Document and Entity Information
Document and Entity Information | 6 Months Ended |
May 31, 2019shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | IHS Markit Ltd. |
Entity Central Index Key | 0001598014 |
Current Fiscal Year End Date | --11-30 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 10-Q |
Document Period End Date | May 31, 2019 |
Document Fiscal Year Focus | 2019 |
Document Fiscal Period Focus | Q2 |
Entity Current Reporting Status | Yes |
Amendment Flag | false |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 401,054,361 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | May 31, 2019 | Nov. 30, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 109.5 | $ 120 |
Accounts receivable, net | 854 | 792.9 |
Income tax receivable | 14.3 | 20.8 |
Deferred subscription costs | 84.9 | 77.3 |
Assets held for sale | 63.6 | 0 |
Other current assets | 134.9 | 88.4 |
Total current assets | 1,261.2 | 1,099.4 |
Non-current assets: | ||
Property and equipment, net | 615.1 | 579.6 |
Intangible assets, net | 4,267.5 | 4,484.8 |
Goodwill | 9,781 | 9,836 |
Deferred income taxes | 14.6 | 14.6 |
Other | 93.9 | 47.9 |
Total non-current assets | 14,772.1 | 14,962.9 |
Total assets | 16,033.3 | 16,062.3 |
Current liabilities: | ||
Short-term debt | 364.3 | 789.9 |
Accounts payable | 33.6 | 63.8 |
Accrued compensation | 119.7 | 214.1 |
Other accrued expenses | 415 | 357.7 |
Income tax payable | 23.2 | 8 |
Deferred revenue | 938.7 | 886.8 |
Liabilities held for sale | 25.2 | 0 |
Total current liabilities | 1,919.7 | 2,320.3 |
Long-term debt, net | 4,893.5 | 4,889.2 |
Accrued pension and postretirement liability | 17.1 | 17.4 |
Deferred income taxes | 677.3 | 699.9 |
Other liabilities | 122.5 | 109.1 |
Commitments and contingencies | ||
Redeemable noncontrolling interests | 16.8 | 5.9 |
Shareholders' equity: | ||
Common shares, $0.01 par value, 3,000.0 authorized, 475.8 and 472.9 issued, and 401.1 and 397.1 outstanding at May 31, 2019 and November 30, 2018, respectively | 4.8 | 4.7 |
Additional paid-in capital | 7,745.4 | 7,680.4 |
Treasury shares, at cost: 74.8 and 75.8 at May 31, 2019 and November 30, 2018, respectively | (2,076.3) | (2,108.8) |
Retained earnings | 3,054.8 | 2,743.1 |
Accumulated other comprehensive loss | (342.3) | (298.9) |
Total shareholders' equity | 8,386.4 | 8,020.5 |
Total liabilities and equity | $ 16,033.3 | $ 16,062.3 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Millions | May 31, 2019 | Nov. 30, 2018 |
Common shares, par value per share | $ 0.01 | $ 0.01 |
Common shares, shares authorized | 3,000 | 3,000 |
Common shares, shares issued | 475.8 | 472.9 |
Common shares, shares outstanding | 401.1 | 397.1 |
Treasury shares, shares | 74.8 | 75.8 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Revenues | $ 1,135.5 | $ 1,008.3 | $ 2,181.9 | $ 1,940.4 |
Operating expenses: | ||||
Cost of revenue | 428 | 368.4 | 827.8 | 711.3 |
Selling, general and administrative | 293.3 | 299.2 | 593.6 | 589.5 |
Depreciation and amortization | 144 | 131 | 286.3 | 261.6 |
Restructuring charges | 1.7 | 0 | 9.9 | 0 |
Acquisition-related costs | 21.4 | 25.8 | 44.2 | 52.8 |
Other expense, net | 8.4 | 3 | 6.4 | 4.4 |
Total operating expenses | 896.8 | 827.4 | 1,768.2 | 1,619.6 |
Operating income | 238.7 | 180.9 | 413.7 | 320.8 |
Interest income | 0.6 | 0.9 | 1 | 1.6 |
Interest expense | (65.8) | (55.3) | (132.7) | (101.6) |
Net periodic pension and postretirement expense | (0.2) | (0.3) | (0.5) | (0.5) |
Non-operating expense, net | (65.4) | (54.7) | (132.2) | (100.5) |
Income from continuing operations before income taxes and equity in loss of equity method investee | 173.3 | 126.2 | 281.5 | 220.3 |
(Provision) benefit for income taxes | (24.2) | (12) | (23.3) | 134.6 |
Equity in loss of equity method investee | (0.2) | 0 | (0.3) | 0 |
Net income | 148.9 | 114.2 | 257.9 | 354.9 |
Net loss attributable to noncontrolling interest | 0.9 | 0.5 | 1.6 | 1.1 |
Net income attributable to IHS Markit Ltd. | $ 149.8 | $ 114.7 | $ 259.5 | $ 356 |
Basic earnings per share: | ||||
Basic earnings per share attributable to IHS Markit Ltd. | $ 0.37 | $ 0.29 | $ 0.65 | $ 0.90 |
Weighted average shares used in computing basic earnings per share | 400.5 | 391.8 | 399.3 | 394.9 |
Diluted earnings per share: | ||||
Diluted earnings per share attributable to IHS Markit Ltd. | $ 0.37 | $ 0.28 | $ 0.63 | $ 0.87 |
Weighted average shares used in computing diluted earnings per share | 409.3 | 403.6 | 408.7 | 407.9 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Net income | $ 148.9 | $ 114.2 | $ 257.9 | $ 354.9 |
Other comprehensive income (loss), net of tax: | ||||
Net hedging activities (1) | (1.9) | 1 | (3.4) | 5.8 |
Foreign currency translation adjustment | (175.7) | (114.9) | (40) | (58.5) |
Total other comprehensive income | (177.6) | (113.9) | (43.4) | (52.7) |
Comprehensive income (loss) | (28.7) | 0.3 | 214.5 | 302.2 |
Comprehensive loss attributable to noncontrolling interest | 0.9 | 0.5 | 1.6 | 1.1 |
Comprehensive income (loss) attributable to IHS Markit Ltd. | $ (27.8) | $ 0.8 | $ 216.1 | $ 303.3 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Tax benefit (expense) on net hedging activities | $ 0.4 | $ (0.2) | $ 0.8 | $ (1.3) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
May 31, 2019 | May 31, 2018 | |
Operating activities: | ||
Net income | $ 257.9 | $ 354.9 |
Reconciliation of net income to net cash provided by operating activities: | ||
Depreciation and amortization | 286.3 | 261.6 |
Stock-based compensation expense | 113.3 | 119.6 |
Net periodic pension and postretirement expense | 0.5 | 0.5 |
Undistributed earnings of affiliates, net | 0.2 | 0 |
Pension and postretirement contributions | (0.9) | (1.3) |
Deferred income taxes | (43.4) | (184.2) |
