses, which would
result in a reduction to our income tax expense and our effective tax rate in
the period.
Mergers and
Acquisitions
8.
In view of the recent development at Huron Consulting, would you kindly
comment on your accounting treatment of acquisition-related earn-out
provisions?
The vast majority of our
acquisitions dont have earn-out provisions, and therefore the purchase price
is known at the acquisition date. Any post-closing adjustments to the purchase
price are generally resolved soon after the acquisition and typically arent
tied to any specific performance objective. We agreed to a small earn-out
provision in one recent acquisition. We plan to use the appropriate accounting
treatment for this provision under U.S. GAAP.
Morningstar Equity Research
9.
Regarding the recent NASDAQ mandate win, what type of revenue opportunity
exists in these types of mandates? Is this largely one-off and part of
your overall strategy to monetize equity research in any way possible? Or
are there similar types of mandates out there such as this that could represent
revenue opportunity in the face of the GARS [Global Analyst Research Settlement]
expiration?
We believe that NASDAQ is taking a lead in
attempting to provide high-quality
information
to investors,
while at the same time providing
an important service by facilitating liquidity for their listed issuers. We dont
know what type of revenue opportunity exists with these types of mandates, but
we hope that other exchanges outside the United States will follow its lead.
10.
Any early indication of what
renewal rates of the large broker-dealers are regarding GARS?
We expect to continue providing
analyst research to two of the banks that were previously clients for our
research under the terms of the Global Analyst Research Settlement, although at
lower contract values than in the past.
11.
What are some early indications
from the large wirehouses of continued distribution of MORN equity
research? Im thinking with the ranks of equity research shrinking across
the street, it may be a positive for your equity research given its more of a variable
cost to the institution vs. the fixed expense of a large research
department. Obviously this is my own speculation, but what are the tone
of conversations youve had with these institutions?
As mentioned in our response to the
previous question, we expect to continue providing analyst research to two of
the banks that were previously clients for our research under the terms of the
Global Analyst Research Settlement. We cant speculate on how the wirehouses
will shape their research departments, but we do believe that were
well-positioned to leverage our equity research to meet emerging needs.
We have one of the largest
independent research operations in the world, with a proven and successful
track record. Both buy-side and sell-side firms are cutting costs and looking
to provide high-quality research at a lower price point relative to the
investments theyve maintained in the past. Our institutional equity research
service allows these firms to access research produced by a large, expert
analyst staff for the price of one internal research hirea value proposition
we believe is compelling.
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Morningstar.com
12.
Can you talk about the renewal rates on a monthly basis on
Morningstar.com? Obviously, youd see a spike in cancellations following
the January price increase but have you seen a normalization in the
renewal rates of existing customers? Are there any metrics you examine
such as percentage of trial subscribers that eventually renew to Premium?
If so, what types of trends are these indicators showing?
We track a variety of metrics for
Morningstar.com, including cancellations, new trial starts, and the conversion
rate of trials to paid service. We saw a slight increase in monthly
cancellation rates during the first quarter of 2009, but it was not a dramatic
change. Cancellations trended slightly lower during the second quarter.
The monthly trial-to-paid conversion
rate has been fairly consistent so far this year. The main issue weve been
facing is a drop-off in new trial starts, which is the front end of our Premium
sales pipeline. When this number declines, it has a direct impact on total
Premium memberships.
13.
Can you provide some color surrounding advertising rates on
Morningstar.com and if there has been any emerging trends in such
pricing/demand for advertising?
Weve definitely experienced pricing
pressure given the difficult market environment. Advertisers have been pressing
for price concessions on both new and established contracts. Weve seen a
higher level of negotiating, and agencies are asking for more value-added
inventory. We have been able to maintain the integrity of pricing for
high-demand areas but have lowered our rates on less-valuable inventory.
Morningstar Advisor
Workstation and Principia
14.
Can you remind me what percentage
of your Advisor Workstation advisors are independent versus affiliated with a
larger firm? Same question for Principia?
More than
90% of the advisors licensing Morningstar Advisor Workstation are affiliated
with a larger firm. The majority of the user base for Principia is made up of
independent advisors.
15.
Is the plan to eventually
decommission Principia?
We dont
have any plans to discontinue Principia; in fact, were continuing to enhance
it. Although subscriptions have declined as more advisors have adopted
Web-based platforms, Principia still had more than 38,000 subscriptions as of June 30,
2009. We believe the product continues to fill an important role for many
independent financial advisors. Principia is a fully installed, modular
software application that can be run locally on an advisors desktop. Weve
continued to focus on enhancing the value of the product by introducing new
modules and promoting electronic delivery of the monthly updates, which allows
for more timely data. We have also found that Principia fills a valuable niche
for research purposes because it allows researchers to access archived data as
of a specific point in time.
