Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 02, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-33812 | ||
Entity Registrant Name | MSCI INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 13-4038723 | ||
Entity Address, Address Line One | 7 World Trade Center | ||
Entity Address, Address Line Two | 250 Greenwich Street, 49th Floor | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10007 | ||
City Area Code | 212 | ||
Local Phone Number | 804-3900 | ||
Title of 12(b) Security | Common stock, par value $0.01 per share | ||
Trading Symbol | MSCI | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 35,984,916,924 | ||
Entity Common Stock, Shares Outstanding | 79,091,212 | ||
Documents Incorporated by Reference | Portions of the registrant’s proxy statement for its 2024 Annual Meeting of Stockholders, to be filed within 120 days of the end of the fiscal year ended December 31, 2023, are incorporated herein by reference into Part III of this Form 10-K. | ||
Entity Central Index Key | 0001408198 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 238 |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | New York, New York |
CONSOLIDATED STATEMENTS OF FINA
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents (includes restricted cash of $3,878 and $368 at December 31, 2023 and December 31, 2022, respectively) | $ 461,693 | $ 993,564 |
Accounts receivable (net of allowances of $3,968 and $2,652 at December 31, 2023 and December 31, 2022, respectively) | 839,555 | 663,236 |
Prepaid income taxes | 59,002 | 36,654 |
Prepaid and other assets | 57,903 | 54,520 |
Total current assets | 1,418,153 | 1,747,974 |
Property, equipment and leasehold improvements, net | 55,920 | 53,853 |
Right of use assets | 115,243 | 126,584 |
Goodwill | 2,887,692 | 2,229,670 |
Intangible assets, net | 956,234 | 558,517 |
Equity method investment | 0 | 214,389 |
Deferred tax assets | 41,074 | 29,207 |
Other non-current assets | 43,903 | 37,341 |
Total assets | 5,518,219 | 4,997,535 |
Current liabilities: | ||
Accounts payable | 9,812 | 15,039 |
Income taxes payable | 24,709 | 8,058 |
Accrued compensation and related benefits | 219,456 | 182,370 |
Current portion of long-term debt | 10,902 | 8,713 |
Other accrued liabilities | 168,282 | 153,461 |
Deferred revenue | 1,083,864 | 882,886 |
Total current liabilities | 1,517,025 | 1,250,527 |
Long-term debt | 4,496,826 | 4,503,233 |
Long-term operating lease liabilities | 120,134 | 131,575 |
Deferred tax liabilities | 27,028 | 29,098 |
Other non-current liabilities | 96,970 | 91,027 |
Total liabilities | 6,257,983 | 6,005,460 |
Commitments and Contingencies (see Note 6 and Note 10) | ||
Shareholders' equity (deficit): | ||
Preferred Stock (par value $0.01, 100,000,000 shares authorized, 0 shares issued) | 0 | 0 |
Common stock (par value $0.01; 750,000,000 common shares authorized; 133,817,332 and 133,623,005 common shares issued and 79,091,212 and 79,959,989 common shares outstanding at December 31, 2023 and December 31, 2022, respectively) | 1,338 | 1,336 |
Treasury shares, at cost (54,726,120 and 53,663,016 common shares held at December 31, 2023 and December 31, 2022, respectively) | (6,447,101) | (5,938,116) |
Additional paid in capital | 1,587,670 | 1,515,874 |
Retained earnings | 4,179,681 | 3,473,192 |
Accumulated other comprehensive loss | (61,352) | (60,211) |
Total shareholders' equity (deficit) | (739,764) | (1,007,925) |
Total liabilities and shareholders' equity (deficit) | $ 5,518,219 | $ 4,997,535 |
CONSOLIDATED STATEMENTS OF FI_2
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Restricted cash, current | $ 3,878 | $ 368 |
Accounts receivable, allowance for credit loss, current | $ 3,968 | $ 2,652 |
Preferred stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common stock, shares issued (in shares) | 133,817,332 | 133,623,005 |
Common stock, shares outstanding (in shares) | 79,091,212 | 79,959,989 |
Shares repurchased (in shares) | 54,726,120 | 53,663,016 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Operating revenues | $ 2,528,920 | $ 2,248,598 | $ 2,043,544 |
Operating expenses: | |||
Cost of revenues (exclusive of depreciation and amortization) | 446,581 | 404,341 | 358,684 |
Selling and marketing | 276,204 | 264,583 | 243,185 |
Research and development | 132,121 | 107,205 | 111,564 |
General and administrative | 153,967 | 146,857 | 147,893 |
Amortization of intangible assets | 114,429 | 91,079 | 80,592 |
Depreciation and amortization of property, equipment and leasehold improvements | 21,009 | 26,893 | 28,901 |
Total operating expenses | 1,144,311 | 1,040,958 | 970,819 |
Operating income | 1,384,609 | 1,207,640 | 1,072,725 |
Interest income | (34,479) | (11,769) | (1,497) |
Interest expense | 186,679 | 171,571 | 159,614 |
Gain on remeasurement of equity method investment | (143,029) | 0 | 0 |
Other expense (income) | 6,377 | 3,997 | 56,472 |
Other expense (income), net | 15,548 | 163,799 | 214,589 |
Income before provision for income taxes | 1,369,061 | 1,043,841 | 858,136 |
Provision for income taxes | 220,469 | 173,268 | 132,153 |
Net income | $ 1,148,592 | $ 870,573 | $ 725,983 |
Earnings per share: | |||
Basic (in USD per share) | $ 14.45 | $ 10.78 | $ 8.80 |
Diluted (in USD per share) | $ 14.39 | $ 10.72 | $ 8.70 |
Weighted average shares outstanding: | |||
Basic (in USD per share) | 79,462 | 80,746 | 82,508 |
Diluted (in USD per share) | 79,843 | 81,215 | 83,479 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 1,148,592 | $ 870,573 | $ 725,983 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 7,319 | (16,016) | (3,624) |
Income tax effect | (1,451) | 2,722 | 943 |
Foreign currency translation adjustments, net | 5,868 | (13,294) | (2,681) |
Pension and other post-retirement adjustments | (8,832) | 15,593 | 3,546 |
Income tax effect | 1,823 | (3,715) | (801) |
Pension and other post-retirement adjustments, net | (7,009) | 11,878 | 2,745 |
Other comprehensive (loss) income, net of tax | (1,141) | (1,416) | 64 |
Comprehensive income | $ 1,147,451 | $ 869,157 | $ 726,047 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Dec. 31, 2020 | $ (443,234) | $ 1,328 | $ (4,342,535) | $ 1,402,537 | $ 2,554,295 | $ (58,859) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 725,983 | 725,983 | ||||
Dividends declared | (303,761) | (303,761) | ||||
Dividends paid in shares | 128 | 128 | ||||
Other comprehensive income (loss), net of tax | 64 | 64 | ||||
Shares withheld for tax withholding | (58,794) | (58,794) | ||||
Common stock issued | 4 | 4 | ||||
Compensation payable in common stock | 54,958 | 54,958 | ||||
Common stock repurchased and held in treasury | (139,580) | (139,580) | ||||
Common stock issued to Directors and (held in)/released from treasury | 765 | 765 | ||||
Ending balance at Dec. 31, 2021 | (163,467) | 1,332 | (4,540,144) | 1,457,623 | 2,976,517 | (58,795) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 870,573 | 870,573 | ||||
Dividends declared | (373,898) | (373,898) | ||||
Dividends paid in shares | 162 | 162 | ||||
Other comprehensive income (loss), net of tax | (1,416) | (1,416) | ||||
Shares withheld for tax withholding | (112,681) | (112,681) | ||||
Common stock issued | 4 | 4 | ||||
Compensation payable in common stock | 58,089 | 58,089 | ||||
Common stock repurchased and held in treasury | (1,284,825) | (1,284,825) | ||||
Common stock issued to Directors and (held in)/released from treasury | (466) | (466) | ||||
Ending balance at Dec. 31, 2022 | (1,007,925) | 1,336 | (5,938,116) | 1,515,874 | 3,473,192 | (60,211) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 1,148,592 | 1,148,592 | ||||
Dividends declared | (442,103) | (442,103) | ||||
Dividends paid in shares | 152 | 152 | ||||
Other comprehensive income (loss), net of tax | (1,141) | (1,141) | ||||
Shares withheld for tax withholding | (45,469) | (45,469) | ||||
Common stock issued | 2 | 2 | ||||
Compensation payable in common stock | 71,644 | 71,644 | ||||
Common stock repurchased and held in treasury | (462,693) | (462,693) | ||||
Common stock issued to Directors and (held in)/released from treasury | (823) | (823) | ||||
Ending balance at Dec. 31, 2023 | $ (739,764) | $ 1,338 | $ (6,447,101) | $ 1,587,670 | $ 4,179,681 | $ (61,352) |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||||||||||||||
Dividend declared per common share (in USD per share) | $ 1.38 | $ 1.38 | $ 1.38 | $ 1.38 | $ 1.25 | $ 1.25 | $ 1.04 | $ 1.04 | $ 1.04 | $ 1.04 | $ 0.78 | $ 0.78 | $ 5.52 | $ 4.58 | $ 3.64 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities | |||
Net income | $ 1,148,592 | $ 870,573 | $ 725,983 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Gain on remeasurement of equity method investment | (143,029) | 0 | 0 |
Amortization of intangible assets | 114,429 | 91,079 | 80,592 |
Stock-based compensation expense | 71,653 | 58,094 | 54,917 |
Depreciation and amortization of property, equipment and leasehold improvements | 21,009 | 26,893 | 28,901 |
Amortization of right of use assets | 23,781 | 24,524 | 24,632 |
Loss on impairment of right of use assets, net | 477 | 705 | 8,385 |
Amortization of debt origination fees | 5,055 | 5,132 | 4,923 |
Loss on extinguishment of debt | 0 | 0 | 59,103 |
Deferred taxes | (15,258) | 36,436 | (111,369) |
Other adjustments | 6,863 | 1,361 | (146) |
Changes in assets and liabilities, net of the effect of acquisitions and dispositions: | |||
Accounts receivable | (149,529) | (6,624) | (99,203) |
Prepaid income taxes | (21,931) | (31,684) | 15,264 |
Prepaid and other assets | 1,564 | (3,781) | (4,240) |
Other non-current assets | (8,102) | 31,448 | (35,445) |
Accounts payable | (6,044) | 1,337 | (2,195) |
Income taxes payable | 14,721 | (49,296) | 33,903 |
Accrued compensation and related benefits | 23,218 | (22,432) | 42,719 |
Other accrued liabilities | 3,536 | 10,654 | (9,249) |
Deferred revenue | 171,968 | 72,752 | 116,863 |
Long-term operating lease liabilities | (24,062) | (25,467) | (22,078) |
Other non-current liabilities | (6,538) | 4,106 | 21,536 |
Other | 3,656 | (441) | 2,273 |
Net cash provided by operating activities | 1,236,029 | 1,095,369 | 936,069 |
Cash flows from investing activities | |||
Acquisition of a business, net of cash acquired | (727,342) | 0 | (948,989) |
Acquisition of equity method investment | 0 | (5) | (26,361) |
Acquisition of assets, net of cash acquired | 0 | 0 | (6,512) |
Capital expenditures | (22,757) | (13,617) | (13,509) |
Capitalized software development costs | (68,094) | (59,278) | (39,285) |
Other | (1,185) | (6,435) | (1,057) |
Net cash used in investing activities | (819,378) | (79,335) | (1,035,713) |
Cash flows from financing activities | |||
Proceeds from borrowings, inclusive of premium | 0 | 355,000 | 1,803,750 |
Repayment of borrowings | (8,750) | (7,188) | (1,051,810) |
Repurchase of common stock held in treasury | (504,188) | (1,397,506) | (198,374) |
Payment of dividends | (440,993) | (372,915) | (302,449) |
Payment of debt issuance costs in connection with debt | 0 | (2,560) | (21,612) |
Payment of contingent consideration | 0 | (211) | 0 |
Net cash provided by (used in) financing activities | (953,931) | (1,425,380) | 229,505 |
Effect of exchange rate changes | 5,409 | (18,539) | (8,933) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (531,871) | (427,885) | 120,928 |
Cash, cash equivalents and restricted cash, beginning of period | 993,564 | 1,421,449 | 1,300,521 |
Cash, cash equivalent and restricted cash, end of period | 461,693 | 993,564 | 1,421,449 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 182,313 | 165,116 | 151,335 |
Cash paid for income taxes, net of refunds received | 240,479 | 180,686 | 222,620 |
Supplemental disclosure of non-cash investing activities | |||
Property, equipment and leasehold improvements in other accrued liabilities | 2,738 | 1,849 | 3,498 |
Supplemental disclosure of non-cash financing activities | |||
Cash dividends declared, but not yet paid | $ 1,941 | $ 3,748 | $ 2,599 |
INTRODUCTION AND BASIS OF PRESE
INTRODUCTION AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
INTRODUCTION AND BASIS OF PRESENTATION | INTRODUCTION AND BASIS OF PRESENTATION Organization MSCI Inc., together with its wholly owned subsidiaries (the “Company” or “MSCI”) is a leading provider of critical decision support tools and solutions for the global investment community. Our mission-critical offerings help investors address the challenges of a transforming investment landscape and power better investment decisions. Leveraging our knowledge of the global investment process and our expertise in research, data and technology, we enable our clients to understand and analyze key drivers of risk and return and confidently and efficiently build more effective portfolios. Our products and services include indexes; portfolio construction and risk management tools; environmental, social and governance (“ESG”) and climate solutions; and private asset data and analysis. Basis of Presentation The consolidated financial statements and accompanying notes to financial statements, which include the accounts of MSCI Inc. and its wholly owned subsidiaries, are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). On October 2, 2023, the Company acquired the remaining 66.4% interest in The Burgiss Group, LLC (“Burgiss”) for $696.8 million in cash. Prior to the acquisition, Burgiss was a related party and its results were included in the Company’s Burgiss operating segment as an equity method investment based on the Company’s 33.6% ownership. The Company’s existing 33.6% interest had a fair value of $353.2 million at the date of acquisition. This resulted in a non-taxable, one-time gain on the remeasurement of our equity method investment in Burgiss of $143.0 million following the acquisition. During the year ended December 31, 2023, the Company renamed the Burgiss operating segment to Private Capital Solutions. Burgiss’ consolidated results were included in the Company’s All Other – Private Assets reportable segment following the acquisition. Significant Accounting Policies Basis of Financial Statements and Use of Estimates The Company makes certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of operating revenues and expenses during the periods presented. Significant estimates and judgments made by management include such examples as the assessment of the fair value of acquired intangible assets; the assessment of impairment of goodwill and intangible assets; and income taxes. The Company believes that estimates used in the preparation of these consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Inter-company balances and transactions are eliminated in consolidation. Revenue Recognition Performance Obligations and Transaction Price The Company recognizes revenues for products and services when performance obligations are satisfied. For revenue arrangements containing multiple products or services, the Company accounts for the individual products or services as a separate performance obligation if they are distinct. A product or service is distinct if a client can benefit from it either on its own or together with other resources that are readily available to the client, and the Company’s promise to transfer the product or service to the client is separately identifiable from other promises in the contract. If both criteria are not met, the promised products or services are accounted for as a combined performance obligation. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring products or services to the client. The Company allocates the transaction price to each performance obligation identified in the contract based on the best estimate of a relative standalone selling price of each distinct product or service in the contract. To allocate the transaction price to each performance obligation on a relative standalone selling price basis, at contract inception the Company determines the standalone selling prices of the distinct products or services underlying each performance obligation in proportion to the total transaction price. This standalone selling price may be the contract price but is more often than not the best estimate of the price the Company would receive for selling the product or service separately in similar circumstances and to other similar customers. A client can receive a discount for purchasing a bundle of products or services if the sum of the standalone selling price of those promised products or services in the contract exceeds the promised consideration in the contract. For services where the transaction price is variable such as based upon assets under management (“AUM”), volume of trades or fee levels, the transaction price is based upon pricing models and is not allocated at the inception of the contract but rather falls within the sales and usage-based royalty exception under which the price and associated revenue are based upon actual known performance or best estimates of actual performance during the performance period. Revenue is recognized when a client obtains control of promised products or services in an amount that reflects the consideration the entity expects to receive in exchange for those products or services. Determining when control has transferred can sometimes require management’s judgment ( e.g. , implementation services), which could affect the timing of revenue recognition. Revenue is recognized exclusive of any applicable sales or other indirect taxes. Disaggregation of Revenue Revenues are characterized by type, which broadly reflects the nature of how they are recognized or earned. Our revenue types are recurring subscriptions, asset-based fees and non-recurring revenues. We also group our revenues by segment. Revenues By Type Recurring subscription revenues represent fees earned from clients primarily under renewable contracts or agreements and are generally paid annually in advance and recognized in most cases ratably over the term of the license or service pursuant to the contract terms. Asset-based fees are principally recognized based on the estimated AUM linked to our indexes from independent third-party sources or the most recently reported information provided by the client. Asset-based fees also include revenues related to futures and options contracts linked to our indexes, which are primarily based on trading volumes and fee levels. Asset-based fees are generally variable based upon AUM or the volume of trades or fee levels and are generally billed quarterly in arrears. Non-recurring revenues primarily represent fees earned on products and services where we typically do not have renewal clauses within the contract. Examples of such products and services include one-time license fees, certain derivative financial products, certain implementation services, historical data sets and, occasionally, fees for unlicensed usage of our content in historical periods. Based on the nature of the services provided, non-recurring revenues are generally billed either in advance or after delivery and recognized point in time or over the service period. Revenues By Segment Index segment operating revenues consist of fees earned primarily for licenses of index data subscriptions, performance obligations to deliver the data are satisfied over time and, accordingly, revenue is recognized ratably over the term of the agreement pursuant to the contract terms. With respect to licenses to create indexed investment products, such as ETFs, passively managed funds, or licenses which allow certain exchanges to use MSCI’s indexes as the basis for futures and options contracts, MSCI’s performance obligation allows customers to use the Company’s intellectual property ( e.g. , the indexes) as the basis of the funds or other investment products the customers create over the term of the agreement. The fees earned for these rights are typically variable, in which case they are accrued under the sales and usage-based royalty exception pursuant to the level of performance achieved, which is primarily measured based on AUM, volume of trades or fee levels. The level of performance achieved is based on information obtained from independent third-party sources or best estimates taking into account the most recently reported information from the client. Analytics segment operating revenues are recognized as MSCI satisfies performance obligations through providing access to its proprietary models or hosted applications and, in some cases, delivery of managed services, which are typically satisfied over time, and accordingly, operating revenues are recognized ratably over the term of the service period. For implementation services, MSCI meets its performance obligation once the implementation is complete and the related service is available for the client to use. Operating revenues are recognized at the point in time when the implementation service is completed. ESG and Climate segment operating revenues are recognized as MSCI’s performance obligations to provide data to or update data for clients are satisfied. The majority of these performance obligations are satisfied over the term of the license period, with operating revenues recognized ratably. For custom ESG research data, the performance obligation is typically satisfied, and revenue is recognized, at the point in time when the data is updated and available to the client. All Other – Private Assets segment operating revenues are recognized as MSCI's performance obligations to provide analysis, insights and data to clients are satisfied. The majority of these performance obligations are satisfied over the term of the license period, with operating revenues recognized ratably. Certain other Real Assets products, including benchmark reports, are recognized at the point in time when the Company satisfies the performance obligation through delivery to the client. Share-Based Compensation Certain of the Company’s employees have received share-based compensation under various compensation programs. The Company’s compensation expense reflects the fair value method of accounting for share-based payments under ASC Subtopic 718-10, “ Compensation—Stock Compensation. ” Stock-based compensation awards include restricted stock units (“RSUs”), performance stock units (“PSUs”) and performance stock options (“PSOs”). PSUs are subject to market conditions based on the achievement of multi-year total shareholder return targets and PSOs are subject to performance conditions based on the cumulative results of financial targets. The fair value of RSUs at grant date is measured using the price of MSCI’s common stock. The fair value of PSUs at grant date is determined using a Monte Carlo simulation model that creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms. The fair value of PSOs at grant date is determined using the Black-Scholes option pricing model. For PSOs, the grant-date fair value is adjusted for any changes in the probability of achievement of (i) a cumulative revenue performance goal and (ii) a cumulative adjusted EPS performance goal (each weighted at 50%). Research and Development The Company accounts for research and development costs in accordance with several accounting pronouncements, including ASC Subtopic 730-10, “ Research and Development .” ASC Subtopic 730-10 requires that research and development costs generally be expensed as incurred. The majority of the Company’s research and