Change in assets and liabilities: | ||
Accounts receivable, net | (27.6) | (47.7) |
Other current assets | (54) | (16.7) |
Accounts payable | (11.1) | (10.5) |
Accrued expenses | (58.3) | (38.8) |
Income tax | 32 | 18.1 |
Deferred revenue | 88.6 | 91 |
Other liabilities | 29.2 | 39.1 |
Net cash provided by operating activities | 612.7 | 585.6 |
Investing activities: | ||
Capital expenditures on property and equipment | (129.9) | (114.7) |
Acquisitions of businesses, net of cash acquired | (32.6) | (8.8) |
Change in other assets | (7.4) | (7.9) |
Settlements of forward contracts | (2.2) | (2) |
Net cash used in investing activities | (172.1) | (133.4) |
Financing activities: | ||
Proceeds from borrowings | 1,339.2 | 1,427.6 |
Repayment of borrowings | (1,762.9) | (1,159.9) |
Payment of debt issuance costs | (8.9) | (14.6) |
Payments for purchase of noncontrolling interests | 0 | (7.7) |
Proceeds from noncontrolling interests | 12.5 | 0 |
Contingent consideration payments | (2.2) | 0 |
Proceeds from the exercise of employee stock options | 57.6 | 111.9 |
Payments related to tax withholding for stock-based compensation | (62.7) | (79.1) |
Repurchases of common shares | 0 | (672.5) |
Net cash used in financing activities | (427.4) | (394.3) |
Foreign exchange impact on cash balance | (23.7) | (32.7) |
Net (decrease) increase in cash and cash equivalents | (10.5) | 25.2 |
Cash and cash equivalents at the beginning of the period | 120 | 133.8 |
Cash and cash equivalents at the end of the period | $ 109.5 | $ 159 |
Condensed Consolidated Statem_5
Condensed Consolidated Statement of Changes in Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Shares | Additional Paid-in Capital | Treasury Shares | Retained Earnings | Accumulated Other Comprehensive Loss | Parent | Noncontrolling Interest |
Redeemable noncontrolling interests | $ 19.1 | |||||||
Balance, shares at Nov. 30, 2017 | 399.2 | |||||||
Balance at Nov. 30, 2017 | $ 4.7 | $ 7,612.1 | $ (1,745) | $ 2,217.6 | $ (85) | $ 8,004.4 | ||
Repurchases of common shares, shares | (3.9) | |||||||
Repurchases of common shares, value | (172.5) | (172.5) | ||||||
Share-based award activity, shares | 2.1 | |||||||
Share-based award activity, value | (56.8) | 28.2 | (28.6) | |||||
Option exercises, shares | 2.4 | |||||||
Option exercises, value | 56.5 | 56.5 | ||||||
Net income | 241.3 | 241.3 | ||||||
Net loss attributable to noncontrolling interest | (0.6) | |||||||
Impact of the Tax Cuts and Jobs Act of 2017 | 5.9 | (5.9) | ||||||
Purchase of noncontrolling interests | (10.1) | |||||||
Other comprehensive income | 61.2 | 61.2 | ||||||
Balance, shares at Feb. 28, 2018 | 399.8 | |||||||
Balance at Feb. 28, 2018 | $ 4.7 | 7,611.8 | (1,889.3) | 2,464.8 | (29.7) | 8,162.3 | ||
Balance, shares at Nov. 30, 2017 | 399.2 | |||||||
Balance at Nov. 30, 2017 | $ 4.7 | 7,612.1 | (1,745) | 2,217.6 | (85) | 8,004.4 | ||
Net income | $ 356 | |||||||
Other comprehensive income | (52.7) | |||||||
Balance, shares at May. 31, 2018 | 392 | |||||||
Balance at May. 31, 2018 | $ 4.7 | 7,617.3 | (2,289.2) | 2,579.5 | (143.6) | 7,768.7 | ||
Redeemable noncontrolling interests | 8.4 | |||||||
Balance, shares at Feb. 28, 2018 | 399.8 | |||||||
Balance at Feb. 28, 2018 | $ 4.7 | 7,611.8 | (1,889.3) | 2,464.8 | (29.7) | 8,162.3 | ||
Repurchases of common shares, shares | (10.3) | |||||||
Repurchases of common shares, value | (500) | (500) | ||||||
Share-based award activity, value | (49.1) | 100.1 | 51 | |||||
Option exercises, shares | 2.5 | |||||||
Option exercises, value | 54.6 | 54.6 | ||||||
Net income | 114.7 | 114.7 | 114.7 | |||||
Net loss attributable to noncontrolling interest | (0.5) | |||||||
Other comprehensive income | (113.9) | (113.9) | (113.9) | |||||
Balance, shares at May. 31, 2018 | 392 | |||||||
Balance at May. 31, 2018 | $ 4.7 | 7,617.3 | (2,289.2) | 2,579.5 | (143.6) | 7,768.7 | ||
Redeemable noncontrolling interests | 7.9 | |||||||
Redeemable noncontrolling interests | $ 5.9 | 5.9 | ||||||
Balance, shares at Nov. 30, 2018 | 397.1 | 397.1 | ||||||
Balance at Nov. 30, 2018 | $ 8,020.5 | $ 4.7 | 7,680.4 | (2,108.8) | 2,743.1 | (298.9) | 8,020.5 | |
Adjustment to opening retained earnings related to adoption of ASC Topic 606 | 56 | 56 | ||||||
Share-based award activity, shares | 1.7 | |||||||
Share-based award activity, value | $ 0.1 | 8.5 | (18) | (2.4) | (11.8) | |||
Option exercises, shares | 0.9 | |||||||
Option exercises, value | 23.7 | 23.7 | ||||||
Net income | 109.7 | 109.7 | ||||||
Net loss attributable to noncontrolling interest | (0.7) | |||||||
Issuance of noncontrolling interests | 12.5 | |||||||
Other comprehensive income | 134.2 | 134.2 | ||||||
Balance, shares at Feb. 28, 2019 | 399.7 | |||||||
Balance at Feb. 28, 2019 | $ 4.8 | 7,712.6 | (2,126.8) | 2,906.4 | (164.7) | 8,332.3 | ||
Balance, shares at Nov. 30, 2018 | 397.1 | 397.1 | ||||||
Balance at Nov. 30, 2018 | $ 8,020.5 | $ 4.7 | 7,680.4 | (2,108.8) | 2,743.1 | (298.9) | 8,020.5 | |
Net income | 259.5 | |||||||
Other comprehensive income | $ (43.4) | |||||||
Balance, shares at May. 31, 2019 | 401.1 | 401.1 | ||||||
Balance at May. 31, 2019 | $ 8,386.4 | $ 4.8 | 7,745.4 | (2,076.3) | 3,054.8 | (342.3) | 8,386.4 | |
Redeemable noncontrolling interests | 17.7 | |||||||
Balance, shares at Feb. 28, 2019 | 399.7 | |||||||
Balance at Feb. 28, 2019 | $ 4.8 | 7,712.6 | (2,126.8) | 2,906.4 | (164.7) | 8,332.3 | ||
Share-based award activity, shares | 0.2 | |||||||
Share-based award activity, value | 0.5 | 50.5 | (1.4) | 49.6 | ||||
Option exercises, shares | 1.2 | |||||||
Option exercises, value | 32.3 | 32.3 | ||||||
Net income | 149.8 | 149.8 | 149.8 | |||||
Net loss attributable to noncontrolling interest | (0.9) | |||||||
Other comprehensive income | $ (177.6) | (177.6) | (177.6) | |||||