16.
Can you provide more detail on
the Site Builder product and how it differs from Advisor Workstation? Is
it also possible to provide a quarterly roll-back of Site Builder subscriptions
going back three years?
Whereas
Morningstar Advisor Workstation is a turn-key investment planning application
for financial advisors to use as a central focus of their daily workflow, Site
Builder is a set of components or tools designed for financial services firms
and personal finance portals to use in
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creating
or enhancing their Web sites. Companies licensing Site Builder can select and
easily customize specific components to incorporate Morningstars data,
screening and portfolio tools, calculators, and presentation materials into
their own branded Web sites according to their own design and usability
standards. These sites may be accessed by investment professionals or
individual investors.
When we
reorganized our operations in January 2009, we began including Site
Builder as part of our Licensed Tools and Content product line, which includes
online tools and editorial content that institutional clients can license for
use in their Web sites and software products. The table included in the
response to the next question shows the quarterly license totals for this
product over the past three years.
17.
Can you provide revised Advisor
Workstation subscription data going back three years on a quarterly basis given
this quarters reclassification?
Sure, the table below shows Advisor
Workstation licenses as previously reported and revised to exclude Site Builder
licenses.
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2006
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2007
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2008
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2009
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Q1
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Q2
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Q3
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Q4
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Q1
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Q2
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Q3
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Q4
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Q1
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Q2
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Q3
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Q4
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Q1
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U.S.
Advisor Workstation licenses, previously reported
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121,849
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127,057
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121,179
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153,838
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160,014
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163,813
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173,877
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175,725
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178,619
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188,792
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189,863
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190,267
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194,857
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Site
Builder licenses
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18,761
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20,730
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15,747
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20,466
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22,656
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23,956
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24,245
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25,220
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25,872
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34,523
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36,465
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38,393
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46,243
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U.S.
Advisor Workstation licenses, revised
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103,088
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106,327
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105,432
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133,372
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137,358
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139,857
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149,632
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150,505
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152,747
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154,269
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153,398
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151,874
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148,614
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18.
In terms of Advisor Workstation
revenue, what percentage is content-driven and what percentage is
user-driven? Trying to get a sense if revenue growth is more driven by
the actual number of users or the amount of use/content subscribed to.
Its
tough to come up with a specific percentage of revenue from content versus the
number of users because we base pricing on a number of factors, including the
size of the clients overall relationship with Morningstar. We use a pricing
grid that incorporates both the amount of content licensed and the number of
users. On the content side, we offer numerous modules for Advisor Workstation,
ranging from higher-priced full-site licenses to lower-cost modules for
specific tools and data sets. So the incremental revenue from adding a content
module varies. Price increases for adding incremental licenses also vary. The
percentage increase in price for a given number of users is higher for clients
with smaller user counts, and lower for clients with a large number of existing
users.
Investment Consulting and Investment Management
19.
Can you provide some color around
the Investment Consulting business and whether RFP [request for proposal]
pipelines are picking up? Do you notice as the operating environment has
stabilized to some extent that pipelines in that business in general are
picking up as weve heard from other companies to some extent? Have you
had any push back on pricing in this segment as contracts come up for renewal?
Can you also
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remind me what the average contract length for Morningstar and Ibbotson
Associates are? How much comes up for renewal over the next six
months? Next 12 months?
Weve continued to see interest in
new business in our Investment Consulting areas, although its taking significantly
more time to move from the initial discussion stage to executing a completed
contract. Many companies weve been talking to have been continuing to focus on
reducing costs, so weve experienced pricing pressure for both new business and
renewals.
The average contract length for
Morningstar Associates and Ibbotson Associates is a bit less than three years,
although some contracts have provisions that allow for early termination. We
estimate that we have approximately $7 million in annual contract value in
Investment Consulting up for renewal over the next six months, and
approximately $14 million over the next 12 months.
20.
Please remind me what the pricing
structure is in Investment Consulting. What is the difference in pricing
between Morningstar and Ibbotson Associates? What about Morningstar
Managed Portfolios? Have there been incremental pricing pressures in
these businesses?
Pricing for the consulting services we provide through both
Morningstar Associates and Ibbotson Associates varies based on the scope of
work and the level of service required. For the majority of our work, we
receive asset-based fees, reflecting our role as a portfolio construction
manager or subadvisor for a mutual fund or variable annuity. We also provide
Investment Consulting services for some assets under management for which we
receive a flat fee.