development costs are incurred in developing, reviewing and enhancing the methodologies and data models offered within its product portfolio by monitoring investment trends and drivers globally, as well as analyzing product-specific needs in areas such as capitalization-weighted, factor and specialized indexes, and instrument valuation, risk modeling, portfolio construction, asset allocation and value-at-risk simulation. Internal Use Software The Company applies the provisions of ASC Subtopic 350-40, “ Internal Use Software ,” and accounts for the cost of computer software developed for internal use by capitalizing qualifying costs, which are substantially incurred during the application development stage. The amounts capitalized primarily relate to internally developed software used to provide services to customers and are included in Intangible Assets on the Consolidated Statement of Financial Condition and include external direct costs of services used in developing internal-use software and payroll and payroll-related costs of employees directly associated with the development activities. Additionally, costs incurred relating to upgrades and enhancements to the software are capitalized if it is determined that these upgrades or enhancements provide additional functionality to the software. Capitalized software development costs are typically amortized on a straight-line basis over the estimated useful life of the related product, which is typically three Costs incurred in the preliminary and post-implementation stages of MSCI’s products are expensed as incurred. Income Taxes Provision for income taxes is provided for using the asset and liability method, under which deferred tax assets and deferred tax liabilities are determined based on the temporary differences between the financial statement and income tax bases of assets and liabilities using currently enacted tax rates. The Company elects to account for Global Intangible Low-Taxed Income (“GILTI”) in the year the tax is incurred. The Company recognizes interest and penalties related to income tax matters within “Provision for income taxes” in the Consolidated Statement of Income. The Company regularly evaluates the likelihood of additional assessments in each of the taxing jurisdictions in which it is required to file income tax returns. The Company has recorded additional tax expense related to open tax years, which the Company’s management believes is adequate in relation to the potential for assessments. These amounts have been recorded in “Other non-current liabilities” on the Consolidated Statement of Financial Condition. The Company’s management believes the resolution of tax matters will not have a material effect on the Company’s consolidated financial condition. However, to the extent the Company is required to pay amounts in excess of its reserves, a resolution could have a material impact on its Consolidated Statement of Income for a particular future period. In addition, an unfavorable tax settlement could require use of cash and result in an increase in the effective tax rate in the period in which such resolution occurs. Deferred Revenue Deferred revenues represent both cash received and the amounts billed to clients for products and services in advance of satisfying performance obligations. Deferred revenue generally results in ratable recognition of operating revenues over the license or subscription period, as the performance obligations are satisfied. Accounts Receivable and Allowance for Credit Losses The Company’s clients generally pay subscription fees annually in advance. MSCI’s policy is to record to a receivable when a client is billed. For products and services that are provided in advance of billing, such as for our asset-based fee products, unbilled revenue is included in Accounts Receivable on the Company’s Consolidated Statement of Financial Condition. The Company recognizes an allowance for credit losses at the time invoices are sent to clients by applying an estimate of the uncollectable amount based on client profiles, credit considerations and historical write-offs. The Company does not require collateral from clients to mitigate credit risk. Changes in the allowance for credit losses from December 31, 2020 to December 31, 2023 were as follows: (in thousands) Amount Balance as of December 31, 2020 $ 1,583 Addition to credit loss expense 1,210 Write-offs, net of recoveries (456) Balance as of December 31, 2021 $ 2,337 Addition to credit loss expense 910 Write-offs, net of recoveries (595) Balance as of December 31, 2022 $ 2,652 Addition to credit loss expense 2,196 Write-offs, net of recoveries (880) Balance as of December 31, 2023 $ 3,968 Goodwill Goodwill is recorded as part of the Company’s acquisitions of businesses when the purchase price exceeds the fair value of the net tangible and separately identifiable intangible assets acquired. The Company’s goodwill is not amortized, but rather is subject to an impairment test each year, or more often if conditions indicate impairment may have occurred, pursuant to ASC Subtopic 350-10, “ Intangibles—Goodwill and Other .” The Company tests goodwill for impairment on an annual basis on July 1 st and on an interim basis when certain events and circumstances exist. The test for impairment is performed at the reporting unit level. Goodwill impairment is determined by comparing the fair value of a reporting unit with its carrying value. If the estimated fair value exceeds the carrying value, goodwill at the reporting unit level is not deemed to be impaired. If the estimated fair value is below carrying value, an impairment charge will be recorded up to, but not more than, the total amount of goodwill allocated to the reporting unit. The Company completed its annual goodwill impairment test as of July 1, 2023 on its Index, Analytics, ESG and Climate, and Real Assets reporting units, which were also the Company’s operating segments as of July 1, 2023, and no impairments were noted. The Company performed a qualitative test for impairment and determined that it was not more likely than not that the fair value of its reporting units is less than their respective carrying values. See Note 13, “Segment Information,” for further descriptions of the operating segments. Based on the results of the annual goodwill impairment testing performed and given there were no impairment triggers identified as part of interim assessments, no impairment of goodwill was recorded during the years ended December 31, 2023, 2022 and 2021. Intangible Assets The Company amortizes definite-lived intangible assets over their estimated useful lives. Definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. The Company also reviews the useful lives on a periodic basis to determine if the period of economic benefit has changed. If the carrying value of an intangible asset exceeds its fair value, an impairment charge would be recognized in an amount equal to the amount by which the carrying value of the intangible asset exceeds its fair value. There were no events or changes in circumstances that would indicate that the carrying value of the definite-lived intangible assets may not be recoverable during the years ended December 31, 2023 and 2022. The Company had no indefinite-lived intangible assets other than goodwill during the years ended December 31, 2023 and 2022. Foreign Currency Translation Assets and liabilities of operations having non-U.S. dollar functional currencies are translated at year-end exchange rates, and income statement accounts are translated at weighted average exchange rates for the year. Gains or losses resulting from translating foreign currency financial statements, net of any related tax effects, are reflected in accumulated other comprehensive loss, a separate component of shareholders’ equity (deficit). Gains or losses resulting from foreign currency transactions incurred in currencies other than the local functional currency are included in non-operating “Other expense (income)” on the Consolidated Statement of Income. Leases MSCI leases office space, data centers and certain equipment under non-cancellable operating lease agreements and determines if an arrangement is a lease at inception. The Company does not currently have any financing lease arrangements. Right of use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right of use assets are recognized on the commencement date based on the present value of lease payments over the lease term adjusted for initial direct costs and lease incentives received or deemed probable of being received. MSCI uses its incremental borrowing rate based on the information available on the commencement date in determining the present value of lease payments. The lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Right of use assets and associated leasehold improvements are tested for impairment when there is a trigger for impairment testing at the appropriate asset group level. When a trigger exists, the asset group is tested for recoverability by comparing the estimated undiscounted cash flows to the asset group’s carrying value. If the asset group fails the recoverability test, the Company will measure impairment loss as the difference between the fair value and carrying value of the asset group. Lease expense is recognized on a straight-line basis over the lease term and is included in “Operating expenses” in the Consolidated Statement of Income. In situations where a right of use asset has been impaired, the subsequent amortization of the right of use asset is then recorded on a straight-line basis over the remaining lease term and is combined with accretion expense on the lease liability to result in single operating lease cost. Some of the Company’s lease agreements include rental payments adjusted periodically for inflation which are accounted for as variable lease amounts but are not reflected as a component of the Company’s lease liability. Certain leases also require the Company to pay real estate taxes, insurance, maintenance and other operating expenses associated with the leased premises or equipment which are also not reflected as a component of the Company’s lease liability. The Company also subleases a small portion of its leased office space to third parties and thereby applies sublessor accounting. Sublease income is presented in “Operating expenses” as an offset. Property, Equipment and Leasehold Improvements Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation and amortization of furniture and fixtures, and computer and communications equipment are accounted for using the straight-line method over the estimated useful life, and for leasehold improvements, over the shorter of the estimated useful life or the lease term. Treasury Stock The Company holds repurchased shares of common stock as treasury stock. The Company accounts for treasury stock under the cost method and includes treasury stock as a component of shareholders’ equity (deficit). Accrued Compensation A significant portion of the Company’s employee incentive compensation programs are discretionary. The Company makes significant estimates in determining its accrued compensation and benefits expenses. Accrued cash incentive estimates reflect an assessment of performance versus targets and other key performance indicators at the Company, operating segment and employee level. The Company also reviews compensation and benefits expenses throughout the year to determine how overall performance compares to management’s expectations. These and other factors, including historical performance, are taken into account in accruing discretionary cash compensation estimates quarterly. Concentrations For the years ended December 31, 2023, 2022 and 2021, BlackRock, Inc. accounted for 9.8%, 10.3%, and 12.7% of the Company’s consolidated operating revenues, respectively. For the years ended December 31, 2023, 2022 and 2021, BlackRock, Inc. accounted for 16.8%, 17.4% and 20.4% of the Index segment’s operating revenues, respectively. No single customer accounted for 10.0% or more of operating revenues within the Analytics, ESG and Climate and All Other – Private Assets segments for the years ended December 31, 2023, 2022 and 2021. Cash and Cash Equivalents Cash and cash equivalents include ordinary bank deposits and highly liquid investments with original maturities of three months or less that consist primarily of money market funds with unrestricted daily liquidity and fixed term time deposits. Restricted Cash |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In November 2023, the FASB issued Accounting Standards Update No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” or ASU 2023-07. The amendments in ASU 2023-07 aim to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. In December 2023, the FASB issued Accounting Standards Update No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. The amendments in ASU 2023-09 aim to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION MSCI’s operating revenues are reported by product type, which generally reflects the timing of recognition. The Company’s operating revenues types are recurring subscriptions, asset-based fees and non-recurring revenues. The Company also disaggregates operating revenues by segment. The tables that follow present the disaggregated operating revenues for the periods indicated: For the Year Ended December 31, 2023 Segments (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Operating Revenues Types Recurring subscriptions $ 814,582 $ 603,291 $ 282,351 $ 171,066 $ 1,871,290 Asset-based fees 557,502 — — 557,502 Non-recurring 79,731 12,665 5,217 2,515 100,128 Total $ 1,451,815 $ 615,956 $ 287,568 $ 173,581 $ 2,528,920 For the Year Ended December 31, 2022 Segments (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Operating Revenues Types Recurring subscriptions $ 729,710 $ 567,004 $ 223,160 $ 139,649 $ 1,659,523 Asset-based fees 528,127 — — — 528,127 Non-recurring 45,372 9,103 5,151 1,322 60,948 Total $ 1,303,209 $ 576,107 $ 228,311 $ 140,971 $ 2,248,598 For the Year Ended December 31, 2021 Segments (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Operating Revenues Types Recurring subscriptions $ 650,629 $ 533,178 $ 162,609 $ 79,624 $ 1,426,040 Asset-based fees 553,991 — — — 553,991 Non-recurring 47,144 11,121 3,583 1,665 63,513 Total $ 1,251,764 $ 544,299 $ 166,192 $ 81,289 $ 2,043,544 The table that follows presents the change in accounts receivable, net of allowances and current deferred revenue between the dates indicated: (in thousands) Accounts receivable, net of allowances Deferred revenue Opening (December 31, 2022) $ 663,236 $ 882,886 Closing (December 31, 2023) 839,555 1,083,864 Increase/(decrease) $ 176,319 $ 200,978 (in thousands) Accounts receivable, net of allowances Deferred revenue Opening (December 31, 2021) $ 664,511 $ 824,912 Closing (December 31, 2022) 663,236 882,886 Increase/(decrease) $ (1,275) $ 57,974 The amount of revenue recognized in the period that was included in the opening current deferred revenue, which reflects the contract liability amounts, was $836.7 million, $819.9 million and $672.5 million for the years ended December 31, 2023, 2022 and 2021 respectively. The difference between the opening and closing balances of the Company’s deferred revenue was primarily driven by an increase in billings, partially offset by an increase in amortization of deferred revenue to operating revenues. As of December 31, 2023, 2022 and 2021, the Company carried a long-term deferred revenue balance of $28.8 million, $29.4 million and $23.4 million, respectively, in “Other non-current liabilities” on the Consolidated Statement of Financial Condition. For contracts that have a duration of one year or less, the Company has not disclosed either the remaining performance obligation as of the end of the reporting period or when the Company expects to recognize the revenue. The remaining performance obligations for contracts that have a duration of greater than one year and the periods in which they are expected to be recognized are as follows: As of (in thousands) December 31, 2023 First 12-month period $ 838,863 Second 12-month period 530,258 Third 12-month period 256,911 Periods thereafter 182,052 Total $ 1,808,084 |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE Basic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the assumed conversion of all dilutive securities, including, when applicable, RSUs, PSUs and PSOs. The following table presents the computation of basic and diluted EPS: Years Ended (in thousands, except per share data) December 31, 2023 December 31, 2022 December 31, 2021 Net income $ 1,148,592 $ 870,573 $ 725,983 Basic weighted average common shares outstanding 79,462 80,746 82,508 Effect of dilutive securities: PSUs, RSUs, and PSOs 381 469 971 Diluted weighted average common shares outstanding 79,843 81,215 83,479 Earnings per common share: Basic $ 14.45 $ 10.78 $ 8.80 Diluted $ 14.39 $ 10.72 $ 8.70 |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS On October 2, 2023, the Company acquired the remaining 66.4% interest in Burgiss for $696.8 million in cash (the “step acquisition”). The acquisition of Burgiss will provide the Company with comprehensive data and deep expertise in private assets, enabling investors to evaluate fundamental information, measure and compare performance, understand exposures, manage risk, and conduct robust analytics. The step acquisition has been accounted for as a business combination using the acquisition method of accounting and its results are reported within the Private Capital Solutions operating segment within the All Other – Private Assets reportable segment. With the step acquisition, we renamed the Burgiss operating segment to Private Capital Solutions. The Company’s existing 33.6% interest had a fair value at acquisition date of $353.2 million which resulted in a non-taxable gain of $143.0 million. Prior to the step acquisition, Burgiss was accounted for as an equity-method investment. Therefore, MSCI did not recognize the proportionate share of Burgiss’ operating revenues, rather, the Company’s proportionate share of the income or loss of Burgiss was reported as a component of other (expense) income, net. A portion of Burgiss’s client agreements do not have automatic renewal clauses at the end of the subscription period. Due to the historically high retention rate and expectation that a substantial portion of the client agreements will be renewed and the nature of the subscription service, the associated revenue is recorded as recurring subscription revenue. The table below represents the preliminary purchase price allocation to total assets acquired and liabilities assumed and the associated estimated useful lives as of the acquisition date. (in thousands) Estimated Fair Value Cash and cash equivalents $ 5,397 Accounts receivable 25,795 Prepaid Income Taxes 30 Other current assets 4,153 Property, equipment and leasehold improvements, net 670 Right of use assets 3,443 Other non-current assets 471 Deferred revenue (22,181) Other current liabilities (13,434) Long-term operating lease liabilities (2,525) Intangible assets: Proprietary data 11 years 229,900 Customer relationships 21 years 179,900 Acquired technology and software 3 years 19,000 Trademarks 1 year 900 Goodwill 618,415 Net assets acquired $ 1,049,934 The Company, with the assistance of third-party valuation experts, calculated the fair values of intangible assets using the relief from royalty method for proprietary data, acquired technology and software and trademarks and the multi-period excess earnings method for customer relationships. The significant assumptions used to estimate the fair value of the acquired intangible assets included forecasted cash flows, which were determined based on certain assumptions that included, among others, projected future revenues, and expected market royalty rates, technology obsolescence rates and discount rates. The weighted average amortization period of the acquired intangible assets was 14.8 years. The recorded goodwill is primarily attributable to the utilization of the acquired data as well as expanded market opportunities. Goodwill attributable to the acquisition is deductible for federal income tax purposes to the extent of consideration paid. Revenue of Burgiss recognized within the consolidated financial statements was $25.4 million for the year ended December 31, 2023. On November 1, 2023 MSCI completed the acquisition of Trove Research Ltd (“Trove”), a carbon markets intelligence provider for approximately $37.9 million in cash. Trove is a part of the ESG and Climate operating segment. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | As of December 31, 2023, the Company had outstanding an aggregate of $4,200.0 million in senior unsecured notes (collectively, the “Senior Notes”) and an aggregate of $339.1 million in senior unsecured tranche A term loans (the “Tranche A Term Loans”) under the term loan A facility (the “TLA Facility”), as presented in the table below: (in thousands) Maturity Date Principal amount outstanding at December 31, 2023 Carrying value at December 31, 2023 Carrying value at December 31, 2022 Fair Value at December 31, 2023 Fair Value at December 31, 2022 Debt 4.000% senior unsecured notes due 2029 November 15, 2029 $ 1,000,000 $ 993,637 $ 992,546 $ 941,090 $ 876,240 3.625% senior unsecured notes due 2030 September 1, 2030 900,000 895,587 894,925 815,526 751,113 3.875% senior unsecured notes due 2031 February 15, 2031 1,000,000 992,161 991,067 914,360 833,130 3.625% senior unsecured notes due 2031 November 1, 2031 600,000 594,852 594,195 529,458 500,880 3.250% senior unsecured notes due 2033 August 15, 2033 700,000 693,532 692,862 586,509 542,696 Variable rate Tranche A Term Loans due 2027 (1) February 16, 2027 339,063 337,959 346,352 337,367 346,073 Total debt (2) $ 4,539,063 $ 4,507,728 $ 4,511,947 $ 4,124,310 $ 3,850,132 __________________________ (1) On January 26, 2024, all Tranche A Term Loans under the Prior Credit Agreement were repaid in full from proceeds from the Revolving Credit Facility under the Credit Agreement. (2) Includes $10.9 million of current-portion of long-term debt. Maturities of the Company’s principal debt payments as of December 31, 2023 are as follows: Maturity of Principal Debt Payments Amounts 2024 (1) $ 10,938 2025 (1) 19,688 2026 (1) 26,250 2027 (1) 282,187 2028 — Thereafter 4,200,000 Total debt $ 4,539,063 _________________________ (1) All principal payments for years 2024-2027 relate to payments on the Company’s Tranche A Term Loans which were repaid in full on January 26, 2024 from proceeds from the Revolving Credit Facility under the Credit Agreement. Interest payments attributable to the Company’s outstanding indebtedness are due as presented in the following table: Interest payment frequency First interest Senior Notes and Tranche A Term Loans 4.000% senior unsecured notes due 2029 Semi-Annual May 15 3.625% senior unsecured notes due 2030 Semi-Annual March 1 3.875% senior unsecured notes due 2031 Semi-Annual June 1 3.625% senior unsecured notes due 2031 Semi-Annual May 1 3.250% senior unsecured notes due 2033 Semi-Annual February 15 Variable rate Tranche A Term Loans due 2027 (1) Variable July 11 ______________________________ (1) The first payment occurred on July 11, 2022. On January 26, 2024, all Tranche A Term Loans under the Prior Credit Agreement were repaid in full from proceeds from the Revolving Credit Facility under the Credit Agreement. The fair market value of the Company’s debt obligations represent Level 2 valuations. The Company utilized the market approach and obtained security pricing from a vendor who used broker quotes and third-party pricing services to determine fair values. Senior Notes. The $1,000.0 million aggregate principal amount of 4.000% senior unsecured notes due 2029 (the “2029 Senior Notes”) are scheduled to mature on November 15, 2029. At any time prior to November 15, 2024, the Company may redeem all or part of the 2029 Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem all or part of the 2029 Senior Notes, together with accrued and unpaid interest, on or after November 15, 2024, at redemption prices set forth in the indenture governing the 2029 Senior Notes. The $900.0 million aggregate principal amount of 3.625% senior unsecured notes due 2030 (the “2030 Senior Notes”) are scheduled to mature on September 1, 2030. At any time prior to March 1, 2025, the Company may redeem all or part of the 2030 Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem all or part of the 2030 Senior Notes, together with accrued and unpaid interest, on or after March 1, 2025, at redemption prices set forth in the indenture governing the 2030 Senior Notes. The $1,000.0 million aggregate principal amount of 3.875% senior unsecured notes due 2031 (the “2031A Senior Notes”) are scheduled to mature on February 15, 2031. At any time prior to June 1, 2025, the Company may redeem all or part of the 2031A Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, the Company may redeem all or part of the 2031A Senior Notes, together with accrued and unpaid interest, on or after June 1, 2025, at redemption prices set forth in the indenture governing the 2031A Senior Notes. The $600.0 million aggregate principal amount of 3.625% Senior Unsecured Notes due 2031 (the “2031B Senior Notes”) are scheduled to mature on November 1, 2031. At any time prior to November 1, 2026, the Company may redeem all or part of the 2031B Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest, if any, thereon, to the date of redemption. In addition, the Company may redeem all or part of the 2031B Senior Notes, together with accrued and unpaid interest, on or after November 1, 2026, at redemption prices set forth in the indenture governing the 2031B Senior Notes. At any time prior to November 1, 2024, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2031B Senior Notes, including any permitted additional notes, at a redemption price equal to 103.625% of the principal amount plus accrued and unpaid interest, if any, to the redemption date. The $700.0 million aggregate principal amount of 3.250% Senior Unsecured Notes due 2033 (the “2033 Senior Notes”) are scheduled to mature on August 15, 2033. At any time prior to August 15, 2027, the Company may redeem all or part of the 2033 Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem all or part of the 2033 Senior Notes, together with accrued and unpaid interest, on or after August 15, 2027, at redemption prices set forth in the indenture governing the 2033 Senior Notes. At any time prior to August 15, 2024, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2033 Senior Notes, including any permitted additional notes, at a redemption price equal to 103.250% of the principal amount plus accrued and unpaid interest, if any, to the redemption date. Credit Agreement. Since November 20, 2014, the Company has maintained a revolving credit agreement with a syndicate of banks. On June 9, 2022, the Company, the guarantors party thereto and the lenders and agents party thereto, entered into an Amended and Restated Credit Agreement (the “Prior Credit Agreement”). On January 26, 2024, the Company entered into a Second Amended and Restated Credit Agreement (the “Credit Agreement”) amending and restating in its entirety the Prior Credit Agreement. The Credit Agreement makes available an aggregate of $1,250.0 million of revolving loan commitments under the Revolving Credit Facility, which may be drawn until January 26, 2029. The Revolving Credit Facility under the Credit Agreement was drawn at closing in an amount sufficient to prepay all term loans outstanding under the TLA Facility under the Prior Credit Agreement. The obligations under the Credit Agreement are general unsecured obligations of the Company. Interest on the revolving loans under the Credit Agreement accrues, at a variable rate, based on the secured overnight funding rate (“SOFR”) or the alternate base rate (“Base Rate”), plus, in each case, an applicable margin to be determined based on the credit ratings of the Company’s senior, unsecured long-term debt and will be due on each Interest Payment Date (as defined in the Credit Agreement). So long as the credit rating for the Company’s senior, unsecured long-term debt is set at BBB-/BBB- by each of S&P and Fitch, respectively, the applicable margin is 0.50% for Base Rate loans, and 1.50% for SOFR loans. The Prior Credit Agreement made available to the Company on December 31, 2023 an aggregate of $500.0 million of revolving loan commitments, which could be drawn until February 16, 2027, and the TLA Facility. As of December 31, 2023, the revolving loan commitments were undrawn. As noted above, as of December 31, 2023, the commitments under the TLA Facility were drawn in full. The obligations under the Prior Credit Agreement were general unsecured obligations of the Company and the guarantors party thereto. Interest on the Tranche A Term Loans under the TLA Facility accrued, at a variable rate, based on SOFR or the Base Rate, plus, in each case, an applicable margin and was due on each Interest Payment Date. The applicable margin was calculated by reference to the Company’s Consolidated Leverage Ratio (as defined in the Credit Agreement) and ranged between 1.50% to 2.00% for SOFR loans, and 0.50% to 1.00% for Base Rate loans. At December 31, 2023, the interest rate on the TLA Facility was 7.46%. In connection with the closings of the Senior Notes offerings, entry into the Prior Revolving Credit Agreement and the subsequent amendments thereto, including entry into the Credit Agreement, the Company paid certain financing fees which, together with the existing fees related to prior credit facilities, are being amortized over their related lives. At December 31, 2023, $33.0 million of the deferred financing fees and premium remain unamortized, $0.6 million of which is included in “Prepaid and other assets,” $1.1 million of which is included in “Other non-current assets” and $31.3 million of which is included in “Long-term debt” on the Consolidated Statement of Financial Condition. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | LEASES The components of lease expense (income) of the Company’s operating leases are as follows: Twelve Months Ended (in thousands) 2023 2022 2021 Operating lease expenses $ 29,240 $ 29,724 $ 30,615 Variable lease costs 3,876 3,286 3,017 Short-term lease costs 745 477 343 Sublease income $ (5,127) $ (4,630) $ (3,303) Total lease costs $ 28,734 $ 28,857 $ 30,672 The Company’s leases have remaining lease terms of up to approximately 9 years. Some of these leases have options to extend which, if exercised, would extend the maximum remaining term to approximately 23 years. Some of the leases also provide for early termination, the exercise of which would shorten the term of those leases by up to 5 years. The Company recorded pre-tax impairment charges associated with right of use assets of $8.4 million for the year ended December 31, 2021. The impairment charges are included in General and administrative expenses within the consolidated statements of income. Maturities of the Company’s operating lease liabilities, interest and other relevant line items in the Consolidated Statement of Financial Condition as of December 31, 2023 are as follows: Maturity of Lease Liabilities Operating 2024 $ 27,167 2025 26,010 2026 23,976 2027 17,913 2028 17,346 Thereafter 50,003 Total lease payments $ 162,415 Less: Interest (19,852) Present value of lease liabilities $ 142,563 Other accrued liabilities $ 22,429 Long-term operating lease liabilities $ 120,134 Weighted-average remaining lease term and discount rate for the Company’s operating leases are as follows: As of Lease Term and Discount Rate December 31, 2023 December 31, 2022 Weighted-average remaining lease term (years) 7.04 7.86 Weighted-average discount rate 3.66 % 3.40 % Other information related to the Company’s operating leases are as follows: Years Ended Other Information December 31, 2023 December 31, 2022 December 31, 2021 Operating cash flows used for operating leases $ 31,249 $ 29,385 $ 30,972 Right of use assets obtained in exchange for new $ 12,568 $ 15,979 $ 26,004 |
PROPERTY, EQUIPMENT AND LEASEHO
PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET | PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET Property, equipment and leasehold improvements, net at December 31, 2023 and 2022 consisted of the following: As of (in thousands) Estimated December 31, 2023 December 31, 2022 Computer & related equipment 2 to 7 years $ 192,008 $ 181,710 Furniture & fixtures 7 years 16,169 14,078 Leasehold improvements 1 to 21 years 58,582 54,040 Work-in-process — 897 2,373 Subtotal 267,656 252,201 Accumulated depreciation and amortization (211,736) (198,348) Property, equipment and leasehold improvements, net $ 55,920 $ 53,853 Depreciation and amortization expense of property, equipment and leasehold improvements was $21.0 million, $26.9 million and $28.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | GOODWILL AND INTANGIBLE ASSETS, NET Goodwill The following table presents goodwill by reportable segment: (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Goodwill at December 31, 2021 $ 1,205,443 $ 290,976 $ 48,047 $ 691,920 $ 2,236,386 Acquisitions⁽¹⁾ — — — (541) (541) Foreign exchange translation adjustment (3,821) — — (2,354) (6,175) Goodwill at December 31, 2022 $ 1,201,622 $ 290,976 $ 48,047 $ 689,025 $ 2,229,670 Acquisitions⁽ 2 ⁾ — — 34,912 618,415 653,327 Foreign exchange translation adjustment 1,813 — 1,765 1,117 4,695 Goodwill at December 31, 2023 $ 1,203,435 $ 290,976 $ 84,724 $ 1,308,557 $ 2,887,692 ______________________________ (1) Reflects the impact of the acquisition of RCA. (2) Reflects the impact of the acquisitions of Burgiss and Trove. Intangible Assets, Net The following table presents the amount of amortization expense related to intangible assets by category for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Amortization expense of acquired intangible assets $ 72,303 $ 63,370 $ 42,242 Amortization expense of internally developed capitalized software 42,126 27,709 22,337 Write-off of internally developed capitalized software — — 16,013 Total amortization of intangible assets expense $ 114,429 $ 91,079 $ 80,592 Following management’s decision to discontinue development and cease related sales activities of certain Analytics segment products and transition existing customers to other product offerings, the Company wrote off $16.0 million of certain internally developed capitalized software intangible assets (consisting of $46.3 million of gross intangible assets less $30.3 million of accumulated amortization) during the year ended December 31, 2021. The non-cash charge is recorded as a component of “Amortization of intangible assets” on the Consolidated Statement of Income. The gross carrying and accumulated amortization amounts related to the Company’s intangible assets were as follows: As of (in thousands) Estimated December 31, 2023 December 31, 2022 Gross intangible assets: Customer relationships 13 to 21 years $ 712,400 $ 532,500 Proprietary data 11 to 13 years 458,717 220,778 Internally developed capitalized software 3 to 5 years 237,760 165,928 Acquired technology and software 3 to 9 years 228,220 209,220 Trademarks 1 to 21.5 years 209,090 208,190 Subtotal 1,846,187 1,336,616 Foreign exchange translation adjustment (9,410) (13,214) Total gross intangible assets $ 1,836,777 $ 1,323,402 Accumulated amortization: Customer relationships $ (340,922) $ (308,437) Proprietary data (62,590) (41,783) Internally developed capitalized software (118,387) (77,259) Acquired technology and software (189,174) (179,833) Trademarks (171,715) (162,044) Subtotal (882,788) (769,356) Foreign exchange translation adjustment 2,245 4,471 Total accumulated amortization $ (880,543) $ (764,885) Net intangible assets: Customer relationships $ 371,478 $ 224,063 Proprietary data 396,127 178,995 Internally developed capitalized software 119,373 88,670 Acquired technology and software 39,046 29,387 Trademarks 37,375 46,146 Subtotal 963,399 567,260 Foreign exchange translation adjustment (7,165) (8,743) Total net intangible assets $ 956,234 $ 558,517 Estimated amortization expense for succeeding years is presented below: Years Ending December 31, Amortization 2024 $ 153,026 2025 127,085 2026 91,753 2027 67,234 2028 65,307 Thereafter 451,829 Total $ 956,234 |
EMPLOYEE BENEFITS
EMPLOYEE BENEFITS | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFITS | EMPLOYEE BENEFITS The Company sponsors a 401(k) plan for eligible U.S. employees and defined contribution and defined benefit pension plans that cover substantially all of its non-U.S. employees. Eligible employees may participate in the MSCI 401(k) plan (or any other regional defined contribution plan sponsored by MSCI) immediately upon hire. Eligible employees receive 401(k) and other defined contribution plan matching contributions, which are subject to vesting and certain other limitations. The following table reflects the employee benefits expense by cost, type and location in the Statement of Income for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Employee benefit cost type 401(k) and other defined contribution plans 33,416 30,263 25,740 Pension related net period benefit expense 5,323 6,241 5,785 Total $ 38,739 $ 36,504 $ 31,525 Location in the Statement of Income Cost of revenues $ 15,504 $ 14,269 $ 12,231 Selling and marketing 11,081 10,775 9,489 Research and development 8,435 7,453 6,271 General and administrative 2,949 3,027 2,620 Other expense (income) 770 980 914 Total $ 38,739 $ 36,504 $ 31,525 The Company uses a measurement date of December 31 to calculate obligations under its pension and postretirement plans. As of December 31, 2023 and 2022, the Company carried a net liability of $31.9 million and $20.1 million, respectively, in “Other non-current liabilities” on the Consolidated Statement of Financial Condition related to its future pension obligations. The fair value of the defined benefit plan assets was $31.8 million and $29.8 million at December 31, 2023 and 2022, respectively. The Company’s retiree benefit plans include defined benefit plans for employees in Switzerland, as well as other countries where MSCI maintains an operating presence. Our Switzerland plans are government-mandated retirement funds that provide employees with a minimum investment return, which is determined annually by the Swiss government and was 1.0% in the years ended December 31, 2023, 2022 and 2021. Under the Switzerland plans, the Company and our employees are required to make contributions into a fund managed by an independent investment fiduciary. Employer contributions must be in an amount at least equal to the employee’s contribution. Employee contributions are based on the respective employee’s age, salary and chosen contribution scale. As of December 31, 2023 and 2022, the Switzerland defined benefit plans had a gross pension liability of $30.9 million and $26.5 million, respectively, and plan assets that totaled $27.2 million and $26.3 million, respectively. In the years ended December 31, 2023, 2022 and 2021, we recognized net periodic benefit expense of $0.3 million, $0.4 million and $0.3 million, respectively, related to our Switzerland plans. The discount rate for the Switzerland defined benefit pension plan was 1.40% and 2.40%, respectively, as of December 31, 2023 and 2022. |
SHAREHOLDERS' EQUITY (DEFICIT)
SHAREHOLDERS' EQUITY (DEFICIT) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY (DEFICIT) | SHAREHOLDERS’ EQUITY (DEFICIT) This note reflects the share repurchases and related activity as well as share-based compensation activity recognized by the Company, for all periods referenced. Return of capital On July 28, 2022 , the Board of Directors authorized a stock repurchase program (the “2022 Repurchase Program”) for the purchase of up to $1,000.0 million worth of shares of MSCI’s common stock in addition to the $539.1 million of authorization then remaining under a previously existing share repurchase program that was replaced by, and incorporated into, the 2022 Repurchase Program for a total of $1,539.1 million of stock repurchase authorization. Share repurchases made pursuant to the 2022 Repurchase Program may take place in the open market or in privately negotiated transactions from time to time based on market and other conditions. This authorization may be modified, suspended or terminated by the Board of Directors at any time without prior notice. As of December 31, 2023, there was $845.7 million of available authorization remaining under the 2022 Repurchase Program. The following table provides information with respect to repurchases of the Company’s common stock made on the open market: Year Ended Average Total Dollar Value of Shares Repurchased (1) December 31, 2023 $ 468.26 980 $ 458,721 December 31, 2022 $ 470.68 2,730 $ 1,284,825 December 31, 2021 $ 412.25 339 $ 139,580 _____________________________ (1) As of January 1, 2023, the Company’s share repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act. The values in this column exclude the 1% excise tax incurred on share repurchases. Any excise tax incurred is recognized as part of the cost of the shares acquired in the Consolidated Statements of Shareholders’ Equity (Deficit). The following table presents dividends declared per common share as well as total amounts declared, distributed and deferred for the periods indicated Dividends (in thousands, except per share data) Per Share Declared Distributed (Released)/ 2023 Three Months Ended March 31, $ 1.38 $ 111,986 $ 112,189 $ (203) Three Months Ended June 30, 1.38 110,383 110,147 236 Three Months Ended September 30, 1.38 109,847 109,408 439 Three Months Ended December 31, 1.38 109,887 109,399 488 Year Ended December 31, $ 5.52 $ 442,103 $ 441,143 $ 960 2022 Three Months Ended March 31, $ 1.04 $ 87,280 $ 87,846 $ (566) Three Months Ended June 30, 1.04 84,593 84,189 404 Three Months Ended September 30, 1.25 101,354 100,849 505 Three Months Ended December 31, 1.25 100,671 100,192 479 Year Ended December 31, $ 4.58 $ 373,898 $ 373,076 $ 822 2021 Three Months Ended March 31, $ 0.78 $ 65,947 $ 66,153 $ (206) Three Months Ended June 30, 0.78 64,863 64,489 374 Three Months Ended September 30, 1.04 86,476 85,961 515 Three Months Ended December 31, 1.04 86,475 85,973 502 Year Ended December 31, $ 3.64 $ 303,761 $ 302,576 $ 1,185 Common Stock The following table presents activity related to shares of common stock issued and repurchased for the periods indicated: Common Treasury Common Stock Balance At December 31, 2020 132,829,175 (50,255,768) 82,573,407 Dividend payable/paid 268 (156) 112 Common stock issued 331,427 — 331,427 Shares withheld for tax withholding — (133,431) (133,431) Shares repurchased under stock repurchase programs — (338,577) (338,577) Shares issued to Directors 1,308 5,203 6,511 Balance At December 31, 2021 133,162,178 (50,722,729) 82,439,449 Dividend payable/paid 124 — 124 Common stock issued 456,425 — 456,425 Shares withheld for tax withholding — (209,492) (209,492) Shares repurchased under stock repurchase programs — (2,729,715) (2,729,715) Shares issued to Directors 4,278 (1,080) 3,198 Balance At December 31, 2022 133,623,005 (53,663,016) 79,959,989 Dividend payable/paid 46 — 46 Common stock issued 188,798 — 188,798 Shares withheld for tax withholding — (81,789) (81,789) Shares repurchased under stock repurchase programs — (979,623) (979,623) Shares issued to Directors 5,483 (1,692) 3,791 Balance At December 31, 2023 133,817,332 (54,726,120) 79,091,212 Share-based Compensation The Company regularly issues share-based compensation to its employees and directors who are not employees of the Company. The accounting guidance for share-based compensation requires measurement of compensation cost for share-based awards at fair value and recognition of compensation cost over the service period, net of estimated forfeitures. In connection with awards under its equity-based compensation and benefit plans, the Company is authorized to use newly issued shares or certain shares of common stock held in treasury. In February 2024, the Company granted a portion of its employees awards in the form of RSUs, PSUs and PSOs. The total number of units and options granted was 264,872. The aggregate fair value of the awards was $99.9 million. The RSUs granted in 2024 vest at the end of a three-year service period. The PSUs granted in 2024 vest at the end of a three-year service period, are subject to a one-year sale restriction and are also subject to the achievement of an absolute total shareholder return compounded annual growth rate, measured over a three-year period. The PSOs granted in 2024 vest and become exercisable at the end of a three-year service period and are subject to a performance condition based on the combined level of achievement of a cumulative revenue performance goal and a cumulative adjusted EPS performance goal, measured over a three-year period. All of these awards are subject to forfeiture under specific criteria set in the award agreements. The following table presents the amount of share-based compensation expense by category for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Cost of revenues $ 19,447 $ 15,404 $ 17,285 Selling and marketing 17,392 14,218 14,411 Research and development 9,625 6,857 7,913 General and administrative 26,233 20,826 17,463 Other expense (income) 346 738 1,416 Total share-based compensation expense $ 73,043 $ 58,043 $ 58,488 The windfall tax benefits for share-based compensation expense related to RSUs and PSUs (together, the “Share-based Awards”) granted to Company employees and to directors who are not employees of the Company were $11.4 million, $28.4 million and $22.