Balance, shares at May. 31, 2019 | 401.1 | 401.1 | ||||||
Balance at May. 31, 2019 | $ 8,386.4 | $ 4.8 | $ 7,745.4 | $ (2,076.3) | $ 3,054.8 | $ (342.3) | $ 8,386.4 | |
Redeemable noncontrolling interests | $ 16.8 | $ 16.8 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 6 Months Ended |
May 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements of IHS Markit have been prepared on substantially the same basis as our annual consolidated financial statements and should be read in conjunction with our Annual Report on Form 10-K for the year ended November 30, 2018 . In our opinion, these condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the financial position, results of operations, and cash flows for the periods presented, and such adjustments are of a normal, recurring nature. Our business has seasonal aspects. Our first quarter generally has our lowest quarterly levels of revenue and profit. We also experience event-driven seasonality in our business; for instance, CERAWeek, an annual energy conference, is typically held in the second quarter of each year. Another example is the biennial release of the Boiler Pressure Vessel Code (“BPVC”) engineering standard, which generates revenue for us predominantly in the third quarter of every other year. The most recent BPVC release was in the third quarter of 2017. Revenue Recognition In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, which establishes a comprehensive new revenue recognition model designed to depict the transfer of goods or services to a customer in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. In March, April, and May 2016, the FASB issued ASU 2016-08, ASU 2016-10, and ASU 2016-12, respectively, which provide further revenue recognition guidance related to principal versus agent considerations, performance obligations and licensing, and narrow-scope improvements and practical expedients. These standards have all been codified in the FASB’s Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers.” On December 1, 2018, we adopted ASC Topic 606 using the modified retrospective transition method applied to our customer revenue contracts as of the adoption date. Revenue results for periods beginning after December 1, 2018 are presented in accordance with ASC Topic 606, while prior year amounts continue to be reported in accordance with ASC Topic 605, “Revenue Recognition.” The following table shows the cumulative effect of the changes made to the December 1, 2018 consolidated balance sheet for the adoption of ASC Topic 606 related to contracts that were in effect at the time of adoption (in millions): November 30, 2018 Adjustments due to adoption of ASC Topic 606 December 1, 2018 Accounts receivable, net $ 792.9 $ 29.8 $ 822.7 Other current assets 88.4 4.2 92.6 Other non-current assets 47.9 9.5 57.4 Deferred revenue 886.8 (28.8 ) 858.0 Deferred income taxes 699.9 16.3 716.2 Retained earnings 2,743.1 56.0 2,799.1 The net cumulative effect adjustment to retained earnings was primarily related to (1) the change in accounting for the license rights associated with certain term-based software license arrangements, which were historically recognized over the term of the contract, but are now recognized at contract inception based on estimated stand-alone selling price, and (2) the change in accounting for commission costs incurred to obtain a portion of our contracts, which costs were historically expensed as incurred, but are now deferred at contract inception and recognized over the expected customer life. For the three and six months ended May 31, 2019, the adoption of ASC Topic 606 did not result in a material difference between what we reported under ASC Topic 606 and what we would have reported under ASC Topic 605. We disaggregate our revenue by segment (as described in Note 12) and by transaction type according to the following categories: • Recurring fixed revenue represents revenue generated from contracts specifying a relatively fixed fee for services delivered over the life of the contract. The fixed fee is typically paid annually or more periodically in advance. These contracts typically consist of subscriptions to our various information offerings and software maintenance, which provide continuous access to our platforms and associated data over the contract term. The revenue is usually recognized ratably over the contract term or for term-based software license arrangements, annually on renewal. The initial term of these contracts is typically annual (with some longer-term arrangements) and non-cancellable for the term of the subscription and may contain provisions for minimum monthly payments. • Recurring variable revenue represents revenue from contracts that specify a fee for services, which is typically not fixed. The variable fee is usually paid monthly in arrears. Recurring variable revenue is based on, among other factors, the number of trades processed, assets under management, or the number of positions we value, and revenue is recognized based on the specific factor used (e.g., for usage-based contracts, we recognize revenue in line with usage in the period). Many of these contracts do not have a maturity date, while the remainder have an initial term ranging from one to five years. Recurring variable revenue was derived entirely from the Financial Services segment for all periods presented. • Non-recurring revenue represents consulting (e.g., research and analysis, modeling, and forecasting), services, single-document product sales, perpetual license sales and associated services, conferences and events, and advertising. Revenue for services and other non-recurring revenue is recognized upon completion of the associated performance obligation. The following table presents our revenue by