The difference in pricing between Morningstar Associates and
Ibbotson Associates varies depending on the type of service provided. We have
experienced pricing pressure in both areas as many of our clients have
continued to focus on reducing their costs. For Morningstar Managed Portfolios,
we typically charge 25 to 55 basis points.
21.
What were net flows like during
the quarter, particularly at Ibbotson? Is there any way you can give us a sense
of net cash flows in any of the AUM or AUA segments?
In most
of our Investment Management businesses, we operate as a portfolio construction
manager or subadvisor to another asset management firm and dont have direct
custody of the assets. We therefore have limited information about net cash
flows for these portfolios. Based on the information we have, we estimate that
net inflows to some of Ibbotsons funds-of-funds portfolios were positive
during the second quarter of 2009, although the majority of the increase in
assets compared with first-quarter levels was driven by market performance.
For
Morningstar Associates, net inflows for most of the funds-of-funds portfolios
for which we have asset information were also positive, although that was more
than offset by asset losses from one client that did not renew its contract
when it expired in May (as well as a previous client nonrenewal in October 2008).
We have
more complete information for Morningstar Managed Portfolios because we manage
the assets directly. Net cash inflows for this program were positive in the
second quarter of 2009.
22.
We
realize the loss of the two Investment Consulting clients caused a drop in
assets under management; however, given the relative strength in the equity
market since early March we would have thought this business would have
done better than it did as to revenue and assets under management (we note the
operating margin was nearly 60% which is excellent). Was this due to
timing of the loss of the clients? What months did these two clients stop
utilizing your services? Is there a quirk in how this business bills for
its services? Can you explain how clients are billed? Is it based
on monthly average
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or quarterly average assets? What time frame do you bill
quarterly, semi-annually? If you could provide some additional detail
into the billing methodology, that would be helpful.
We
believe the performance trends you mention mainly reflect the impact of a
smaller asset base, which means that percentage gains stemming from improved
market performance have less impact in dollar terms. The first client contract
was discontinued in October 2008, and the second ended in May 2009.
We bill
most of our clients quarterly. The fee calculation varies from client to
client, with fees typically based on average assets over a daily, monthly, or
quarterly period.
Capital Management
23.
Can you talk a bit about capital
management? What is the eventual plan with all this cash? Obviously
I know the near- to intermediate-term plan is to continue to build a U.S.-style
presence in most major global fund markets but adjusting for bonus accrual and
the like it seems like you cant spend the cash as fast as you generate
it. Given Mr. Mansuetos large ownership, share repurchase seems
unlikely. Are larger acquisitions being thought of given lower
valuations, lack of buyers, and seemingly a once in a blue moon opportunity to
buy properties from distressed sellers? Would a special one-time dividend
be in the cards? Any color would be very helpful.
Our goal is to use cash in a way
that maximizes shareholder returns. When looking at potential uses of cash, our
board of directors looks at both internal uses of cash (including capital
expenditures, working capital, and mergers and acquisitions) and external uses
of cash (returning cash to shareholders through a dividend or share
repurchase). To date, weve focused on the first group of options, but wouldnt
rule out the second group if our board of directors determined it was
appropriate.
Although we tend to like smaller bolt
on acquisitions, we wouldnt rule out a larger acquisition if the right
opportunity presented itself. We evaluate potential acquisitions based on a
number of metrics, but most importantly on whether theyre consistent with our
key growth strategies, which are:
·
Enhance our
position in each of our key market segments by focusing on our three major
Internet-based platforms;
·
Become a
global leader in funds-of-funds investment management;
·
Continue
building thought leadership in independent investment research;
·
Create a
premier global investment database; and
·
Expand our
international brand presence, products, and services.
24.
After
once again receiving a marketing e-mail on Morningstar DividendInvestor this
week, I was reminded of something Ive wanted to do for some time. That is, ask
an appropriate person at Morningstar why Morningstar, Inc. (MORN) does not
offer dividends.
As mentioned in our response to the
previous question, to date, weve used our free cash flow for acquisitions and
organic growth. If we reached a point where we didnt see sufficient
opportunities for acquisitions and organic growth, we would expect to make a
decision at the board level about other potential uses of cash, such as a
dividend or share repurchase.
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Working in consultation with our
board, we would be open to a stock buyback or dividend if we determined that
would offer better returns than other uses of cash.
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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 hereunto duly authorized.
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MORNINGSTAR, INC.
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Date: August 7, 2009
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By:
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/s/ Scott Cooley
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Name:
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Scott Cooley
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Title:
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Chief Financial Officer
|
12
Morningstar (NASDAQ:MORN)
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From Jun 2024 to Jul 2024
Morningstar (NASDAQ:MORN)
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From Jul 2023 to Jul 2024