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, $91.7 million of compensation cost related to MSCI unvested share-based awards granted to the Company’s employees and to directors who are not employees of the Company had not yet been recognized. The unrecognized compensation cost relating to unvested stock-based awards expected to vest will be recognized primarily over the next one In connection with awards under its equity-based compensation and benefit plans, the Company is authorized to issue shares of common stock. As of December 31, 2023, 3.1 million shares of common stock were available for future grants under these plans. Share-based Awards Certain Company employees have been granted Share-based Awards pursuant to a share-based compensation plan. Outstanding Share-based Awards include RSUs and PSUs. Recipients of Share-based Awards generally have rights to receive dividend equivalents that are subject to vesting. The Company reports the target number of PSUs granted unless it has determined, based on the actual achievement of performance measures, that an employee will receive a different amount of shares underlying the PSUs, in which case the Company reports the amount of shares employees are likely to receive. The fair value of the PSUs on the award dates were estimated under the Monte Carlo method using the following weighted average assumptions: Years Ended December 31, 2023 December 31, 2022 December 31, 2021 Risk free interest rate 3.75 % 1.42 % 0.33 % Historical stock price volatility 41.10 % 37.29 % 34.13 % Term (in years) 3.0 3.0 4.0 Discount of Lack of Marketability 9.0 % 8.0 % 4.0 % The risk-free interest rate was determined based on the yields available on U.S. Constant Maturity Treasury yield curve as of the valuation dates with a maturity commensurate with the terms. The expected stock price volatility was determined using historical volatility. Since the PSU awards are dividend-protected, the assumed dividend yield applied in the valuation was 0.0%. The following table presents activity concerning the Company’s vested and unvested Share-based Awards applicable to its employees (share data in thousands) for the period indicated: For the Year Ended December 31, 2023 (in thousands, except fair value data) Number of Weighted Vested and unvested Share-based Awards at December 31, 2022 554 $ 283.66 Granted 182 $ 457.10 Conversion to common stock (196) $ 264.88 Canceled (18) $ 402.02 Vested and unvested Share-based Awards at December 31, 2023 522 $ 346.44 Vested and unvested Share-based Awards expected to vest 498 $ 340.15 The total fair value of Share-based Awards held by the Company’s employees that converted to MSCI common stock during the years ended December 31, 2023, 2022 and 2021 was $107.8 million, $250.4 million and $152.6 million, respectively. Stock Option Awards Certain Company employees have also been granted stock option awards in the form of PSOs. The fair value of PSOs on the award dates were estimated under the Black-Scholes pricing model using the following weighted average assumptions: Years Ended December 31, 2023 December 31, 2022 Risk-free interest rate 3.44 % 1.71 % Expected stock volatility 32.81 % 30.37 % Expected life (in years) 6.5 6.5 Expected dividend yield 1.00 % 0.76 % The risk-free interest rate was determined based on the yields available on the U.S. Constant Maturity Treasury yield curve as of the valuation dates with a term commensurate with the expected life of the stock option award. The expected stock price volatility was calculated using historical volatility. As we do not have sufficient historical data, we utilized the simplified method provided by the SEC to calculate the expected life as the average of the contractual term and vesting period. The expected div idend yield was calculated by annualizing the most recent cash dividend declared by the Company’s Board of Directors at grant date and dividing by the closing stock price on the grant date. The following table presents activity concerning the Company’s unvested PSOs related to its employees (share data in thousands): For the Year Ended December 31, 2023 (in thousands, except fair value data) Number of Weighted Weighted Aggregate Intrinsic Value (1) Vested and unvested stock option awards at December 31, 2022 119 $ 549.83 Granted 117 $ 554.52 Conversion to stock options — $ — Canceled (5) $ 551.40 Vested and unvested stock option awards at December 31, 2023 231 $ 552.18 8.6 $ 3,388 Unvested stock option awards expected to vest 219 $ 552.15 8.6 $ 3,220 _____________________________ (1) Calculated using the closing stock price on the last trading day of fiscal 2023, less the option exercise price, multiplied by the number of PSOs multiplied by expected payout %. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision for income taxes (benefits) by taxing jurisdiction consisted of: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Current U.S. federal $ 93,475 $ 53,517 $ 133,281 U.S. state and local 40,567 15,300 49,475 Non U.S. 101,685 68,015 60,766 235,727 136,832 243,522 Deferred U.S. federal (1,985) 25,878 (79,812) U.S. state and local (558) 14,634 (25,981) Non U.S. (12,715) (4,076) (5,576) (15,258) 36,436 (111,369) Provision for income taxes $ 220,469 $ 173,268 $ 132,153 The following table reconciles the U.S. federal statutory income tax rate to the effective income tax rate: Years Ended December 31, 2023 December 31, 2022 December 31, 2021 U.S. federal statutory income tax rate 21.00 % 21.00 % 21.00 % U.S. state and local income taxes, net of U.S. federal income tax benefits 2.40 % 2.71 % 2.90 % Change in tax rates applicable to non-U.S. earnings (3.65 %) (3.96 %) (5.09 %) Foreign Derived Intangible Income (FDII), net of GILTI (0.15 %) (0.50 %) (1.09 %) Domestic tax credits and incentives (0.53 %) (0.46 %) (0.59 %) Impact of Burgiss Transaction (1.58 %) — % — % Valuation allowance — % — % — % Excess share-based compensation (0.84 %) (2.72 %) (2.65 %) Other (0.55 %) 0.53 % 0.92 % Effective income tax rate 16.10 % 16.60 % 15.40 % Deferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when such differences are expected to reverse. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2023 and 2022, were as follows: As of (in thousands) December 31, 2023 December 31, 2022 Deferred tax assets: Unearned revenue $ 65,370 $ 54,263 Capitalized expenses 52,098 41,176 Lease liabilities 33,321 35,425 Employee compensation and benefit plans 28,781 24,318 Intangible assets 11,586 — Interest expense carryforwards 10,093 11,283 Other 6,520 18 Loss carryforwards 7,752 13,128 Subtotal 215,521 179,611 Less: valuation allowance (26) (31) Total deferred tax assets $ 215,495 $ 179,580 Deferred tax liabilities: Intangible assets $ (130,231) $ (132,705) Property, equipment and leasehold improvements, net (35,203) (15,169) Right of use assets (26,016) (28,213) Other (7,796) — Unremitted foreign earnings (2,203) (2,162) Pension — (1,222) Total deferred tax liabilities $ (201,449) $ (179,471) Net deferred tax assets $ 14,046 $ 109 As presented in the table above, the Company has certain loss and interest carryforward items. The tax value of the U.S. portion of the interest carryforward was zero as of December 31, 2023 and 2022. The tax value of the non-U.S. portion of the interest carryforward was $10.1 million and $11.3 million as of December 31, 2023 and 2022, respectively. This carryforward is subject to an annual limitation on utilization over an indefinite life. Net operating loss carryforwards in the U.S. were $32.2 million with a tax value of $7.6 million and $48.7 million with a tax value of $10.9 million as of December 31, 2023 and 2022, respectively. These carryforwards are subject to annual limitations and will begin to expire in 2026. The tax value of the non-U.S. portion of the net operating loss was $0.1 million and $2.2 million as of December 31, 2023 and 2022 respectively. These carryforwards are subject to annual limitations and will begin to expire in 2025. The Company believes the majority of the deferred tax assets at December 31, 2023 are more likely than not to be realized based on expectations as to future taxable income in the jurisdictions in which it operates with the exception of a loss carryforward in one jurisdiction where it has established a valuation allowance of $0.03 million. The following table presents changes in the Company’s deferred tax asset valuation allowance for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Beginning balance $ 31 $ 36 $ — Additions charged to cost and expenses — — 36 Deductions (5) (5) — Ending balance $ 26 $ 31 $ 36 The following table presents the components of income before provision for income taxes generated by domestic or foreign operations for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Domestic $ 643,492 $ 525,328 $ 417,679 Foreign (1) 725,569 518,513 440,457 Total income before provision for income taxes $ 1,369,061 $ 1,043,841 $ 858,136 ______________________________ (1) Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S., which includes income from foreign branches of U.S. companies. As of December 31, 2023, the Company has provided for applicable state income and foreign withholding taxes on all undistributed earnings of its foreign subsidiaries. The Company regularly assesses the likelihood of additional assessments in each of the taxing jurisdictions in which it files income tax returns. The Company has established unrecognized tax benefits that the Company believes are adequate in relation to the potential for additional assessments. Once established, the Company adjusts unrecognized tax benefits only when more information is available or when an event occurs necessitating a change. Based on the current status of income tax audits, the Company believes it is reasonably possible that the total amount of unrecognized benefits may decrease by approximately $23.0 million in the next twelve months as a result of the resolution of tax examinations. The Company believes the resolution of tax matters will not have a material effect on the Consolidated Statement of Financial Condition of the Company, although a resolution could have a material impact on the Company’s Consolidated Statement of Income for a particular future period and on the Company’s effective tax rate for any period in which such resolution occurs. The following table presents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2023, 2022 and 2021: Years Ended Gross unrecognized tax benefits December 31, 2023 December 31, 2022 December 31, 2021 Beginning balance $ 32,523 $ 33,039 $ 16,621 Increases based on tax positions related to the current period 5,028 640 511 Increases based on tax positions related to prior periods 1,961 3,807 20,321 Decreases based on tax positions related to prior periods — (597) — Decreases related to settlements with taxing authorities (5,711) (4,366) — Decreases related to a lapse of applicable statute of limitations — — (4,414) Ending balance $ 33,801 $ 32,523 $ 33,039 The total amount of unrecognized tax benefits was $33.8 million, $32.5 million and $33.0 million as of December 31, 2023, 2022 and 2021, respectively, which, if recognized, would favorably affect the effective tax rate in future periods. The Company recognizes the accrual of interest and penalties related to unrecognized tax benefits in the “Provision for income taxes” in the Consolidated Statement of Income. The Company recognized $2.1 million, $(0.5) million and zero interest in the Consolidated Statement of Income with respect to unrecognized tax benefits for the years ended December 31, 2023, 2022 and 2021, respectively. Penalties of $1.3 million, $(0.3) million and $0.3 million were recognized in the Consolidated Statement of Income and the Consolidated Statement of Financial Position for the years ended December 31, 2023, 2022 and 2021, respectively. The amount of accrued interest, which includes interest related to uncertain tax positions and accrued income tax expense, recorded on the Consolidated Statement of Financial Condition was $2.5 million, $0.4 million and $0.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. The Company is under examination by tax authorities in certain jurisdictions, including foreign jurisdictions, such as Switzerland, India and states in the U.S. in which the Company has significant operations, such as New York and California. The tax years currently under examination vary by jurisdiction but include years ranging from 2008 onwards. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION ASC Subtopic 280-10, “Segment Reporting,” establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and assess performance. MSCI’s Chief Executive Officer and its President and Chief Operating Officer, who are together considered to be its CODM, review financial information presented on an operating segment basis for purposes of making operating decisions and assessing financial performance. The CODM measures and evaluates reportable segments based on segment operating revenues as well as Adjusted EBITDA and other measures. The Company excludes the following items from segment Adjusted EBITDA: provision for income taxes, other expense (income), net, depreciation and amortization of property, equipment and leasehold improvements, amortization of intangible assets and, at times, certain other transactions or adjustments, including impairment related to sublease of leased property and certain non-recurring acquisition-related integration and transaction costs, that the CODM does not consider for the purposes of making decisions to allocate resources among segments or to assess segment performance. Although these amounts are excluded from segment Adjusted EBITDA, they are included in reported consolidated net income and are included in the reconciliation that follows. The Company’s computation of segment Adjusted EBITDA may not be comparable to other similarly-titled measures computed by other companies because all companies do not calculate segment Adjusted EBITDA in the same fashion. Operating revenues and expenses directly associated with each segment are included in determining its operating results. Other expenses that are not directly attributable to a particular segment are based upon allocation methodologies, including time estimates, revenue, headcount, sales targets, data center consumption and other relevant usage measures. Due to the integrated structure of MSCI’s business, certain costs incurred by one segment may benefit other segments. A segment may use the content and data produced by another segment without incurring an intersegment charge. The CODM does not review any information regarding total assets on an operating segment basis. Operating segments do not record intersegment revenues, and, accordingly, there is none to be reported. The accounting policies for segment reporting are the same as for MSCI as a whole. The Company has five operating segments: Index, Analytics, ESG and Climate, Real Assets and Private Capital Solutions, which are presented as the following four reportable segments: Index, Analytics, ESG and Climate and All Other – Private Assets. During the year ended December 31, 2023, the Company renamed the Burgiss operating segment to Private Capital Solutions. The operating segments of Real Assets and Private Capital Solutions do not individually meet the segment reporting thresholds and have been combined and presented as part of All Other – Private Assets reportable segment. Prior to the step acquisition of Burgiss on October 2, 2023, the Company’s ownership interest in Burgiss was classified as an equity-method investment. Therefore, the All Other – Private Assets segment did not include the Company’s proportionate share of operating revenues and Adjusted EBITDA related to Burgiss. The Company’s proportionate share of the income or loss from its equity-method investment in Burgiss was not a component of Adjusted EBITDA as it was reported as a component of other (expense) income, net. Following the acquisition, the consolidated results of Burgiss were included in the Company’s Private Capital Solutions operating segment. The Index operating segment offers equity and fixed income indexes. The indexes are used in many areas of the investment process, including for developing indexed financial products (e.g., ETFs, mutual funds, annuities, futures, options, structured products, over-the-counter derivatives), performance benchmarking, portfolio construction and rebalancing, and asset allocation. The Analytics operating segment offers risk management, performance attribution and portfolio management content, applications and services that provide clients with an integrated view of risk and return and tools for analyzing market, credit, liquidity, counterparty and climate risk across all major asset classes, spanning short-, medium- and long-term time horizons. Clients access Analytics tools and content through MSCI’s proprietary applications and application programming interfaces, third-party applications or directly through their own platforms. Additionally, the Analytics operating segment also provides various managed services to help clients operate more efficiently, including consolidation of client portfolio data from various sources, review and reconciliation of input data and results, and customized reporting. The ESG and Climate operating segment offers products and services that help institutional investors understand how ESG and climate considerations can impact the long-term risk and return of their portfolio and individual security-level investments. In addition, the ESG and Climate operating segment provides data, ratings, research and tools to help investors navigate increasing regulation, meet new client demands and better integrate ESG and climate elements into their investment processes. The Real Assets operating segment offers data, benchmarks, return-analytics, climate assessments and market insights for tangible assets such as real estate and infrastructure . In addition, Real Assets performance and risk analytics range from enterprise-wide to property-specific analysis. The Real Assets operating segment also provides business intelligence products to real estate owners, managers, developers and brokers worldwide. The Private Capital Solutions operating segment offers a suite of tools to help private asset investors across mission-critical workflows, such as sourcing terms and conditions, evaluating operating performance of underlying portfolio companies, managing risk and other activities supporting private capital investing . The following table presents operating revenues by reportable segment for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Operating revenues Index $ 1,451,815 $ 1,303,209 $ 1,251,764 Analytics 615,956 576,107 544,299 ESG and Climate 287,568 228,311 166,192 All Other - Private Assets 173,581 140,971 81,289 Total $ 2,528,920 $ 2,248,598 $ 2,043,544 The following table presents segment profitability and a reconciliation to net income for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Index Adjusted EBITDA $ 1,106,973 $ 985,407 $ 951,312 Analytics Adjusted EBITDA 274,875 247,895 198,799 ESG and Climate Adjusted EBITDA 91,678 61,094 29,748 All Other - Private Assets Adjusted EBITDA 49,425 35,275 16,931 Total operating segment profitability 1,522,951 1,329,671 1,196,790 Amortization of intangible assets 114,429 91,079 80,592 Depreciation and amortization of property, equipment and leasehold improvements 21,009 26,893 28,901 Impairment related to sublease of leased property 477 — 7,702 Acquisition-related integration and transaction costs (1) 2,427 4,059 6,870 Operating income 1,384,609 1,207,640 1,072,725 Other expense (income), net 15,548 163,799 214,589 Provision for income taxes 220,469 173,268 132,153 Net income $ 1,148,592 $ 870,573 $ 725,983 ______________________________ (1) Represents transaction expenses and other costs directly related to the acquisition and integration of acquired businesses, including professional fees, severance expenses, regulatory filing fees and other costs, in each case that are incurred no later than 12 months after the close of the relevant acquisition. Operating revenues by geography are primarily based on the shipping address of the ultimate customer utilizing the product. The following table presents revenue by geographic area for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Operating revenues Americas: United States $ 1,044,016 $ 934,462 $ 836,880 Other 111,965 96,023 85,744 Total Americas 1,155,981 1,030,485 922,624 Europe, the Middle East and Africa (“EMEA”): United Kingdom 408,087 351,225 344,976 Other 569,032 512,018 454,239 Total EMEA 977,119 863,243 799,215 Asia & Australia: Japan 100,823 91,263 91,419 Other 294,997 263,607 230,286 Total Asia & Australia 395,820 354,870 321,705 Total $ 2,528,920 $ 2,248,598 $ 2,043,544 Long-lived assets consist of property, equipment and leasehold improvements, right of use assets and internally developed capitalized software, net of accumulated depreciation and amortization. The following table presents long-lived assets by geographic area on the dates indicated: As of (in thousands) December 31, 2023 December 31, 2022 Long-lived assets Americas: United States $ 204,238 $ 179,453 Other 11,585 11,971 Total Americas 215,823 191,424 EMEA: United Kingdom 18,403 19,674 Other 22,072 23,099 Total EMEA 40,475 42,773 Asia & Australia: Japan 1,321 652 Other 31,507 32,962 Total Asia & Australia 32,828 33,614 Total $ 289,126 $ 267,811 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On January 29, 2024, the Board of Directors of the Company declared a quarterly dividend of $1.60 per share of common stock to be paid on February 29, 2024 to shareholders of record as of the close of trading on February 16, 2024. On January 26, 2024, the Company, the lenders party thereto and JPMorgan Chase Bank, N.A., in its capacity as administrative agent, entered into the Credit Agreement, amending and restating in its entirety the Prior Credit Agreement. The Credit Agreement makes available to the Company an aggregate of $1,250.0 million of revolving loan commitments, which may be drawn until January 26, 2029. The revolving loans under the Credit Agreement were drawn at closing in an amount sufficient to prepay all term loans outstanding under the TLA Facility of the Prior Credit Agreement. The obligations under the Credit Agreement are general unsecured obligations of the Company. Upon the termination of the Prior Credit Agreement on January 26, 2024, the subsidiary guarantors were released from their guarantees under the Prior Credit Agreement and the Indentures. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income | $ 1,148,592 | $ 870,573 | $ 725,983 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
INTRODUCTION AND BASIS OF PRE_2
INTRODUCTION AND BASIS OF PRESENTATION (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements and accompanying notes to financial statements, which include the accounts of MSCI Inc. and its wholly owned subsidiaries, are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). |
Basis of Financial Statements and Use of Estimates | Basis of Financial Statements and Use of Estimates The Company makes certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of operating revenues and expenses during the periods presented. Significant estimates and judgments made by management include such examples as the assessment of the fair value of acquired intangible assets; the assessment of impairment of goodwill and intangible assets; and income taxes. The Company believes that estimates used in the preparation of these consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Inter-company balances and transactions are eliminated in consolidation. |