transaction type (in millions): Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Recurring fixed revenue $ 785.2 $ 698.1 $ 1,552.4 $ 1,381.4 Recurring variable revenue 145.0 125.9 281.0 243.0 Non-recurring revenue 205.3 184.3 348.5 316.0 Total revenue $ 1,135.5 $ 1,008.3 $ 2,181.9 $ 1,940.4 Our customer contracts may include multiple performance obligations; for example, we typically sell software licenses with maintenance and other associated services. For these transactions, we recognize revenue based on the relative fair value to the customer of each performance obligation as each performance obligation is completed. We record a receivable when a customer is billed or when revenue is recognized prior to billing a customer. Contract assets include unbilled amounts for multi-year customer contracts where payment is not yet due and where services have been provided up-front but have not yet been billed. Contract assets were approximately $39.2 million as of May 31, 2019 and $29.8 million as of December 1, 2018, and are recorded in accounts receivable, net, in the consolidated balance sheets. Contract liabilities primarily include our obligations to transfer goods or services for which we have received consideration (or an amount of consideration is due) from the customer. As of May 31, 2019 and December 1, 2018, we had contract liabilities of $938.7 million and $858.0 million , respectively, which are recorded as deferred revenue in the consolidated balance sheets. The increase in contract liabilities from December 1, 2018 to May 31, 2019 was primarily due to billings of $1,797.5 million that were paid in advance or due from customers, partially offset by $1,694.8 million of revenue recognized for the six months ended May 31, 2019 and the reclassification of $22.0 million of deferred revenue to liabilities held for sale. We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to exceed one year. Certain sales commission programs are designed to promote the sale of products and services to new customers, and we therefore defer the incremental costs related to these programs over the expected customer life related to those products underlying the contracts. We record these expenses as selling, general and administrative expense within the consolidated statements of operations. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, which requires that lease assets and lease liabilities be recognized on the balance sheet, and that key information about leasing arrangements be disclosed. In July 2018, the FASB issued ASU 2018-11, which provides targeted improvements to ASU 2016-02 by providing an additional optional transition method and a lessor practical expedient for lease and nonlease components. The standard will be effective for us in the first quarter of our fiscal year 2020, although early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements, but believe that the most significant impact of adoption will be the recognition of right-of-use assets and lease liabilities associated with our operating leases. In June 2016, the FASB issued ASU No. 2016-13, which replaces the existing incurred loss impairment model with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The standard will be effective for us in the first quarter of our fiscal year 2021. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, which removes Step 2 from the goodwill impairment test. The standard will be effective for us in the first quarter of our fiscal 2021, although early adoption is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, which addresses the accounting for implementation costs associated with a hosted service. The standard provides that implementation costs be evaluated for capitalization using the same criteria as that used for internal-use software development costs, with amortization expense being recorded in the same income statement expense line as the hosted service costs and over the expected term of the hosting arrangement. The standard will be effective for us in the first quarter of our fiscal 2021, although early adoption is permitted. The amendments will be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. |
Business Combinations and Dives
Business Combinations and Divestitures (Notes) | 6 Months Ended |
May 31, 2019 | |
Business Combinations [Abstract] | |
Business Combinations and Divestitures | Business Combinations and Divestitures In May 2019, we announced transactions that will result in the exchange of the majority of our Technology, Media, and Telecom (“TMT”) market intelligence assets within our CMS segment for Informa’s Agribusiness Intelligence group. The agreements value the two businesses at equivalent EBITDA multiples, with Informa contributing an additional $30 million cash to IHS Markit to reflect the larger EBITDA contribution from the TMT market intelligence assets. Both transactions are expected to close in the third quarter of 2019, subject to customary closing conditions. We expect that the Agribusiness Intelligence group will strengthen our Resources core end-market by building on our existing data, pricing, insights, forecasting, and news services within our chemical and downstream product offerings, and will expand our capability into fertilizers and chemical crop protection while expanding our capabilities in biofuels. As a result of the anticipated transactions, we have classified the relevant TMT intelligence assets and liabilities as held for sale as of May 31, 2019, as further quantified in the table below (in millions): Accounts receivable $ 12.4 Intangible assets 14.2 Goodwill 37.0 Assets held for sale $ 63.6 Current liabilities $ 0.6 Deferred revenue 22.0 Deferred income taxes 2.6 Liabilities held for sale $ 25.2 |
Intangible Assets
Intangible Assets | 6 Months Ended |
May 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The following table presents details of our intangible assets, other than goodwill, as of May 31, 2019 and November 30, 2018 (in millions): As of May 31, 2019 As of November 30, 2018 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets subject to amortization: Information databases $ 625.4 $ (317.8 ) $ 307.6 $ 671.0 $ (329.6 ) $ 341.4 Customer relationships 3,427.4 (553.0 ) 2,874.4 3,458.8 (473.3 ) 2,985.5 Developed technology 925.8 (169.5 ) 756.3 928.8 (133.1 ) 795.7 Developed computer software 84.8 (67.3 ) 17.5 85.0 (63.0 ) 22.0 Trademarks 492.3 (180.6 ) 311.7 493.8 (153.6 ) 340.2 Other 1.1 (1.1 ) — 1.1 (1.1 ) — Total intangible assets $ 5,556.8 $ (1,289.3 ) $ 4,267.5 $ 5,638.5 $ (1,153.7 ) $ 4,484.8 Intangible assets amortization expense was $94.6 million and $190.3 million for the three and six months ended May 31, 2019 , respectively, compared to $88.6 million and $177.6 million for the three and six months ended May 31, 2018 , respectively. The following table presents the estimated future amortization expense related to intangible assets held as of May 31, 2019 (in millions): Year Amount Remainder of 2019 $ 184.0 2020 $ 364.5 2021 $ 359.7 2022 $ 341.6 2023 $ 331.1 Thereafter $ 2,686.6 Goodwill, gross intangible assets, and net intangible assets are all subject to foreign currency translation effects. The change in net intangible assets from November 30, 2018 to May 31, 2019 was due to current year amortization and the reclassification of the TMT market intelligence intangible assets to assets held for sale. |
Debt
Debt | 6 Months Ended |
May 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes total indebtedness, including unamortized premiums, as of May 31, 2019 and November 30, 2018 (in millions): May 31, 2019 November 30, 2018 2018 revolving facility $ 995.0 $ 1,108.0 2018 term loan: Tranche A-1 — 574.0 Tranche A-2 — 481.3 364-day credit agreement — 250.0 5.00% senior notes due 2022 750.0 750.0 4.125% senior notes due 2023 498.8 498.6 3.625% senior notes due 2024 398.8 — 4.75% senior notes due 2025 812.8 813.8 4.00% senior notes due 2026 500.0 500.0 4.75% senior notes due 2028 747.4 747.3 4.25% senior notes due 2029 596.6 — Debt issuance costs (49.0 ) (51.2 ) Capital leases 7.4 7.3 Total debt $ 5,257.8 $ 5,679.1 Current portion (364.3 ) (789.9 ) Total long-term debt $ 4,893.5 $ 4,889.2 2018 revolving facility. On June 25, 2018, we entered into a $2.0 billion senior unsecured revolving credit agreement (“2018 revolving facility”). Borrowings under the 2018 revolving facility mature in June 2023. The interest rates for borrowings under the 2018 revolving facility are the applicable LIBOR plus a spread of 1.00 percent to 1.75 percent , depending upon our credit rating. A commitment fee on any unused balance is payable periodically and ranges from 0.125 percent to 0.30 percent based upon our credit rating. The obligations under the 2018 revolving facility are not guaranteed by any of our subsidiaries. We had approximately $1.3 million of outstanding letters of credit under the 2018 revolving facility as of May 31, 2019 , which reduced the available borrowing under the facility by an equivalent amount. Subject to certain conditions, the 2018 revolving facility may be expanded by up to an aggregate of $1.0 billion in additional commitments. The 2018 revolving facility has certain financial and other covenants, including a maximum Leverage Ratio and a minimum Interest Coverage Ratio, which is defined as the ratio of Consolidated EBITDA to Consolidated Interest Expense, as such terms are defined in the agreement. 2018 term loan. Coincident with entering into the 2018 revolving facility, we entered into a senior unsecured amortizing term loan agreement (“2018 term loan”). The 2018 term loan had a final maturity date of July 2021, but we repaid both tranches of the 2018 term loan in April 2019 using proceeds from our April 2019 debt offering and borrowings under the 2018 revolving facility. The obligations under the 2018 term loan were not guaranteed by any of our subsidiaries. The interest rates for borrowings under the 2018 term loan were the same as those under the 2018 revolving facility. 364-Day Credit Agreement. On June 25, 2018, we entered into a 364-day Credit Agreement (the “364-Day Credit Agreement”) for a term loan credit facility in an aggregate principal amount of $1.855 billion , which became available to be borrowed upon the satisfaction of certain conditions precedent, including the concurrent completion of our acquisition of Ipreo. On August 2, 2018, concurrent with the completion of our acquisition of Ipreo, we borrowed $250.0 million under the 364-Day Credit Agreement. The unutilized balance of the commitment terminated upon completion of the acquisition. The interest rates for borrowings under the 364-Day Credit Agreement were the applicable LIBOR plus a spread of 1.00 percent to 1.75 percent , depending upon our credit rating. The spread over LIBOR was subject to a 0.25 percent step-up on the 180th day following the closing date of the agreement and a 0.50 percent step-up on the 270th day following the closing date. The obligations under the 364-Day Credit Agreement were not guaranteed by any of our subsidiaries. The 364-Day Credit Agreement had certain financial and other covenants that were consistent with the covenants contained in the 2018 revolving facility and the 2018 term loan, including a maximum Leverage Ratio and a minimum Interest Coverage Ratio, which was defined as the ratio of Consolidated EBITDA to Consolidated Interest Expense, as such terms were defined in the 364-Day Credit Agreement. On January 7, 2019, we repaid the 364-Day Credit Agreement using cash on hand and borrowings under the revolving credit facility. As of May 31, 2019 , we had approximately $995 million of outstanding borrowings under the 2018 revolving facility at a current weighted average annual interest rate of 3.91 percent , including the effect of the interest rate swaps described in Note 5. 