Revenue Recognition and Deferred Revenue | Revenue Recognition Performance Obligations and Transaction Price The Company recognizes revenues for products and services when performance obligations are satisfied. For revenue arrangements containing multiple products or services, the Company accounts for the individual products or services as a separate performance obligation if they are distinct. A product or service is distinct if a client can benefit from it either on its own or together with other resources that are readily available to the client, and the Company’s promise to transfer the product or service to the client is separately identifiable from other promises in the contract. If both criteria are not met, the promised products or services are accounted for as a combined performance obligation. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring products or services to the client. The Company allocates the transaction price to each performance obligation identified in the contract based on the best estimate of a relative standalone selling price of each distinct product or service in the contract. To allocate the transaction price to each performance obligation on a relative standalone selling price basis, at contract inception the Company determines the standalone selling prices of the distinct products or services underlying each performance obligation in proportion to the total transaction price. This standalone selling price may be the contract price but is more often than not the best estimate of the price the Company would receive for selling the product or service separately in similar circumstances and to other similar customers. A client can receive a discount for purchasing a bundle of products or services if the sum of the standalone selling price of those promised products or services in the contract exceeds the promised consideration in the contract. For services where the transaction price is variable such as based upon assets under management (“AUM”), volume of trades or fee levels, the transaction price is based upon pricing models and is not allocated at the inception of the contract but rather falls within the sales and usage-based royalty exception under which the price and associated revenue are based upon actual known performance or best estimates of actual performance during the performance period. Revenue is recognized when a client obtains control of promised products or services in an amount that reflects the consideration the entity expects to receive in exchange for those products or services. Determining when control has transferred can sometimes require management’s judgment ( e.g. , implementation services), which could affect the timing of revenue recognition. Revenue is recognized exclusive of any applicable sales or other indirect taxes. Disaggregation of Revenue Revenues are characterized by type, which broadly reflects the nature of how they are recognized or earned. Our revenue types are recurring subscriptions, asset-based fees and non-recurring revenues. We also group our revenues by segment. Revenues By Type Recurring subscription revenues represent fees earned from clients primarily under renewable contracts or agreements and are generally paid annually in advance and recognized in most cases ratably over the term of the license or service pursuant to the contract terms. Asset-based fees are principally recognized based on the estimated AUM linked to our indexes from independent third-party sources or the most recently reported information provided by the client. Asset-based fees also include revenues related to futures and options contracts linked to our indexes, which are primarily based on trading volumes and fee levels. Asset-based fees are generally variable based upon AUM or the volume of trades or fee levels and are generally billed quarterly in arrears. Non-recurring revenues primarily represent fees earned on products and services where we typically do not have renewal clauses within the contract. Examples of such products and services include one-time license fees, certain derivative financial products, certain implementation services, historical data sets and, occasionally, fees for unlicensed usage of our content in historical periods. Based on the nature of the services provided, non-recurring revenues are generally billed either in advance or after delivery and recognized point in time or over the service period. Revenues By Segment Index segment operating revenues consist of fees earned primarily for licenses of index data subscriptions, performance obligations to deliver the data are satisfied over time and, accordingly, revenue is recognized ratably over the term of the agreement pursuant to the contract terms. With respect to licenses to create indexed investment products, such as ETFs, passively managed funds, or licenses which allow certain exchanges to use MSCI’s indexes as the basis for futures and options contracts, MSCI’s performance obligation allows customers to use the Company’s intellectual property ( e.g. , the indexes) as the basis of the funds or other investment products the customers create over the term of the agreement. The fees earned for these rights are typically variable, in which case they are accrued under the sales and usage-based royalty exception pursuant to the level of performance achieved, which is primarily measured based on AUM, volume of trades or fee levels. The level of performance achieved is based on information obtained from independent third-party sources or best estimates taking into account the most recently reported information from the client. Analytics segment operating revenues are recognized as MSCI satisfies performance obligations through providing access to its proprietary models or hosted applications and, in some cases, delivery of managed services, which are typically satisfied over time, and accordingly, operating revenues are recognized ratably over the term of the service period. For implementation services, MSCI meets its performance obligation once the implementation is complete and the related service is available for the client to use. Operating revenues are recognized at the point in time when the implementation service is completed. ESG and Climate segment operating revenues are recognized as MSCI’s performance obligations to provide data to or update data for clients are satisfied. The majority of these performance obligations are satisfied over the term of the license period, with operating revenues recognized ratably. For custom ESG research data, the performance obligation is typically satisfied, and revenue is recognized, at the point in time when the data is updated and available to the client. All Other – Private Assets segment operating revenues are recognized as MSCI's performance obligations to provide analysis, insights and data to clients are satisfied. The majority of these performance obligations are satisfied over the term of the license period, with operating revenues recognized ratably. Certain other Real Assets products, including benchmark reports, are recognized at the point in time when the Company satisfies the performance obligation through delivery to the client. Deferred Revenue |
Share-Based Compensation | Share-Based Compensation Certain of the Company’s employees have received share-based compensation under various compensation programs. The Company’s compensation expense reflects the fair value method of accounting for share-based payments under ASC Subtopic 718-10, “ Compensation—Stock Compensation. ” Stock-based compensation awards include restricted stock units (“RSUs”), performance stock units (“PSUs”) and performance stock options (“PSOs”). PSUs are subject to market conditions based on the achievement of multi-year total shareholder return targets and PSOs are subject to performance conditions based on the cumulative results of financial targets. The fair value of RSUs at grant date is measured using the price of MSCI’s common stock. The fair value of PSUs at grant date is determined using a Monte Carlo simulation model that creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms. The fair value of PSOs at grant date is determined using the Black-Scholes option pricing model. For PSOs, the grant-date fair value is adjusted for any changes in the probability of achievement of (i) a cumulative revenue performance goal and (ii) a cumulative adjusted EPS performance goal (each weighted at 50%). |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with several accounting pronouncements, including ASC Subtopic 730-10, “ Research and Development .” ASC Subtopic 730-10 requires that research and development costs generally be expensed as incurred. The majority of the Company’s research and development costs are incurred in developing, reviewing and enhancing the methodologies and data models offered within its product portfolio by monitoring investment trends and drivers globally, as well as analyzing product-specific needs in areas such as capitalization-weighted, factor and specialized indexes, and instrument valuation, risk modeling, portfolio construction, asset allocation and value-at-risk simulation. |
Internal Use Software | Internal Use Software The Company applies the provisions of ASC Subtopic 350-40, “ Internal Use Software ,” and accounts for the cost of computer software developed for internal use by capitalizing qualifying costs, which are substantially incurred during the application development stage. The amounts capitalized primarily relate to internally developed software used to provide services to customers and are included in Intangible Assets on the Consolidated Statement of Financial Condition and include external direct costs of services used in developing internal-use software and payroll and payroll-related costs of employees directly associated with the development activities. Additionally, costs incurred relating to upgrades and enhancements to the software are capitalized if it is determined that these upgrades or enhancements provide additional functionality to the software. Capitalized software development costs are typically amortized on a straight-line basis over the estimated useful life of the related product, which is typically three Costs incurred in the preliminary and post-implementation stages of MSCI’s products are expensed as incurred. |
Income Taxes | Income Taxes Provision for income taxes is provided for using the asset and liability method, under which deferred tax assets and deferred tax liabilities are determined based on the temporary differences between the financial statement and income tax bases of assets and liabilities using currently enacted tax rates. The Company elects to account for Global Intangible Low-Taxed Income (“GILTI”) in the year the tax is incurred. The Company recognizes interest and penalties related to income tax matters within “Provision for income taxes” in the Consolidated Statement of Income. The Company regularly evaluates the likelihood of additional assessments in each of the taxing jurisdictions in which it is required to file income tax returns. The Company has recorded additional tax expense related to open tax years, which the Company’s management believes is adequate in relation to the potential for assessments. These amounts have been recorded in “Other non-current liabilities” on the Consolidated Statement of Financial Condition. The Company’s management believes the resolution of tax matters will not have a material effect on the Company’s consolidated financial condition. However, to the extent the Company is required to pay amounts in excess of its reserves, a resolution could have a material impact on its Consolidated Statement of Income for a particular future period. In addition, an unfavorable tax settlement could require use of cash and result in an increase in the effective tax rate in the period in which such resolution occurs. |
Accounts Receivable and Allowance for Credit Losses | Accounts Receivable and Allowance for Credit Losses The Company’s clients generally pay subscription fees annually in advance. MSCI’s policy is to record to a receivable when a client is billed. For products and services that are provided in advance of billing, such as for our asset-based fee products, unbilled revenue is included in Accounts Receivable on the Company’s Consolidated Statement of Financial Condition. The Company recognizes an allowance for credit losses at the time invoices are sent to clients by applying an estimate of the uncollectable amount based on client profiles, credit considerations and historical write-offs. The Company does not require collateral from clients to mitigate credit risk. |
Goodwill | Goodwill Goodwill is recorded as part of the Company’s acquisitions of businesses when the purchase price exceeds the fair value of the net tangible and separately identifiable intangible assets acquired. The Company’s goodwill is not amortized, but rather is subject to an impairment test each year, or more often if conditions indicate impairment may have occurred, pursuant to ASC Subtopic 350-10, “ Intangibles—Goodwill and Other .” The Company tests goodwill for impairment on an annual basis on July 1 st |
Intangible Assets | Intangible Assets The Company amortizes definite-lived intangible assets over their estimated useful lives. Definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. The Company also reviews the useful lives on a periodic basis to determine if the period of economic benefit has changed. If the carrying value of an intangible asset exceeds its fair value, an impairment charge would be recognized in an amount equal to the amount by which the carrying value of the intangible asset exceeds its fair value. There were no events or changes in circumstances that would indicate that the carrying value of the definite-lived intangible assets may not be recoverable during the years ended December 31, 2023 and 2022. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of operations having non-U.S. dollar functional currencies are translated at year-end exchange rates, and income statement accounts are translated at weighted average exchange rates for the year. Gains or losses resulting from translating foreign currency financial statements, net of any related tax effects, are reflected in accumulated other comprehensive loss, a separate component of shareholders’ equity (deficit). Gains or losses resulting from foreign currency transactions incurred in currencies other than the local functional currency are included in non-operating “Other expense (income)” on the Consolidated Statement of Income. |
Leases | Leases MSCI leases office space, data centers and certain equipment under non-cancellable operating lease agreements and determines if an arrangement is a lease at inception. The Company does not currently have any financing lease arrangements. Right of use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right of use assets are recognized on the commencement date based on the present value of lease payments over the lease term adjusted for initial direct costs and lease incentives received or deemed probable of being received. MSCI uses its incremental borrowing rate based on the information available on the commencement date in determining the present value of lease payments. The lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Right of use assets and associated leasehold improvements are tested for impairment when there is a trigger for impairment testing at the appropriate asset group level. When a trigger exists, the asset group is tested for recoverability by comparing the estimated undiscounted cash flows to the asset group’s carrying value. If the asset group fails the recoverability test, the Company will measure impairment loss as the difference between the fair value and carrying value of the asset group. Lease expense is recognized on a straight-line basis over the lease term and is included in “Operating expenses” in the Consolidated Statement of Income. In situations where a right of use asset has been impaired, the subsequent amortization of the right of use asset is then recorded on a straight-line basis over the remaining lease term and is combined with accretion expense on the lease liability to result in single operating lease cost. |
Property, Equipment and Leasehold Improvements | Property, Equipment and Leasehold Improvements Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation and amortization of furniture and fixtures, and computer and communications equipment are accounted for using the straight-line method over the estimated useful life, and for leasehold improvements, over the shorter of the estimated useful life or the lease term. |
Treasury Stock | Treasury Stock The Company holds repurchased shares of common stock as treasury stock. The Company accounts for treasury stock under the cost method and includes treasury stock as a component of shareholders’ equity (deficit). |
Accrued Compensation | Accrued Compensation A significant portion of the Company’s employee incentive compensation programs are discretionary. The Company makes significant estimates in determining its accrued compensation and benefits expenses. Accrued cash incentive estimates reflect an assessment of performance versus targets and other key performance indicators at the Company, operating segment and employee level. The Company also reviews compensation and benefits expenses throughout the year to determine how overall performance compares to management’s expectations. These and other factors, including historical performance, are taken into account in accruing discretionary cash compensation estimates quarterly. |
Concentrations | Concentrations |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include ordinary bank deposits and highly liquid investments with original maturities of three months or less that consist primarily of money market funds with unrestricted daily liquidity and fixed term time deposits. |
Restricted Cash | Restricted Cash |
Recent Accounting Pronouncements | In November 2023, the FASB issued Accounting Standards Update No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” or ASU 2023-07. The amendments in ASU 2023-07 aim to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. In December 2023, the FASB issued Accounting Standards Update No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. The amendments in ASU 2023-09 aim to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. |
Accounting Changes and Error Co
Accounting Changes and Error Corrections (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | In November 2023, the FASB issued Accounting Standards Update No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” or ASU 2023-07. The amendments in ASU 2023-07 aim to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. In December 2023, the FASB issued Accounting Standards Update No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. The amendments in ASU 2023-09 aim to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. |
INTRODUCTION AND BASIS OF PRE_3
INTRODUCTION AND BASIS OF PRESENTATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Changes in Allowance for Doubtful Accounts | Changes in the allowance for credit losses from December 31, 2020 to December 31, 2023 were as follows: (in thousands) Amount Balance as of December 31, 2020 $ 1,583 Addition to credit loss expense 1,210 Write-offs, net of recoveries (456) Balance as of December 31, 2021 $ 2,337 Addition to credit loss expense 910 Write-offs, net of recoveries (595) Balance as of December 31, 2022 $ 2,652 Addition to credit loss expense 2,196 Write-offs, net of recoveries (880) Balance as of December 31, 2023 $ 3,968 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Operating Revenue | The tables that follow present the disaggregated operating revenues for the periods indicated: For the Year Ended December 31, 2023 Segments (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Operating Revenues Types Recurring subscriptions $ 814,582 $ 603,291 $ 282,351 $ 171,066 $ 1,871,290 Asset-based fees 557,502 — — 557,502 Non-recurring 79,731 12,665 5,217 2,515 100,128 Total $ 1,451,815 $ 615,956 $ 287,568 $ 173,581 $ 2,528,920 For the Year Ended December 31, 2022 Segments (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Operating Revenues Types Recurring subscriptions $ 729,710 $ 567,004 $ 223,160 $ 139,649 $ 1,659,523 Asset-based fees 528,127 — — — 528,127 Non-recurring 45,372 9,103 5,151 1,322 60,948 Total $ 1,303,209 $ 576,107 $ 228,311 $ 140,971 $ 2,248,598 For the Year Ended December 31, 2021 Segments (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Operating Revenues Types Recurring subscriptions $ 650,629 $ 533,178 $ 162,609 $ 79,624 $ 1,426,040 Asset-based fees 553,991 — — — 553,991 Non-recurring 47,144 11,121 3,583 1,665 63,513 Total $ 1,251,764 $ 544,299 $ 166,192 $ 81,289 $ 2,043,544 |
Schedule of Change in Accounts Receivable and Deferred Revenue | The table that follows presents the change in accounts receivable, net of allowances and current deferred revenue between the dates indicated: (in thousands) Accounts receivable, net of allowances Deferred revenue Opening (December 31, 2022) $ 663,236 $ 882,886 Closing (December 31, 2023) 839,555 1,083,864 Increase/(decrease) $ 176,319 $ 200,978 (in thousands) Accounts receivable, net of allowances Deferred revenue Opening (December 31, 2021) $ 664,511 $ 824,912 Closing (December 31, 2022) 663,236 882,886 Increase/(decrease) $ (1,275) $ 57,974 |
Schedule of Remaining Performance Obligations | The remaining performance obligations for contracts that have a duration of greater than one year and the periods in which they are expected to be recognized are as follows: As of (in thousands) December 31, 2023 First 12-month period $ 838,863 Second 12-month period 530,258 Third 12-month period 256,911 Periods thereafter 182,052 Total $ 1,808,084 |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted EPS | The following table presents the computation of basic and diluted EPS: Years Ended (in thousands, except per share data) December 31, 2023 December 31, 2022 December 31, 2021 Net income $ 1,148,592 $ 870,573 $ 725,983 Basic weighted average common shares outstanding 79,462 80,746 82,508 Effect of dilutive securities: PSUs, RSUs, and PSOs 381 469 971 Diluted weighted average common shares outstanding 79,843 81,215 83,479 Earnings per common share: Basic $ 14.45 $ 10.78 $ 8.80 Diluted $ 14.39 $ 10.72 $ 8.70 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