5.00% senior notes due 2022 (“5% Notes due 2022”). In October 2014, IHS Inc. issued $750 million aggregate principal amount of senior unsecured notes due 2022 in an offering not subject to the registration requirements of the Securities Act of 1933, as amended (the Securities Act). In August 2015, we completed a registered exchange offer for the 5% Notes due 2022. In July 2016, in connection with the merger between IHS and Markit, we completed an exchange offer for $742.8 million of the outstanding 5% Notes due 2022 for an equal principal amount of new 5% senior unsecured notes issued by IHS Markit with the same maturity. Approximately $7.2 million of the 5% Notes due 2022 did not participate in the exchange offer. The new 5% Notes due 2022 are not, and will not be, registered under the Securities Act or the securities laws of any other jurisdiction. The new 5% Notes due 2022 have been admitted to the official list of The International Stock Exchange in the Channel Islands. The 5% Notes due 2022 bear interest at a fixed rate of 5.00 percent and mature on November 1, 2022. Interest on the 5% Notes due 2022 is due semiannually on May 1 and November 1 of each year. We may redeem the 5% Notes due 2022 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the Applicable Premium, as defined in the indenture governing the 5% Notes due 2022. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a Change of Control Triggering Event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. In connection with the entry into the 2018 revolving facility and 2018 term loan, each guarantor of the 5% Notes due 2022 was released from its guarantees pursuant to the terms of the indenture under which such notes were issued. The fair value of the 5% Notes due 2022 as of May 31, 2019 was approximately $788.3 million . 4.125% senior notes due 2023 (“4.125% Notes due 2023”) . In July 2018, we issued $500 million aggregate principal amount of senior unsecured notes due 2023 in a registered offering under the Securities Act. The 4.125% Notes due 2023 have been admitted for trading to the official list of The International Stock Exchange in the Channel Islands. The 4.125% Notes due 2023 bear interest at a fixed rate of 4.125 percent and mature on August 1, 2023. Interest on the 4.125% Notes due 2023 is due semiannually on February 1 and August 1 of each year. The notes were issued at a discount which represented a price to the public of 99.707 percent of the principal amount. We may redeem the 4.125% Notes due 2023 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the applicable premium, as defined in the indenture governing the 4.125% Notes due 2023. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a change of control triggering event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. The fair value of the 4.125% Notes due 2023 as of May 31, 2019 was approximately $518.9 million . 3.625% senior notes due 2024 (“3.625% Notes due 2024”) . In April 2019, we issued $400 million aggregate principal amount of senior unsecured notes due 2023 in a registered offering under the Securities Act. The 3.625% Notes due 2024 have been admitted for trading to the official list of The International Stock Exchange in the Channel Islands. The 3.625% Notes due 2024 bear interest at a fixed rate of 3.625 percent and mature on May 1, 2024. Interest on the 3.625% Notes due 2024 is due semiannually on May 1 and November 1 of each year. The notes were issued at a discount which represented a price to the public of 99.686 percent of the principal amount. We may redeem the 3.625% Notes due 2024 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the applicable premium, as defined in the indenture governing the 3.625% Notes due 2024. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a change of control triggering event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. The fair value of the 3.625% Notes due 2024 as of May 31, 2019 was approximately $407.0 million . 4.75% senior notes due 2025 (“4.75% Notes due 2025”). In February 2017, we issued $500 million aggregate principal amount of senior unsecured notes due 2025 in an offering not subject to the registration requirements of the Securities Act. In July 2017, we issued an additional $300 million aggregate principal amount of the 4.75% Notes due 2025 at a $16.5 million premium, resulting in an effective interest rate of 3.88 percent . The 4.75% Notes due 2025 have been admitted for trading to the official list of The International Stock Exchange in the Channel Islands. The 4.75% Notes due 2025 bear interest at a fixed rate of 4.75 percent and mature on February 15, 2025. Interest on the 4.75% Notes due 2025 is due semiannually on February 15 and August 15 of each year. We may redeem the 4.75% Notes due 2025 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the Applicable Premium, as defined in the indenture governing the 4.75% Notes due 2025. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a Change of Control Triggering Event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. In connection with the entry into the 2018 revolving facility and 2018 term loan, each guarantor of the 4.75% Notes due 2025 was released from its guarantees pursuant to the terms of the indenture under which such notes were issued. The fair value of the 4.75% Notes due 2025 as of May 31, 2019 was approximately $848.3 million . 4.00% senior notes due 2026 (“4% Notes due 2026”). In December 2017, we issued $500 million aggregate principal amount of senior unsecured notes due 2026 in an offering not subject to the registration requirements of the Securities Act. The 4% Notes due 2026 have been admitted for trading to the official list of The International Stock Exchange in the Channel Islands. The 4% Notes due 2026 bear interest at a fixed rate of 4.00 percent and mature on March 1, 2026. Interest on the 4% Notes due 2026 is due semiannually on March 1 and September 1 of each year. We may redeem the 4% Notes due 2026 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the applicable premium, as defined in the indenture governing the 4% Notes due 2026. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a change of control triggering event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. In connection with the entry into the 2018 revolving facility and 2018 term loan, each guarantor of the 4% Notes due 2026 was released from its guarantees pursuant to the terms of the indenture under which such notes were issued. The fair value of the 4% Notes due 2026 as of May 31, 2019 was approximately $504.0 million . 4.75% senior notes due 2028 (“4.75% Notes due 2028”) . In July 2018, we issued $750 million aggregate principal amount of senior unsecured notes due 2028 in a registered offering under the Securities Act. The 4.75% Notes due 2028 have been admitted for trading to the official list of The International Stock Exchange in the Channel Islands. The 4.75% Notes due 2028 bear interest at a fixed rate of 4.75 percent and mature on August 1, 2028. Interest on the 4.75% Notes due 2028 is due semiannually on February 1 and August 1 of each year. The 4.75% Notes due 2028 were issued at a discount, which represented a price to the public of 99.628% of the principal amount. We may redeem the 4.75% Notes due 2028 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the applicable premium, as defined in the indenture governing the 4.75% Notes due 2028. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a change of control triggering event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. The fair value of the 4.75% Notes due 2028 as of May 31, 2019 was approximately $797.6 million . 4.25% senior notes due 2029 (“4.25% Notes due 2029”) . In April 2019, we issued $600 million aggregate principal amount of senior unsecured notes due 2028 in a registered offering under the Securities Act. The 4.25% Notes due 2029 have been admitted for trading to the official list of The International Stock Exchange in the Channel Islands. The 4.25% Notes due 2029 bear interest at a fixed rate of 4.25 percent and mature on May 1, 2029. Interest on the 4.25% Notes due 2029 is due semiannually on May 1 and November 1 of each year. The 4.25% Notes due 2029 were issued at a discount, which represented a price to the public of 99.422 percent of the principal amount. We may redeem the 4.25% Notes due 2029 in whole or in part at a redemption price equal to 100 percent of the principal amount of the notes plus the applicable premium, as defined in the indenture governing the 4.25% Notes due 2029. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a change of control triggering event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. The fair value of the 4.25% Notes due 2029 as of May 31, 2019 was approximately $612.5 million . As of May 31, 2019 , we were in compliance with all of our debt covenants. We have classified short-term debt based on scheduled loan payments and intended repayments on our revolving facility based on expected cash availability over the next 12 months. The carrying values of our variable rate debt instruments approximate their fair value because of the variable interest rates associated with those instruments. The fair values of the senior notes were measured using observable inputs in markets that are not active; consequently, we have classified those notes within Level 2 of the fair value hierarchy. |
Derivatives
Derivatives | 6 Months Ended |
May 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Our business is exposed to various market risks, including interest rate and foreign currency risks. We utilize derivative instruments to help us manage these risks. We do not hold or issue derivatives for speculative purposes. Interest Rate Swaps To mitigate interest rate exposure on our outstanding revolving facility debt, we utilize interest rate derivative contracts that effectively swap $400 million of floating rate debt at a 2.86 percent weighted-average fixed interest rate, plus the applicable spread on our floating rate debt. We entered into these swap contracts in November 2013 and January 2014, and the contracts expire between May and November 2020. Because the terms of these swaps and the variable rate debt (as amended or extended over time) effectively coincide, we do not expect any ineffectiveness. We have designated and accounted for these instruments as cash flow hedges, with changes in fair value being deferred in AOCI in our consolidated balance sheets. Foreign Currency Forwards To mitigate foreign currency exposure, we utilize short-term foreign currency forward contracts that manage market risks associated with fluctuations in balances that are denominated in currencies other than the local functional currency. We account for these forward contracts at fair value and recognize the associated realized and unrealized gains and losses in other expense, net, since we have not designated these contracts as hedges for accounting purposes. The notional amount of these outstanding foreign currency forward contracts was $516.6 million and $500.1 million as of May 31, 2019 and November 30, 2018 , respectively. Fair Value of Derivatives Since our derivative instruments are not listed on an exchange, we have evaluated fair value by reference to similar transactions in active markets; consequently, we have classified all of our derivative instruments within Level 2 of the fair value measurement hierarchy. As of May 31, 2019 and November 30, 2018 , we had assets of $0.3 million and $0.2 million , respectively, which were classified within other current assets, and we had liabilities of $14.0 million and $1.6 million , respectively, which were classified within other accrued expenses and other liabilities. |