Components of Preliminary Purchase Price Allocation | The table below represents the preliminary purchase price allocation to total assets acquired and liabilities assumed and the associated estimated useful lives as of the acquisition date. (in thousands) Estimated Fair Value Cash and cash equivalents $ 5,397 Accounts receivable 25,795 Prepaid Income Taxes 30 Other current assets 4,153 Property, equipment and leasehold improvements, net 670 Right of use assets 3,443 Other non-current assets 471 Deferred revenue (22,181) Other current liabilities (13,434) Long-term operating lease liabilities (2,525) Intangible assets: Proprietary data 11 years 229,900 Customer relationships 21 years 179,900 Acquired technology and software 3 years 19,000 Trademarks 1 year 900 Goodwill 618,415 Net assets acquired $ 1,049,934 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Senior Unsecured Notes | As of December 31, 2023, the Company had outstanding an aggregate of $4,200.0 million in senior unsecured notes (collectively, the “Senior Notes”) and an aggregate of $339.1 million in senior unsecured tranche A term loans (the “Tranche A Term Loans”) under the term loan A facility (the “TLA Facility”), as presented in the table below: (in thousands) Maturity Date Principal amount outstanding at December 31, 2023 Carrying value at December 31, 2023 Carrying value at December 31, 2022 Fair Value at December 31, 2023 Fair Value at December 31, 2022 Debt 4.000% senior unsecured notes due 2029 November 15, 2029 $ 1,000,000 $ 993,637 $ 992,546 $ 941,090 $ 876,240 3.625% senior unsecured notes due 2030 September 1, 2030 900,000 895,587 894,925 815,526 751,113 3.875% senior unsecured notes due 2031 February 15, 2031 1,000,000 992,161 991,067 914,360 833,130 3.625% senior unsecured notes due 2031 November 1, 2031 600,000 594,852 594,195 529,458 500,880 3.250% senior unsecured notes due 2033 August 15, 2033 700,000 693,532 692,862 586,509 542,696 Variable rate Tranche A Term Loans due 2027 (1) February 16, 2027 339,063 337,959 346,352 337,367 346,073 Total debt (2) $ 4,539,063 $ 4,507,728 $ 4,511,947 $ 4,124,310 $ 3,850,132 __________________________ (1) On January 26, 2024, all Tranche A Term Loans under the Prior Credit Agreement were repaid in full from proceeds from the Revolving Credit Facility under the Credit Agreement. (2) Includes $10.9 million of current-portion of long-term debt. |
Schedule of Maturities of Long-Term Debt | Maturities of the Company’s principal debt payments as of December 31, 2023 are as follows: Maturity of Principal Debt Payments Amounts 2024 (1) $ 10,938 2025 (1) 19,688 2026 (1) 26,250 2027 (1) 282,187 2028 — Thereafter 4,200,000 Total debt $ 4,539,063 _________________________ (1) All principal payments for years 2024-2027 relate to payments on the Company’s Tranche A Term Loans which were repaid in full on January 26, 2024 from proceeds from the Revolving Credit Facility under the Credit Agreement. |
Schedule of Interest Payments Due Attributable to Outstanding Indebtedness | Interest payments attributable to the Company’s outstanding indebtedness are due as presented in the following table: Interest payment frequency First interest Senior Notes and Tranche A Term Loans 4.000% senior unsecured notes due 2029 Semi-Annual May 15 3.625% senior unsecured notes due 2030 Semi-Annual March 1 3.875% senior unsecured notes due 2031 Semi-Annual June 1 3.625% senior unsecured notes due 2031 Semi-Annual May 1 3.250% senior unsecured notes due 2033 Semi-Annual February 15 Variable rate Tranche A Term Loans due 2027 (1) Variable July 11 ______________________________ (1) The first payment occurred on July 11, 2022. On January 26, 2024, all Tranche A Term Loans under the Prior Credit Agreement were repaid in full from proceeds from the Revolving Credit Facility under the Credit Agreement. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense (Income), Weighted-Average Remaining Lease Term and Discount Rate, and Other Information Related to the Company's Operating Leases | The components of lease expense (income) of the Company’s operating leases are as follows: Twelve Months Ended (in thousands) 2023 2022 2021 Operating lease expenses $ 29,240 $ 29,724 $ 30,615 Variable lease costs 3,876 3,286 3,017 Short-term lease costs 745 477 343 Sublease income $ (5,127) $ (4,630) $ (3,303) Total lease costs $ 28,734 $ 28,857 $ 30,672 Weighted-average remaining lease term and discount rate for the Company’s operating leases are as follows: As of Lease Term and Discount Rate December 31, 2023 December 31, 2022 Weighted-average remaining lease term (years) 7.04 7.86 Weighted-average discount rate 3.66 % 3.40 % Other information related to the Company’s operating leases are as follows: Years Ended Other Information December 31, 2023 December 31, 2022 December 31, 2021 Operating cash flows used for operating leases $ 31,249 $ 29,385 $ 30,972 Right of use assets obtained in exchange for new $ 12,568 $ 15,979 $ 26,004 |
Summary of Maturities of Operating Lease Liability | Maturities of the Company’s operating lease liabilities, interest and other relevant line items in the Consolidated Statement of Financial Condition as of December 31, 2023 are as follows: Maturity of Lease Liabilities Operating 2024 $ 27,167 2025 26,010 2026 23,976 2027 17,913 2028 17,346 Thereafter 50,003 Total lease payments $ 162,415 Less: Interest (19,852) Present value of lease liabilities $ 142,563 Other accrued liabilities $ 22,429 Long-term operating lease liabilities $ 120,134 |
PROPERTY, EQUIPMENT AND LEASE_2
PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Equipment and Leasehold Improvements, Net | Property, equipment and leasehold improvements, net at December 31, 2023 and 2022 consisted of the following: As of (in thousands) Estimated December 31, 2023 December 31, 2022 Computer & related equipment 2 to 7 years $ 192,008 $ 181,710 Furniture & fixtures 7 years 16,169 14,078 Leasehold improvements 1 to 21 years 58,582 54,040 Work-in-process — 897 2,373 Subtotal 267,656 252,201 Accumulated depreciation and amortization (211,736) (198,348) Property, equipment and leasehold improvements, net $ 55,920 $ 53,853 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Change to Company's Goodwill | The following table presents goodwill by reportable segment: (in thousands) Index Analytics ESG and Climate All Other - Private Assets Total Goodwill at December 31, 2021 $ 1,205,443 $ 290,976 $ 48,047 $ 691,920 $ 2,236,386 Acquisitions⁽¹⁾ — — — (541) (541) Foreign exchange translation adjustment (3,821) — — (2,354) (6,175) Goodwill at December 31, 2022 $ 1,201,622 $ 290,976 $ 48,047 $ 689,025 $ 2,229,670 Acquisitions⁽ 2 ⁾ — — 34,912 618,415 653,327 Foreign exchange translation adjustment 1,813 — 1,765 1,117 4,695 Goodwill at December 31, 2023 $ 1,203,435 $ 290,976 $ 84,724 $ 1,308,557 $ 2,887,692 ______________________________ (1) Reflects the impact of the acquisition of RCA. (2) Reflects the impact of the acquisitions of Burgiss and Trove. |
Schedule of Amortization Expense Related to Intangible Assets by Category | The following table presents the amount of amortization expense related to intangible assets by category for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Amortization expense of acquired intangible assets $ 72,303 $ 63,370 $ 42,242 Amortization expense of internally developed capitalized software 42,126 27,709 22,337 Write-off of internally developed capitalized software — — 16,013 Total amortization of intangible assets expense $ 114,429 $ 91,079 $ 80,592 |
Schedule of Gross Carrying and Accumulated Amortization Amounts Related to Company's Intangible Assets | The gross carrying and accumulated amortization amounts related to the Company’s intangible assets were as follows: As of (in thousands) Estimated December 31, 2023 December 31, 2022 Gross intangible assets: Customer relationships 13 to 21 years $ 712,400 $ 532,500 Proprietary data 11 to 13 years 458,717 220,778 Internally developed capitalized software 3 to 5 years 237,760 165,928 Acquired technology and software 3 to 9 years 228,220 209,220 Trademarks 1 to 21.5 years 209,090 208,190 Subtotal 1,846,187 1,336,616 Foreign exchange translation adjustment (9,410) (13,214) Total gross intangible assets $ 1,836,777 $ 1,323,402 Accumulated amortization: Customer relationships $ (340,922) $ (308,437) Proprietary data (62,590) (41,783) Internally developed capitalized software (118,387) (77,259) Acquired technology and software (189,174) (179,833) Trademarks (171,715) (162,044) Subtotal (882,788) (769,356) Foreign exchange translation adjustment 2,245 4,471 Total accumulated amortization $ (880,543) $ (764,885) Net intangible assets: Customer relationships $ 371,478 $ 224,063 Proprietary data 396,127 178,995 Internally developed capitalized software 119,373 88,670 Acquired technology and software 39,046 29,387 Trademarks 37,375 46,146 Subtotal 963,399 567,260 Foreign exchange translation adjustment (7,165) (8,743) Total net intangible assets $ 956,234 $ 558,517 |
Estimated Amortization Expense for Succeeding Years | Estimated amortization expense for succeeding years is presented below: Years Ending December 31, Amortization 2024 $ 153,026 2025 127,085 2026 91,753 2027 67,234 2028 65,307 Thereafter 451,829 Total $ 956,234 |
EMPLOYEE BENEFITS (Tables)
EMPLOYEE BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Employee Benefit Expense by Cost, Type and Location | The following table reflects the employee benefits expense by cost, type and location in the Statement of Income for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Employee benefit cost type 401(k) and other defined contribution plans 33,416 30,263 25,740 Pension related net period benefit expense 5,323 6,241 5,785 Total $ 38,739 $ 36,504 $ 31,525 Location in the Statement of Income Cost of revenues $ 15,504 $ 14,269 $ 12,231 Selling and marketing 11,081 10,775 9,489 Research and development 8,435 7,453 6,271 General and administrative 2,949 3,027 2,620 Other expense (income) 770 980 914 Total $ 38,739 $ 36,504 $ 31,525 |
SHAREHOLDERS' EQUITY (DEFICIT)
SHAREHOLDERS' EQUITY (DEFICIT) (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Company's Common Stock Repurchases Made on Open Market | The following table provides information with respect to repurchases of the Company’s common stock made on the open market: Year Ended Average Total Dollar Value of Shares Repurchased (1) December 31, 2023 $ 468.26 980 $ 458,721 December 31, 2022 $ 470.68 2,730 $ 1,284,825 December 31, 2021 $ 412.25 339 $ 139,580 _____________________________ (1) As of January 1, 2023, the Company’s share repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act. The values in this column exclude the 1% excise tax incurred on share repurchases. Any excise tax incurred is recognized as part of the cost of the shares acquired in the Consolidated Statements of Shareholders’ Equity (Deficit). |
Schedule of Cash Dividends Declared and Distributed Per Common Share | The following table presents dividends declared per common share as well as total amounts declared, distributed and deferred for the periods indicated Dividends (in thousands, except per share data) Per Share Declared Distributed (Released)/ 2023 Three Months Ended March 31, $ 1.38 $ 111,986 $ 112,189 $ (203) Three Months Ended June 30, 1.38 110,383 110,147 236 Three Months Ended September 30, 1.38 109,847 109,408 439 Three Months Ended December 31, 1.38 109,887 109,399 488 Year Ended December 31, $ 5.52 $ 442,103 $ 441,143 $ 960 2022 Three Months Ended March 31, $ 1.04 $ 87,280 $ 87,846 $ (566) Three Months Ended June 30, 1.04 84,593 84,189 404 Three Months Ended September 30, 1.25 101,354 100,849 505 Three Months Ended December 31, 1.25 100,671 100,192 479 Year Ended December 31, $ 4.58 $ 373,898 $ 373,076 $ 822 2021 Three Months Ended March 31, $ 0.78 $ 65,947 $ 66,153 $ (206) Three Months Ended June 30, 0.78 64,863 64,489 374 Three Months Ended September 30, 1.04 86,476 85,961 515 Three Months Ended December 31, 1.04 86,475 85,973 502 Year Ended December 31, $ 3.64 $ 303,761 $ 302,576 $ 1,185 |
Summary of Activity Related to Shares of Common Stock Issued and Repurchased | The following table presents activity related to shares of common stock issued and repurchased for the periods indicated: Common Treasury Common Stock Balance At December 31, 2020 132,829,175 (50,255,768) 82,573,407 Dividend payable/paid 268 (156) 112 Common stock issued 331,427 — 331,427 Shares withheld for tax withholding — (133,431) (133,431) Shares repurchased under stock repurchase programs — (338,577) (338,577) Shares issued to Directors 1,308 5,203 6,511 Balance At December 31, 2021 133,162,178 (50,722,729) 82,439,449 Dividend payable/paid 124 — 124 Common stock issued 456,425 — 456,425 Shares withheld for tax withholding — (209,492) (209,492) Shares repurchased under stock repurchase programs — (2,729,715) (2,729,715) Shares issued to Directors 4,278 (1,080) 3,198 Balance At December 31, 2022 133,623,005 (53,663,016) 79,959,989 Dividend payable/paid 46 — 46 Common stock issued 188,798 — 188,798 Shares withheld for tax withholding — (81,789) (81,789) Shares repurchased under stock repurchase programs — (979,623) (979,623) Shares issued to Directors 5,483 (1,692) 3,791 Balance At December 31, 2023 133,817,332 (54,726,120) 79,091,212 |
Summary of Share-based Compensation Expense | The following table presents the amount of share-based compensation expense by category for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Cost of revenues $ 19,447 $ 15,404 $ 17,285 Selling and marketing 17,392 14,218 14,411 Research and development 9,625 6,857 7,913 General and administrative 26,233 20,826 17,463 Other expense (income) 346 738 1,416 Total share-based compensation expense $ 73,043 $ 58,043 $ 58,488 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions | The fair value of the PSUs on the award dates were estimated under the Monte Carlo method using the following weighted average assumptions: Years Ended December 31, 2023 December 31, 2022 December 31, 2021 Risk free interest rate 3.75 % 1.42 % 0.33 % Historical stock price volatility 41.10 % 37.29 % 34.13 % Term (in years) 3.0 3.0 4.0 Discount of Lack of Marketability 9.0 % 8.0 % 4.0 % Stock Option Awards Certain Company employees have also been granted stock option awards in the form of PSOs. The fair value of PSOs on the award dates were estimated under the Black-Scholes pricing model using the following weighted average assumptions: Years Ended December 31, 2023 December 31, 2022 Risk-free interest rate 3.44 % 1.71 % Expected stock volatility 32.81 % 30.37 % Expected life (in years) 6.5 6.5 Expected dividend yield 1.00 % 0.76 % |
Summary of Vested and Unvested Share-Based Awards Activity | The following table presents activity concerning the Company’s vested and unvested Share-based Awards applicable to its employees (share data in thousands) for the period indicated: For the Year Ended December 31, 2023 (in thousands, except fair value data) Number of Weighted Vested and unvested Share-based Awards at December 31, 2022 554 $ 283.66 Granted 182 $ 457.10 Conversion to common stock (196) $ 264.88 Canceled (18) $ 402.02 Vested and unvested Share-based Awards at December 31, 2023 522 $ 346.44 Vested and unvested Share-based Awards expected to vest 498 $ 340.15 |
Schedule of Stock Options Roll Forward | The following table presents activity concerning the Company’s unvested PSOs related to its employees (share data in thousands): For the Year Ended December 31, 2023 (in thousands, except fair value data) Number of Weighted Weighted Aggregate Intrinsic Value (1) Vested and unvested stock option awards at December 31, 2022 119 $ 549.83 Granted 117 $ 554.52 Conversion to stock options — $ — Canceled (5) $ 551.40 Vested and unvested stock option awards at December 31, 2023 231 $ 552.18 8.6 $ 3,388 Unvested stock option awards expected to vest 219 $ 552.15 8.6 $ 3,220 _____________________________ (1) Calculated using the closing stock price on the last trading day of fiscal 2023, less the option exercise price, multiplied by the number of PSOs multiplied by expected payout %. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Summary of Provision for Income Taxes (Benefits) by Taxing Jurisdiction | The provision for income taxes (benefits) by taxing jurisdiction consisted of: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Current U.S. federal $ 93,475 $ 53,517 $ 133,281 U.S. state and local 40,567 15,300 49,475 Non U.S. 101,685 68,015 60,766 235,727 136,832 243,522 Deferred U.S. federal (1,985) 25,878 (79,812) U.S. state and local (558) 14,634 (25,981) Non U.S. (12,715) (4,076) (5,576) (15,258) 36,436 (111,369) Provision for income taxes $ 220,469 $ 173,268 $ 132,153 |
Reconciliation of U.S. Federal Statutory Income Tax Rate to the Effective Tax Rate | The following table reconciles the U.S. federal statutory income tax rate to the effective income tax rate: Years Ended December 31, 2023 December 31, 2022 December 31, 2021 U.S. federal statutory income tax rate 21.00 % 21.00 % 21.00 % U.S. state and local income taxes, net of U.S. federal income tax benefits 2.40 % 2.71 % 2.90 % Change in tax rates applicable to non-U.S. earnings (3.65 %) (3.96 %) (5.09 %) Foreign Derived Intangible Income (FDII), net of GILTI (0.15 %) (0.50 %) (1.09 %) Domestic tax credits and incentives (0.53 %) (0.46 %) (0.59 %) Impact of Burgiss Transaction (1.58 %) — % — % Valuation allowance — % — % — % Excess share-based compensation (0.84 %) (2.72 %) (2.65 %) Other (0.55 %) 0.53 % 0.92 % Effective income tax rate 16.10 % 16.60 % 15.40 % |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2023 and 2022, were as follows: As of (in thousands) December 31, 2023 December 31, 2022 Deferred tax assets: Unearned revenue $ 65,370 $ 54,263 Capitalized expenses 52,098 41,176 Lease liabilities 33,321 35,425 Employee compensation and benefit plans 28,781 24,318 Intangible assets 11,586 — Interest expense carryforwards 10,093 11,283 Other 6,520 18 Loss carryforwards 7,752 13,128 Subtotal 215,521 179,611 Less: valuation allowance (26) (31) Total deferred tax assets $ 215,495 $ 179,580 Deferred tax liabilities: Intangible assets $ (130,231) $ (132,705) Property, equipment and leasehold improvements, net (35,203) (15,169) Right of use assets (26,016) (28,213) Other (7,796) — Unremitted foreign earnings (2,203) (2,162) Pension — (1,222) Total deferred tax liabilities $ (201,449) $ (179,471) Net deferred tax assets $ 14,046 $ 109 |
Summary of Deferred Tax Asset Valuation Allowance | The following table presents changes in the Company’s deferred tax asset valuation allowance for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Beginning balance $ 31 $ 36 $ — Additions charged to cost and expenses — — 36 Deductions (5) (5) — Ending balance $ 26 $ 31 $ 36 |
Summary of Components of Income Before Provision for Income Taxes | The following table presents the components of income before provision for income taxes generated by domestic or foreign operations for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Domestic $ 643,492 $ 525,328 $ 417,679 Foreign (1) 725,569 518,513 440,457 Total income before provision for income taxes $ 1,369,061 $ 1,043,841 $ 858,136 ______________________________ (1) Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S., which includes income from foreign branches of U.S. companies. |
Reconciliation of Unrecognized Tax Benefits | The following table presents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2023, 2022 and 2021: Years Ended Gross unrecognized tax benefits December 31, 2023 December 31, 2022 December 31, 2021 Beginning balance $ 32,523 $ 33,039 $ 16,621 Increases based on tax positions related to the current period 5,028 640 511 Increases based on tax positions related to prior periods 1,961 3,807 20,321 Decreases based on tax positions related to prior periods — (597) — Decreases related to settlements with taxing authorities (5,711) (4,366) — Decreases related to a lapse of applicable statute of limitations — — (4,414) Ending balance $ 33,801 $ 32,523 $ 33,039 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Operating Revenues by Reportable Segment | The following table presents operating revenues by reportable segment for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Operating revenues Index $ 1,451,815 $ 1,303,209 $ 1,251,764 Analytics 615,956 576,107 544,299 ESG and Climate 287,568 228,311 166,192 All Other - Private Assets 173,581 140,971 81,289 Total $ 2,528,920 $ 2,248,598 $ 2,043,544 |
Segment Profitability and Reconciliation to Net Income | The following table presents segment profitability and a reconciliation to net income for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Index Adjusted EBITDA $ 1,106,973 $ 985,407 $ 951,312 Analytics Adjusted EBITDA 274,875 247,895 198,799 ESG and Climate Adjusted EBITDA 91,678 61,094 29,748 All Other - Private Assets Adjusted EBITDA 49,425 35,275 16,931 Total operating segment profitability 1,522,951 1,329,671 1,196,790 Amortization of intangible assets 114,429 91,079 80,592 Depreciation and amortization of property, equipment and leasehold improvements 21,009 26,893 28,901 Impairment related to sublease of leased property 477 — 7,702 Acquisition-related integration and transaction costs (1) 2,427 4,059 6,870 Operating income 1,384,609 1,207,640 1,072,725 Other expense (income), net 15,548 163,799 214,589 Provision for income taxes 220,469 173,268 132,153 Net income $ 1,148,592 $ 870,573 $ 725,983 ______________________________ (1) Represents transaction expenses and other costs directly related to the acquisition and integration of acquired businesses, including professional fees, severance expenses, regulatory filing fees and other costs, in each case that are incurred no later than 12 months after the close of the relevant acquisition. |
Operating Revenues by Geographic Area | Operating revenues by geography are primarily based on the shipping address of the ultimate customer utilizing the product. The following table presents revenue by geographic area for the periods indicated: Years Ended (in thousands) December 31, 2023 December 31, 2022 December 31, 2021 Operating revenues Americas: United States $ 1,044,016 $ 934,462 $ 836,880 Other 111,965 96,023 85,744 Total Americas 1,155,981 1,030,485 922,624 Europe, the Middle East and Africa (“EMEA”): United Kingdom 408,087 351,225 344,976 Other 569,032 512,018 454,239 Total EMEA 977,119 863,243 799,215 Asia & Australia: Japan 100,823 91,263 91,419 Other 294,997 263,607 230,286 Total Asia & Australia 395,820 354,870 321,705 Total $ 2,528,920 $ 2,248,598 $ 2,043,544 |
Long-Lived Assets by Geographic Area | Long-lived assets consist of property, equipment and leasehold improvements, right of use assets and internally developed capitalized software, net of accumulated depreciation and amortization. The following table presents long-lived assets by geographic area on the dates indicated: As of (in thousands) December 31, 2023 December 31, 2022 Long-lived assets Americas: United States $ 204,238 $ 179,453 Other 11,585 11,971 Total Americas 215,823 191,424 EMEA: United Kingdom 18,403 19,674 Other 22,072 23,099 Total EMEA 40,475 42,773 Asia & Australia: Japan 1,321 652 Other 31,507 32,962 Total Asia & Australia 32,828 33,614 Total $ 289,126 $ 267,811 |
INTRODUCTION AND BASIS OF PRE_4
INTRODUCTION AND BASIS OF PRESENTATION - Narrative (Details) - USD ($) | 12 Months Ended | |||
Oct. 02, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Introduction And Basis Of Presentation [Line Items] | ||||
Gain on remeasurement of equity method investment | $ 143,029,000 | $ 0 | $ 0 | |
Cumulative revenue performance goal weight | 50% | |||
Cumulative adjusted EPS performance goal weight | 50% | |||
Impairment of goodwill | $ 0 | 0 | $ 0 | |
Indefinite-lived intangible assets | $ 0 | $ 0 | ||
Blackrock Inc | Revenue from Contract with Customer, Product and Service Benchmark | Customer Concentration Risk | ||||
Introduction And Basis Of Presentation [Line Items] | ||||
Percentage of operating revenues accounted for by major customer | 9.80% | 10.30% | 12.70% | |
Blackrock Inc | Revenue from Contract with Customer, Segment Benchmark | Customer Concentration Risk | Index | ||||
Introduction And Basis Of Presentation [Line Items] | ||||
Percentage of operating revenues accounted for by major customer | 16.80% | 17.40% | 20.40% | |
Minimum | Software and Software Development Costs | ||||
Introduction And Basis Of Presentation [Line Items] | ||||
Estimates of useful lives | 3 years | |||
Maximum | Software and Software Development Costs | ||||
Introduction And Basis Of Presentation [Line Items] | ||||
Estimates of useful lives | 5 years | |||
Burgiss Group Limited Liability Company | ||||
Introduction And Basis Of Presentation [Line Items] | ||||
Business acquisition, percentage of voting interests acquired | 66.40% | |||
Payments to acquire businesses, gross | $ 696,800,000 | |||
Existing interest in acquiree, percentage | 33.60% | |||
Fair value at acquisition date | $ 353,200,000 | |||
Gain on remeasurement of equity method investment | $ 143,000,000 |
INTRODUCTION AND BASIS OF PRE_5
INTRODUCTION AND BASIS OF PRESENTATION - Changes in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of year | $ 2,652 | $ 2,337 | $ 1,583 |
Addition to credit loss expense | 2,196 | 910 | 1,210 |
Write-offs, net of recoveries | (880) | (595) | (456) |
Balance at ending of year | $ 3,968 | $ 2,652 | $ 2,337 |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of Operating Revenue (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | $ 2,528,920 | $ 2,248,598 | $ 2,043,544 |
Index | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 1,451,815 | 1,303,209 | 1,251,764 |
Analytics | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 615,956 | 576,107 | 544,299 |
ESG and Climate | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 287,568 | 228,311 | 166,192 |
All Other - Private Assets | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 173,581 | 140,971 | 81,289 |
Recurring subscriptions | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 1,871,290 | 1,659,523 | 1,426,040 |
Recurring subscriptions | Index | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 814,582 | 729,710 | 650,629 |
Recurring subscriptions | Analytics | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 603,291 | 567,004 | 533,178 |
Recurring subscriptions | ESG and Climate | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 282,351 | 223,160 | 162,609 |
Recurring subscriptions | All Other - Private Assets | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 171,066 | 139,649 | 79,624 |
Asset-based fees | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 557,502 | 528,127 | 553,991 |
Asset-based fees | Index | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 557,502 | 528,127 | 553,991 |
Asset-based fees | Analytics | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 0 | 0 | 0 |
Asset-based fees | ESG and Climate | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 0 | 0 | 0 |
Asset-based fees | All Other - Private Assets | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 0 | 0 | |
Non-recurring | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 100,128 | 60,948 | 63,513 |
Non-recurring | Index | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 79,731 | 45,372 | 47,144 |
Non-recurring | Analytics | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 12,665 | 9,103 | 11,121 |
Non-recurring | ESG and Climate | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | 5,217 | 5,151 | 3,583 |
Non-recurring | All Other - Private Assets | |||
Disaggregation Of Revenue [Line Items] | |||
Operating revenues | $ 2,515 | $ 1,322 | $ 1,665 |
REVENUE RECOGNITION - Schedule
REVENUE RECOGNITION - Schedule of Change in Accounts Receivable and Deferred Revenue (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts receivable, net of allowances | ||
Opening | $ 663,236 | $ 664,511 |
Closing | 839,555 | 663,236 |
Increase/(decrease) | 176,319 | (1,275) |
Deferred revenue | ||
Opening | 882,886 | 824,912 |
Closing | 1,083,864 | 882,886 |
Increase/(decrease) | $ 200,978 | $ 57,974 |
REVENUE RECOGNITION - Narrative
REVENUE RECOGNITION - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue Recognition [Line Items] | |||
Revenue recognized during period included in deferred revenue | $ 836.7 | $ 819.9 | $ 672.5 |
Disclosure of remaining performance policy | For contracts that have a duration of one year or less, the Company has not disclosed either the remaining performance obligation as of the end of the reporting period or when the Company expects to recognize the revenue. | ||
Other Non-Current Liabilities | |||
Revenue Recognition [Line Items] | |||
Long-term deferred revenue | $ 28.8 | $ 29.4 | $ 23.4 |
REVENUE RECOGNITION - Schedul_2
REVENUE RECOGNITION - Schedule of Remaining Performance Obligations (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Revenue Recognition [Line Items] | |
Remaining performance obligations | $ 1,808,084 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Revenue Recognition [Line Items] | |
Remaining performance obligations | $ 838,863 |
Remaining performance obligations, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | |
Revenue Recognition [Line Items] | |
Remaining performance obligations | $ 530,258 |
Remaining performance obligations, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01 | |
Revenue Recognition [Line Items] | |
Remaining performance obligations | $ 256,911 |
Remaining performance obligations, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-01-01 | |
Revenue Recognition [Line Items] | |
Remaining performance obligations | $ 182,052 |
Remaining performance obligations, expected timing of satisfaction, period |
EARNINGS PER COMMON SHARE (Deta
EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net income | $ 1,148,592 | $ 870,573 | $ 725,983 |
Basic weighted average common shares outstanding (in shares) | 79,462 | 80,746 | 82,508 |
Weighted average shares outstanding: | |||
PSUs, RSUs and PSOs (in shares) | 381 | 469 | 971 |
Diluted weighted average common shares outstanding (in USD per share) | 79,843 | 81,215 | 83,479 |
Earnings per common share: | |||
Basic (in USD per share) | $ 14.45 | $ 10.78 | $ 8.80 |
Diluted (in USD per share) | $ 14.39 | $ 10.72 | $ 8.70 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Nov. 01, 2023 | Oct. 02, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | |||||
Gain on remeasurement of equity method investment | $ 143,029 | $ 0 | $ 0 | ||
Burgiss Group Limited Liability Company | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, percentage of voting interests acquired | 66.40% | ||||
Payments to acquire businesses, gross | $ 696,800 | ||||
Existing interest in acquiree, percentage | 33.60% | ||||
Fair value at acquisition date | $ 353,200 | ||||
Gain on remeasurement of equity method investment | $ 143,000 | ||||
Weighted average amortization period of acquired intangible assets | 14 years 9 months 18 days | ||||
Revenue of acquiree since acquisition date, actual | $ 25,400 | ||||
Trove | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire businesses, gross | $ 37,900 |
ACQUISITIONS - Components of Pr
ACQUISITIONS - Components of Preliminary Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Oct. 02, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Intangible assets: | ||||
Goodwill | $ 2,887,692 | $ 2,229,670 | $ 2,236,386 | |
Burgiss Group Limited Liability Company | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 5,397 | |||
Accounts receivable | 25,795 | |||
Prepaid Income Taxes | 30 | |||
Other current assets | 4,153 | |||
Property, equipment and leasehold improvements, net | 670 | |||
Right of use assets | 3,443 | |||
Other non-current assets | 471 | |||
Deferred revenue | (22,181) | |||
Other current liabilities | (13,434) | |||
Long-term operating lease liabilities | (2,525) | |||
Intangible assets: | ||||
Goodwill | 618,415 | |||
Net assets acquired | $ 1,049,934 | |||
Estimated Useful Life | 14 years 9 months 18 days | |||
Burgiss Group Limited Liability Company | Proprietary data | ||||
Intangible assets: | ||||
Intangible assets | $ 229,900 | |||
Estimated Useful Life | 11 years | |||
Burgiss Group Limited Liability Company | Customer relationships | ||||
Intangible assets: | ||||
Intangible assets | $ 179,900 | |||
Estimated Useful Life | 21 years | |||
Burgiss Group Limited Liability Company | Acquired technology and software | ||||
Intangible assets: | ||||
Intangible assets | $ 19,000 | |||
Estimated Useful Life | 3 years | |||
Burgiss Group Limited Liability Company | Trademarks | ||||
Intangible assets: | ||||
Intangible assets | $ 900 | |||
Estimated Useful Life | 1 year |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - USD ($) | 12 Months Ended | ||
Jan. 26, 2024 | Jun. 09, 2022 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 4,539,063,000 | ||
Deferred financing fees and premium remain unamortized | 33,000,000 | ||
Prepaid and Other Assets | |||
Debt Instrument [Line Items] | |||
Deferred financing fees and premium remain unamortized | 600,000 | ||
Other Non-Current Assets | |||
Debt Instrument [Line Items] | |||
Deferred financing fees and premium remain unamortized | 1,100,000 | ||
Long-term Debt | |||
Debt Instrument [Line Items] | |||
Deferred financing fees and premium remain unamortized | 31,300,000 | ||
4.000% senior unsecured notes due 2029 | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 1,000,000,000 | ||
Debt instrument interest rate | 4% | ||
Debt instrument maturity | Nov. 15, 2029 | ||
Redemption description | At any time prior to November 15, 2024, the Company may redeem all or part of the 2029 Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. | ||
3.625% senior unsecured notes due 2030 | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 900,000,000 | ||
Debt instrument interest rate | 3.625% | ||
Debt instrument maturity | Sep. 01, 2030 | ||
Redemption description | At any time prior to March 1, 2025, the Company may redeem all or part of the 2030 Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. | ||
3.875% senior unsecured notes due 2031 | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 1,000,000,000 | ||
Debt instrument interest rate | 3.875% | ||
Debt instrument maturity | Feb. 15, 2031 | ||
Redemption description | At any time prior to June 1, 2025, the Company may redeem all or part of the 2031A Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest, if any, to, but excluding, the redemption date. | ||
3.625% senior unsecured notes due 2031 | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 600,000,000 | ||
Debt instrument interest rate | 3.625% | ||
Debt instrument maturity | Nov. 01, 2031 | ||
Redemption description | At any time prior to November 1, 2026, the Company may redeem all or part of the 2031B Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest, if any, thereon, to the date of redemption. | ||
Percentage of aggregate principal amount redeemed | 35% | ||
Redemption price | 103.625% | ||
3.250% senior unsecured notes due 2033 | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 700,000,000 | ||
Debt instrument interest rate | 3.25% | ||
Debt instrument maturity | Aug. 15, 2033 | ||
Redemption description | At any time prior to August 15, 2027, the Company may redeem all or part of the 2033 Senior Notes at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. | ||
Percentage of aggregate principal amount redeemed | 35% | ||
Redemption price | 103.25% | ||
Variable rate Tranche A Term Loans due 2027 | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 339,063,000 | ||
Debt instrument maturity | Feb. 16, 2027 | ||
Interest rate on TLA Facility | 7.46% | ||
Variable rate Tranche A Term Loans due 2027 | Minimum | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1.50% | ||
Variable rate Tranche A Term Loans due 2027 | Minimum | Base Rate Loans | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.50% | ||
Variable rate Tranche A Term Loans due 2027 | Maximum | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 2% | ||
Variable rate Tranche A Term Loans due 2027 | Maximum | Base Rate Loans | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1% | ||
Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | $ 4,200,000,000 | ||
TLA Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument principal amount | 339,100,000 | ||
Line of Credit | Credit Agreement | Revolving Credit Facility | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 1,250,000,000 | ||
Line of Credit | Credit Agreement | Revolving Credit Facility | Subsequent Event | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1.50% | ||
Line of Credit | Credit Agreement | Revolving Credit Facility | Subsequent Event | Base Rate Loans | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.50% | ||
Line of Credit | Prior Credit Agreement | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 |
DEBT - Schedule of Senior Unsec
DEBT - Schedule of Senior Unsecured Notes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Principal amount outstanding | $ 4,539,063 | |
Carrying value | 4,507,728 | $ 4,511,947 |
Fair Value | 4,124,310 | 3,850,132 |
Current portion of long-term debt | $ 10,902 | 8,713 |
4.000% senior unsecured notes due 2029 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 4% | |
Maturity Date | Nov. 15, 2029 | |
Principal amount outstanding | $ 1,000,000 | |
Carrying value | 993,637 | 992,546 |
Fair Value | $ 941,090 | 876,240 |
3.625% senior unsecured notes due 2030 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 3.625% | |
Maturity Date | Sep. 01, 2030 | |
Principal amount outstanding | $ 900,000 | |
Carrying value | 895,587 | 894,925 |
Fair Value | $ 815,526 | 751,113 |
3.875% senior unsecured notes due 2031 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 3.875% | |
Maturity Date | Feb. 15, 2031 | |
Principal amount outstanding | $ 1,000,000 | |
Carrying value | 992,161 | 991,067 |
Fair Value | $ 914,360 | 833,130 |
3.625% senior unsecured notes due 2031 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 3.625% | |
Maturity Date | Nov. 01, 2031 | |
Principal amount outstanding | $ 600,000 | |
Carrying value | 594,852 | 594,195 |
Fair Value | $ 529,458 | 500,880 |
3.250% senior unsecured notes due 2033 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 3.25% | |
Maturity Date | Aug. 15, 2033 | |
Principal amount outstanding | $ 700,000 | |
Carrying value | 693,532 | 692,862 |
Fair Value | $ 586,509 | 542,696 |
Variable rate Tranche A Term Loans due 2027 | ||
Debt Instrument [Line Items] | ||
Maturity Date | Feb. 16, 2027 | |
Principal amount outstanding | $ 339,063 | |
Carrying value | 337,959 | 346,352 |
Fair Value | $ 337,367 | $ 346,073 |
DEBT - Schedule of Maturities o
DEBT - Schedule of Maturities of Long-Term Debt (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 10,938 |
2025 | 19,688 |
2026 | 26,250 |
2027 | 282,187 |
2028 | 0 |
Thereafter | 4,200,000 |
Total debt | $ 4,539,063 |
DEBT - Schedule of Interest Pay
DEBT - Schedule of Interest Payments Due Attributable to Outstanding Indebtedness (Detail) | 12 Months Ended |
Dec. 31, 2023 | |
4.000% senior unsecured notes due 2029 | |
Debt Instrument [Line Items] | |
Debt instrument interest rate | 4% |
Interest payment frequency | Semi-Annual |
First interest payment date | --05-15 |
3.625% senior unsecured notes due 2030 | |
Debt Instrument [Line Items] | |
Debt instrument interest rate | 3.625% |
Interest payment frequency | Semi-Annual |
First interest payment date | --03-01 |
3.875% senior unsecured notes due 2031 | |
Debt Instrument [Line Items] | |
Debt instrument interest rate | 3.875% |
Interest payment frequency | Semi-Annual |
First interest payment date | --06-01 |
3.625% senior unsecured notes due 2031 | |
Debt Instrument [Line Items] | |
Debt instrument interest rate | 3.625% |
Interest payment frequency | Semi-Annual |
First interest payment date | --05-01 |
3.250% senior unsecured notes due 2033 | |
Debt Instrument [Line Items] | |
Debt instrument interest rate | 3.25% |
Interest payment frequency | Semi-Annual |
First interest payment date | --02-15 |
Variable rate Tranche A Term Loans due 2027 | |
Debt Instrument [Line Items] | |
Interest payment frequency | Variable |
First interest payment date | --07-11 |
LEASES - Lease, Cost (Details)
LEASES - Lease, Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease expenses | $ 29,240 | $ 29,724 | $ 30,615 |
Variable lease costs | 3,876 | 3,286 | 3,017 |
Short-term lease costs | 745 | 477 | 343 |
Sublease income | (5,127) | (4,630) | (3,303) |
Total lease costs | $ 28,734 | $ 28,857 | $ 30,672 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Lessee Lease Description [Line Items] | |||
Operating lease, options to extend | Some of these leases have options to extend which, if exercised, would extend the maximum remaining term to approximately 23 years. | ||
Operating lease, options to terminate | Some of the leases also provide for early termination, the exercise of which would shorten the term of those leases by up to 5 years. | ||
Loss on impairment of right of use assets, net | $ 477 | $ 705 | $ 8,385 |
Maximum | |||
Lessee Lease Description [Line Items] | |||
Operating lease, remaining lease terms | 9 years | ||
Operating lease, extended term | 23 years | ||
Operating lease, early termination term | 5 years |
LEASES - Summary of Future Mini
LEASES - Summary of Future Minimum Commitments Under Operating Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Maturity of Lease Liabilities | ||
2024 | $ 27,167 | |
2025 | 26,010 | |
2026 | 23,976 | |
2027 | 17,913 | |
2028 | 17,346 | |
Thereafter | 50,003 | |
Total lease payments | 162,415 | |
Less: Interest | (19,852) | |
Present value of lease liabilities | 142,563 | |
Other accrued liabilities | 22,429 | |
Long-term operating lease liabilities | $ 120,134 | $ 131,575 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other accrued liabilities |
LEASES - Summary of Lease Term
LEASES - Summary of Lease Term and Discount Rate Under Operating Lease (Detail) | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Weighted-average remaining lease term (years) | 7 years 14 days | 7 years 10 months 9 days |
Weighted-average discount rate | 3.66% | 3.40% |
LEASES - Summary of Other Infor
LEASES - Summary of Other Information Under Operating Lease (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating cash flows used for operating leases | $ 31,249 | $ 29,385 | $ 30,972 |
Right of use assets obtained in exchange for new operating lease liabilities | $ 12,568 | $ 15,979 | $ 26,004 |
PROPERTY, EQUIPMENT AND LEASE_3
PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET - Schedule of Property, Equipment and Leasehold Improvements, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Computer & related equipment | $ 192,008 | $ 181,710 |
Furniture & fixtures | 16,169 | 14,078 |
Leasehold improvements | 58,582 | 54,040 |
Work-in-process | 897 | 2,373 |
Subtotal | 267,656 | 252,201 |
Accumulated depreciation and amortization | (211,736) | (198,348) |
Property, equipment and leasehold improvements, net | $ 55,920 | $ 53,853 |
Computer & related equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 2 years | |
Computer & related equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 7 years | |
Furniture & fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 7 years | |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 1 year | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 21 years |
PROPERTY, EQUIPMENT AND LEASE_4
PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization of property, equipment and leasehold improvements | $ 21,009 | $ 26,893 | $ 28,901 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Change to Company's Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill, Beginning balance | $ 2,229,670 | $ 2,236,386 |
Acquisitions | (541) | |
Acquisitions | 653,327 | |
Foreign exchange translation adjustment | 4,695 | (6,175) |
Goodwill, Ending balance | 2,887,692 | 2,229,670 |
Index | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning balance | 1,201,622 | 1,205,443 |
Acquisitions | 0 | |
Acquisitions | 0 | |
Foreign exchange translation adjustment | 1,813 | (3,821) |
Goodwill, Ending balance | 1,203,435 | 1,201,622 |
Analytics | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning balance | 290,976 | 290,976 |
Acquisitions | 0 | |
Acquisitions | 0 | |
Foreign exchange translation adjustment | 0 | 0 |
Goodwill, Ending balance | 290,976 | 290,976 |
ESG and Climate | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning balance | 48,047 | 48,047 |
Acquisitions | 0 | |
Acquisitions | 34,912 | |
Foreign exchange translation adjustment | 1,765 | 0 |
Goodwill, Ending balance | 84,724 | 48,047 |
All Other - Private Assets | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning balance | 689,025 | 691,920 |
Acquisitions | (541) | |
Acquisitions | 618,415 | |
Foreign exchange translation adjustment | 1,117 | (2,354) |
Goodwill, Ending balance | $ 1,308,557 | $ 689,025 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Amortization Expense Related to Intangible Assets by Category (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 114,429 | $ 91,079 | $ 80,592 |
Acquired Intangible Assets | |||
Finite Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | 72,303 | 63,370 | 42,242 |
Internally developed capitalized software | |||
Finite Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | 42,126 | 27,709 | 22,337 |
Write-off of internally developed capitalized software | |||
Finite Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 0 | $ 0 | $ 16,013 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Line Items] | |||
Amortization of intangible assets | $ 114,429 | $ 91,079 | $ 80,592 |
Total gross intangible assets | 1,836,777 | 1,323,402 | |
Accumulated amortization | 880,543 | 764,885 | |
Write-off of internally developed capitalized software | |||
Goodwill [Line Items] | |||
Amortization of intangible assets | $ 0 | $ 0 | 16,013 |
Total gross intangible assets | 46,300 | ||
Accumulated amortization | $ 30,300 |
GOODWILL AND INTANGIBLE ASSET_6
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Gross Carrying and Accumulated Amortization Amounts Related to Company's Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying value excluding foreign exchange translation adjustment | $ 1,846,187 | $ 1,336,616 |
Foreign exchange translation adjustment | (9,410) | (13,214) |
Total gross intangible assets | 1,836,777 | 1,323,402 |
Accumulated amortization excluding foreign exchange translation adjustment | (882,788) | (769,356) |
Foreign exchange translation adjustment | 2,245 | 4,471 |
Total accumulated amortization | (880,543) | (764,885) |
Net carrying value excluding foreign exchange translation adjustment | 963,399 | 567,260 |
Foreign exchange translation adjustment | (7,165) | (8,743) |
Total net intangible assets | 956,234 | 558,517 |
Customer relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying value excluding foreign exchange translation adjustment | 712,400 | 532,500 |
Accumulated amortization excluding foreign exchange translation adjustment | (340,922) | (308,437) |
Net carrying value excluding foreign exchange translation adjustment | 371,478 | 224,063 |
Proprietary data | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying value excluding foreign exchange translation adjustment | 458,717 | 220,778 |
Accumulated amortization excluding foreign exchange translation adjustment | (62,590) | (41,783) |
Net carrying value excluding foreign exchange translation adjustment | 396,127 | 178,995 |
Internally developed capitalized software | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying value excluding foreign exchange translation adjustment | 237,760 | 165,928 |
Accumulated amortization excluding foreign exchange translation adjustment | (118,387) | (77,259) |
Net carrying value excluding foreign exchange translation adjustment | 119,373 | 88,670 |
Acquired technology and software | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying value excluding foreign exchange translation adjustment | 228,220 | 209,220 |
Accumulated amortization excluding foreign exchange translation adjustment | (189,174) | (179,833) |
Net carrying value excluding foreign exchange translation adjustment | 39,046 | 29,387 |
Trademarks | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying value excluding foreign exchange translation adjustment | 209,090 | 208,190 |
Accumulated amortization excluding foreign exchange translation adjustment | (171,715) | (162,044) |
Net carrying value excluding foreign exchange translation adjustment | $ 37,375 | $ 46,146 |
Minimum | Customer relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 13 years | |
Minimum | Proprietary data | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 11 years | |
Minimum | Internally developed capitalized software | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 3 years | |
Minimum | Acquired technology and software | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 3 years | |
Minimum | Trademarks | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 1 year | |
Maximum | Customer relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 21 years | |
Maximum | Proprietary data | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 13 years | |
Maximum | Internally developed capitalized software | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 5 years | |
Maximum | Acquired technology and software | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 9 years | |
Maximum | Trademarks | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives | 21 years 6 months |
GOODWILL AND INTANGIBLE ASSET_7
GOODWILL AND INTANGIBLE ASSETS, NET - Estimated Amortization Expense for Succeeding Years (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 153,026 | |
2025 | 127,085 | |
2026 | 91,753 | |
2027 | 67,234 | |
2028 | 65,307 | |
Thereafter | 451,829 | |
Total net intangible assets | $ 956,234 | $ 558,517 |
EMPLOYEE BENEFITS - Schedule of
EMPLOYEE BENEFITS - Schedule of Employee Benefit Expense by Cost, Type and Location (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $ 38,739 | $ 36,504 | $ 31,525 |
Cost of revenues | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 15,504 | 14,269 | 12,231 |
Selling and marketing | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 11,081 | 10,775 | 9,489 |
Research and development | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 8,435 | 7,453 | 6,271 |
General and administrative | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 2,949 | 3,027 | 2,620 |
Other expense (income) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 770 | 980 | 914 |
401(k) and other defined contribution plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
401(k) and other defined contribution plans | 33,416 | 30,263 | 25,740 |
Pension related net period benefit expense | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension related net period benefit expense | $ 5,323 | $ 6,241 | $ 5,785 |
EMPLOYEE BENEFITS - Narrative (
EMPLOYEE BENEFITS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, non-current liability | $ 31,900 | $ 20,100 | |
Fair value of the defined benefit plan assets | 31,800 | 29,800 | |
Pension Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension related net period benefit expense | $ 5,323 | $ 6,241 | $ 5,785 |
Foreign Plan | Pension Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Minimum investment return rate | 1% | 1% | 1% |
Defined benefit plan, net pension liability | $ 30,900 | $ 26,500 | |
Defined benefit plan, assets | 27,200 | 26,300 | |
Pension related net period benefit expense | $ 300 | $ 400 | $ 300 |
Discount rate | 1.40% | 2.40% |
SHAREHOLDERS' EQUITY (DEFICIT_2
SHAREHOLDERS' EQUITY (DEFICIT) - Narrative (Details) - USD ($) | 12 Months Ended | ||||
Feb. 09, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 28, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Windfall tax benefits for share-based compensation expense related to share-based awards and stock options | $ 11,400,000 | $ 28,400,000 | $ 22,300,000 | ||
Compensation cost related to unvested share-based awards not yet recognized | $ 91,700,000 | ||||
Number of shares available for future grants (in shares) | 3,100,000 | ||||
Total fair value of Share-Based Awards converted or vested to common stock | $ 107,800,000 | $ 250,400,000 | $ 152,600,000 | ||
Stock options issued (in shares) | 117,000 | 0 | |||
Stock options outstanding (in shares) | 231,000 | 119,000 | 0 | ||
Remaining stock options outstanding exercisable (in shares) | 0 | 0 | 0 | ||
Minimum | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Compensation cost related to unvested share-based awards not yet recognized, period for recognition | 1 year | ||||
Maximum | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Compensation cost related to unvested share-based awards not yet recognized, period for recognition | 3 years | ||||
PSUs | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Expected dividend yield | 0% | ||||
PSUs | Subsequent Event | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Post-vesting restriction period | 1 year | ||||
PSOs | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Expected dividend yield | 1% | 0.76% | |||
Bonus Award | Subsequent Event | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of shares grants in period (in shares) | 264,872 | ||||
Aggregate fair value | $ 99,900,000 | ||||
Bonus Award | RSUs | Subsequent Event | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vesting period of awards | 3 years | ||||
Bonus Award | PSUs | Subsequent Event | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vesting period of awards | 3 years | ||||
Minimum performance period | 3 years | ||||
Bonus Award | PSOs | Subsequent Event | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vesting period of awards | 3 years | ||||
Requisite service period of awards | 3 years | ||||
2022 Repurchase Program | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Repurchase program authorizing the purchase of shares (in shares) | $ 1,000,000,000 | ||||
Stock repurchase program, remaining authorized repurchase amount | $ 845,700,000 | 1,539,100,000 | |||
2020 Repurchase Program | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Stock repurchase program, remaining authorized repurchase amount | $ 539,100,000 |
SHAREHOLDERS' EQUITY (DEFICIT_3
SHAREHOLDERS' EQUITY (DEFICIT) - Schedule of Company's Common Stock Repurchases Made on Open Market (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity, Class of Treasury Stock [Line Items] | |||
Dollar Value of Shares Repurchased | $ 462,693 | $ 1,284,825 | $ 139,580 |
Excise tax percentage | 1% | ||
Open Market Purchases of Common Stock | |||
Equity, Class of Treasury Stock [Line Items] | |||
Average Price Paid Per Share (USD per Share) | $ 468.26 | $ 470.68 | $ 412.25 |
Total Number of Shares Repurchased (in shares) | 980 | 2,730 | 339 |
Dollar Value of Shares Repurchased | $ 458,721 | $ 1,284,825 | $ 139,580 |
SHAREHOLDERS' EQUITY (DEFICIT_4
SHAREHOLDERS' EQUITY (DEFICIT) - Schedule of Cash Dividends Declared and Distributed Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | |||||||||||||||
Dividend declared per common share (in USD per share) | $ 1.38 | $ 1.38 | $ 1.38 | $ 1.38 | $ 1.25 | $ 1.25 | $ 1.04 | $ 1.04 | $ 1.04 | $ 1.04 | $ 0.78 | $ 0.78 | $ 5.52 | $ 4.58 | $ 3.64 |
Cash dividends declared | $ 109,887 | $ 109,847 | $ 110,383 | $ 111,986 | $ 100,671 | $ 101,354 | $ 84,593 | $ 87,280 | $ 86,475 | $ 86,476 | $ 64,863 | $ 65,947 | $ 442,103 | $ 373,898 | $ 303,761 |
Cash dividends distributed | 109,399 | 109,408 | 110,147 | 112,189 | 100,192 | 100,849 | 84,189 | 87,846 | 85,973 | 85,961 | 64,489 | 66,153 | 441,143 | 373,076 | 302,576 |
Cash dividends (released)/deferred | $ 488 | $ 439 | $ 236 | $ (203) | $ 479 | $ 505 | $ 404 | $ (566) | $ 502 | $ 515 | $ 374 | $ (206) | $ 960 | $ 822 | $ 1,185 |
SHAREHOLDERS' EQUITY (DEFICIT_5
SHAREHOLDERS' EQUITY (DEFICIT) - Summary of Activity Related to Shares of Common Stock Issued and Repurchased (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Movement In Equity Shares [Roll Forward] | |||
Beginning balance (in shares) | 133,623,005 | ||
Beginning balance (in shares) | (53,663,016) | ||
Beginning balance (in shares) | 79,959,989 | ||
Ending balance (in shares) | 133,817,332 | 133,623,005 | |
Ending balance (in shares) | (54,726,120) | (53,663,016) | |
Ending balance (in shares) | 79,091,212 | 79,959,989 | |
Common Stock Issued | |||
Movement In Equity Shares [Roll Forward] | |||
Beginning balance (in shares) | 133,623,005 | 133,162,178 | 132,829,175 |
Dividends payable/paid (in shares) | 46 | 124 | 268 |
Common stock issued (in shares) | 188,798 | 456,425 | 331,427 |
Shares issued to Directors (in shares) | 5,483 | 4,278 | 1,308 |
Ending balance (in shares) | 133,817,332 | 133,623,005 | 133,162,178 |
Treasury Stock | |||
Movement In Equity Shares [Roll Forward] | |||
Beginning balance (in shares) | (53,663,016) | (50,722,729) | (50,255,768) |
Dividends payable/paid (in shares) | 156 | ||
Shares withheld for tax withholding (in shares) | (81,789) | (209,492) | (133,431) |
Shares repurchased under stock repurchase programs (in shares) | (979,623) | (2,729,715) | (338,577) |
Shares issued to Directors (in shares) | 1,692 | 1,080 | (5,203) |
Ending balance (in shares) | (54,726,120) | (53,663,016) | (50,722,729) |
Common Stock Outstanding | |||
Movement In Equity Shares [Roll Forward] | |||
Beginning balance (in shares) | 79,959,989 | 82,439,449 | 82,573,407 |
Dividends payable/paid (in shares) | 46 | 124 | 112 |
Common stock issued (in shares) | 188,798 | 456,425 | 331,427 |
Shares withheld for tax withholding (in shares) | (81,789) | (209,492) | (133,431) |
Shares repurchased under stock repurchase programs (in shares) | (979,623) | (2,729,715) | (338,577) |
Shares issued to Directors (in shares) | 3,791 | 3,198 | 6,511 |
Ending balance (in shares) | 79,091,212 | 79,959,989 | 82,439,449 |
SHAREHOLDERS' EQUITY (DEFICIT_6
SHAREHOLDERS' EQUITY (DEFICIT) - Summary of Share-based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | $ 73,043 | $ 58,043 | $ 58,488 |
Cost of revenues | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 19,447 | 15,404 | 17,285 |
Selling and marketing | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 17,392 | 14,218 | 14,411 |
Research and development | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 9,625 | 6,857 | 7,913 |
General and administrative | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 26,233 | 20,826 | 17,463 |
Other expense (income) | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | $ 346 | $ 738 | $ 1,416 |
SHAREHOLDERS' EQUITY (DEFICIT_7
SHAREHOLDERS' EQUITY (DEFICIT) - Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
PSUs | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Risk free interest rate | 3.75% | 1.42% | 0.33% |
Historical stock price volatility | 41.10% | 37.29% | 34.13% |
Term (in years) | 3 years | 3 years | 4 years |
Discount of Lack of Marketability | 9% | 8% | 4% |
Expected dividend yield | 0% | ||
PSOs | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Risk free interest rate | 3.44% | 1.71% | |
Historical stock price volatility | 32.81% | 30.37% | |
Term (in years) | 6 years 6 months | 6 years 6 months | |
Expected dividend yield | 1% | 0.76% |
SHAREHOLDERS' EQUITY (DEFICIT_8
SHAREHOLDERS' EQUITY (DEFICIT) - Summary of Vested and Unvested Share-Based Awards Activity (Detail) shares in Thousands | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Number of Shares | |
Vested and unvested Share-based Awards at the beginning of period (in shares) | shares | 554 |
Granted (in shares) | shares | 182 |
Conversion to common stock (in shares) | shares | (196) |
Canceled (in shares) | shares | (18) |
Vested and unvested Share-based Awards at the end of period (in shares) | shares | 522 |
Share-based Awards , vested or expected to vest (in shares) | shares | 498 |
Weighted Average Grant Date Fair Value | |
Vested and unvested Share-based Awards (in USD per share) | $ / shares | $ 283.66 |
Granted (in USD per share) | $ / shares | 457.10 |
Conversion to common stock (in USD per share) | $ / shares | 264.88 |
Canceled (in USD per share) | $ / shares | 402.02 |
Vested and unvested Share-based Awards (in USD per share) | $ / shares | 346.44 |
Share-based Awards , vested or expected to vest, weighted average price (in USD per share) | $ / shares | $ 340.15 |
SHAREHOLDERS' EQUITY (DEFICIT_9
SHAREHOLDERS' EQUITY (DEFICIT) - Schedule of Stock Options Rollforward (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2021 | |
Number of Option Awards | ||
Vested and unvested stock option awards at beginning of period (in shares) | 119,000 | |
Granted (in shares) | 117,000 | 0 |
Conversion to stock options (in shares) | 0 | |
Canceled (in shares) | (5,000) | |
Vested and unvested stock option awards at end of period (in shares) | 231,000 | 0 |
Unvested stock option awards expected to vest (in shares) | 219,000 | |
Weighted Average Exercise Price | ||
Vested and unvested stock option awards at beginning of period (in USD per share) | $ 549.83 | |
Granted (in USD per share) | 554.52 | |
Conversion to stock options (in USD per share) | 0 | |
Canceled (in USD per share) | 551.40 | |
Vested and unvested stock option awards at ending of period (in USD per share) | 552.18 | |
Unvested stock option awards expected to vest (in USD per share) | $ 552.15 | |
Weighted Average Remaining Life (Years) | ||
Vested and unvested stock option awards at December 31, 2023 | 8 years 7 months 6 days | |
Unvested stock option awards expected to vest | 8 years 7 months 6 days | |
Aggregate Intrinsic Value | ||
Vested and unvested stock option awards at December 31, 2023 | $ 3,388 | |
Unvested stock option awards expected to vest | $ 3,220 |
INCOME TAXES - Summary of Provi
INCOME TAXES - Summary of Provision for Income Taxes (Benefits) by Taxing Jurisdiction (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current | |||
U.S. federal | $ 93,475 | $ 53,517 | $ 133,281 |
U.S. state and local | 40,567 | 15,300 | 49,475 |
Non U.S. | 101,685 | 68,015 | 60,766 |
Current provision for income taxes (benefits) | 235,727 | 136,832 | 243,522 |
Deferred | |||
U.S. federal | (1,985) | 25,878 | (79,812) |
U.S. state and local | (558) | 14,634 | (25,981) |
Non U.S. | (12,715) | (4,076) | (5,576) |
Deferred provision for income taxes (benefits) | (15,258) | 36,436 | (111,369) |
Provision for income taxes | $ 220,469 | $ 173,268 | $ 132,153 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of U.S. Federal Statutory Income Tax Rate to the Effective Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory income tax rate | 21% | 21% | 21% |
U.S. state and local income taxes, net of U.S. federal income tax benefits | 2.40% | 2.71% | 2.90% |
Change in tax rates applicable to non-U.S. earnings | (3.65%) | (3.96%) | (5.09%) |
Foreign Derived Intangible Income (FDII), net of GILTI | (0.15%) | (0.50%) | (1.09%) |
Domestic tax credits and incentives | (0.53%) | (0.46%) | (0.59%) |
Impact of Burgiss Transaction | (1.58%) | 0% | 0% |
Valuation allowance | 0% | 0% | 0% |
Excess share-based compensation | (0.84%) | (2.72%) | (2.65%) |
Other | (0.55%) | 0.53% | 0.92% |
Effective income tax rate | 16.10% | 16.60% | 15.40% |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Unearned revenue | $ 65,370 | $ 54,263 |
Capitalized expenses | 52,098 | 41,176 |
Lease liabilities | 33,321 | 35,425 |
Employee compensation and benefit plans | 28,781 | 24,318 |
Intangible assets | 11,586 | 0 |
Interest expense carryforwards | 10,093 | 11,283 |
Other | 6,520 | 18 |
Loss carryforwards | 7,752 | 13,128 |
Subtotal | 215,521 | 179,611 |
Less: valuation allowance | (26) | (31) |
Total deferred tax assets | 215,495 | 179,580 |
Deferred tax liabilities: | ||
Intangible assets | (130,231) | (132,705) |
Property, equipment and leasehold improvements, net | (35,203) | (15,169) |
Right of use assets | (26,016) | (28,213) |
Other | (7,796) | 0 |
Unremitted foreign earnings | (2,203) | (2,162) |
Pension | 0 | (1,222) |
Total deferred tax liabilities | (201,449) | (179,471) |
Net deferred tax assets | $ 14,046 | $ 109 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Examination [Line Items] | ||||
Interest carryforwards | $ 10,093,000 | $ 11,283,000 | ||
Valuation allowance | 26,000 | 31,000 | ||
Decrease in unrecognized tax benefits is reasonably possible | 23,000,000 | |||
Unrecognized tax benefits | 33,801,000 | 32,523,000 | $ 33,039,000 | $ 16,621,000 |
Unrecognized tax benefits, interest on income tax expense (benefit) | 2,100,000 | (500,000) | 0 | |
Penalties recognized during the year | 1,300,000 | (300,000) | 300,000 | |
Amount of accrued interest | 2,500,000 | 400,000 | $ 900,000 | |
Domestic Tax Authority | ||||
Income Tax Examination [Line Items] | ||||
Interest carryforwards | 0 | 0 | ||
Net operating loss carryforwards | 32,200,000 | 48,700,000 | ||
Net operating loss carryforwards, tax value | 7,600,000 | 10,900,000 | ||
Foreign Tax Authority | ||||
Income Tax Examination [Line Items] | ||||
Interest carryforwards | 10,100,000 | 11,300,000 | ||
Net operating loss carryforwards, tax value | $ 100,000 | $ 2,200,000 |
INCOME TAXES - Summary of Defer
INCOME TAXES - Summary of Deferred Tax Asset Valuation Allowance (Detail) - Valuation Allowance of Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning balance | $ 31 | $ 36 | $ 0 |
Additions charged to cost and expenses | 0 | 0 | 36 |
Deductions | (5) | (5) | 0 |
Ending balance | $ 26 | $ 31 | $ 36 |
INCOME TAXES - Summary of Compo
INCOME TAXES - Summary of Components of Income Before Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 643,492 | $ 525,328 | $ 417,679 |
Foreign | 725,569 | 518,513 | 440,457 |
Income before provision for income taxes | $ 1,369,061 | $ 1,043,841 | $ 858,136 |
INCOME TAXES - Reconciliation_2
INCOME TAXES - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 32,523 | $ 33,039 | $ 16,621 |
Increases based on tax positions related to the current period | 5,028 | 640 | 511 |
Increases based on tax positions related to prior periods | 1,961 | 3,807 | 20,321 |
Decreases based on tax positions related to prior periods | 0 | (597) | 0 |
Decreases related to settlements with taxing authorities | (5,711) | (4,366) | 0 |
Decreases related to a lapse of applicable statute of limitations | 0 | 0 | (4,414) |
Ending balance | $ 33,801 | $ 32,523 | $ 33,039 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 12 Months Ended |
Dec. 31, 2023 Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 5 |
Number of reportable segments | 4 |
SEGMENT INFORMATION - Operating
SEGMENT INFORMATION - Operating Revenues by Reportable Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Operating revenues | $ 2,528,920 | $ 2,248,598 | $ 2,043,544 |
Index | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Operating revenues | 1,451,815 | 1,303,209 | 1,251,764 |
Analytics | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Operating revenues | 615,956 | 576,107 | 544,299 |
ESG and Climate | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Operating revenues | 287,568 | 228,311 | 166,192 |
All Other - Private Assets | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Operating revenues | $ 173,581 | $ 140,971 | $ 81,289 |
SEGMENT INFORMATION - Segment P
SEGMENT INFORMATION - Segment Profitability and Reconciliation to Net Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | $ 1,522,951 | $ 1,329,671 | $ 1,196,790 |
Amortization of intangible assets | 114,429 | 91,079 | 80,592 |
Depreciation and amortization of property, equipment and leasehold improvements | 21,009 | 26,893 | 28,901 |
Impairment related to sublease of leased property | 477 | 0 | 7,702 |
Acquisition-related integration and transaction costs | 2,427 | 4,059 | 6,870 |
Operating income | 1,384,609 | 1,207,640 | 1,072,725 |
Other expense (income), net | 15,548 | 163,799 | 214,589 |
Provision for income taxes | 220,469 | 173,268 | 132,153 |
Net income | 1,148,592 | 870,573 | 725,983 |
Index | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 1,106,973 | 985,407 | 951,312 |
Analytics | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 274,875 | 247,895 | 198,799 |
ESG and Climate | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 91,678 | 61,094 | 29,748 |
All Other - Private Assets | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | $ 49,425 | $ 35,275 | $ 16,931 |
SEGMENT INFORMATION - Operati_2
SEGMENT INFORMATION - Operating Revenues by Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | $ 2,528,920 | $ 2,248,598 | $ 2,043,544 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 1,044,016 | 934,462 | 836,880 |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 111,965 | 96,023 | 85,744 |
Total Americas | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 1,155,981 | 1,030,485 | 922,624 |
United Kingdom | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 408,087 | 351,225 | 344,976 |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 569,032 | 512,018 | 454,239 |
Total EMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 977,119 | 863,243 | 799,215 |
Japan | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 100,823 | 91,263 | 91,419 |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 294,997 | 263,607 | 230,286 |
Total Asia & Australia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | $ 395,820 | $ 354,870 | $ 321,705 |
SEGMENT INFORMATION - Long-Live
SEGMENT INFORMATION - Long-Lived Assets by Geographic Area (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 289,126 | $ 267,811 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 204,238 | 179,453 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 11,585 | 11,971 |
Total Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 215,823 | 191,424 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 18,403 | 19,674 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 22,072 | 23,099 |
Total EMEA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 40,475 | 42,773 |
Japan | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 1,321 | 652 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 31,507 | 32,962 |
Total Asia & Australia | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 32,828 | $ 33,614 |
SUBSEQUENT EVENTS (Detail)
SUBSEQUENT EVENTS (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||||||||
Jan. 29, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 26, 2024 | |
Subsequent Event [Line Items] | |||||||||||||||||
Dividend declared per common share (in USD per share) | $ 1.38 | $ 1.38 | $ 1.38 | $ 1.38 | $ 1.25 | $ 1.25 | $ 1.04 | $ 1.04 | $ 1.04 | $ 1.04 | $ 0.78 | $ 0.78 | $ 5.52 | $ 4.58 | $ 3.64 | ||
Subsequent Event | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Dividend declared per common share (in USD per share) | $ 1.60 | ||||||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Agreement | Line of Credit | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,250,000,000 |