Acquisition-related Costs
Acquisition-related Costs | 6 Months Ended |
May 31, 2019 | |
Acquisition Related Costs [Abstract] | |
Acquisition Related Costs | Acquisition-related Costs During the six months ended May 31, 2019 , we incurred approximately $44.2 million in costs associated with acquisitions and divestitures, of which $30.7 million was performance compensation expense related to the automotiveMastermind (“aM”) acquisition described below, and the remainder was associated with employee severance charges and retention costs, contract termination costs for facility consolidations, and legal and professional fees. Approximately $3.3 million of the total charge was allocated to shared services, with $30.7 million of the charge recorded in the Transportation segment, $9.1 million in the Financial Services segment, and the remainder in the Resources and CMS segments. In September 2017, we acquired aM, a leading provider of predictive analytics and marketing automation software for the automotive industry. We purchased approximately 78 percent of aM at that time. In exchange for the remaining 22 percent of aM, we issued equity interests in aM’s immediate parent holding company to aM’s founders and certain employees. We will pay cash to acquire these interests over the next five years based on put/call provisions that tie the valuation to underlying adjusted EBITDA performance of aM. Since the purchase of the remaining 22 percent of the business requires continued service of the founders and employees, we are accounting for the arrangement as compensation expense that will be remeasured based on changes in the fair value of the equity interests; we have classified this expense as acquisition-related costs within the consolidated statements of operations and we have classified the associated accrued liability as other accrued expenses and other liabilities within the consolidated balance sheets. We currently estimate a compensation expense range of approximately $150 million to $175 million , to be recognized over a weighted-average recognition period of approximately 3.5 years. The following table provides a reconciliation of the acquisition-related costs accrued liability, recorded in other accrued expenses and other liabilities, as of May 31, 2019 (in millions): Employee Severance and Other Termination Benefits Contract Termination Costs Other Total Balance at November 30, 2018 $ 2.5 $ 16.8 $ 68.7 $ 88.0 Add: Costs incurred 3.5 — 41.2 44.7 Revision to prior estimates — (0.1 ) (0.4 ) (0.5 ) Less: Amount paid (5.6 ) (6.6 ) (8.6 ) (20.8 ) Balance at May 31, 2019 $ 0.4 $ 10.1 $ 100.9 $ 111.4 As of May 31, 2019 , the $111.4 million remaining liability was primarily in the Transportation segment, with the remainder in the Financial Services segment and in shared services. Approximately $94.7 million of the remaining liability is associated with the aM acquisition-related performance compensation liability. We expect that the significant majority of the remaining liability will be paid within the next 12 months. |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
May 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Stock-based compensation expense for the three and six months ended May 31, 2019 and May 31, 2018 was as follows (in millions): Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Cost of revenue $ 15.6 $ 16.7 $ 32.9 $ 34.7 Selling, general and administrative 38.0 41.0 80.4 84.9 Total stock-based compensation expense $ 53.6 $ 57.7 $ 113.3 $ 119.6 No stock-based compensation cost was capitalized during the three and six months ended May 31, 2019 and May 31, 2018 . As of May 31, 2019 , there was $277.7 million of unrecognized stock-based compensation cost, adjusted for estimated forfeitures, related to unvested stock-based awards that will be recognized over a weighted-average period of approximately 1.9 years. Total unrecognized stock-based compensation cost will be adjusted for future changes in estimated forfeitures and expected performance achievement. Restricted Stock Units (RSUs) and Restricted Stock Awards (RSAs). The following table summarizes RSU/RSA activity, including awards with performance and market conditions, during the six months ended May 31, 2019 : Shares Weighted- (in millions) Balance at November 30, 2018 8.8 $ 41.77 Granted 3.0 $ 52.74 Vested (3.4 ) $ 38.36 Forfeited (0.3 ) $ 47.08 Balance at May 31, 2019 8.1 $ 47.13 The total fair value of RSUs and RSAs that vested during the six months ended May 31, 2019 was $174.5 million . Stock Options. The following table summarizes stock option award activity during the six months ended May 31, 2019 , as well as stock options that are vested and expected to vest and stock options exercisable as of May 31, 2019 : Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in millions) (in years) (in millions) Balance at November 30, 2018 15.7 $ 26.61 Exercised (2.2 ) $ 26.18 Forfeited — $ — Balance at May 31, 2019 13.5 $ 26.68 1.3 415.4 Vested and expected to vest at May 31, 2019 13.5 $ 26.68 1.3 415.0 Exercisable at May 31, 2019 8.2 $ 26.51 1.3 253.5 The aggregate intrinsic value amounts in the table above represent the difference between the closing price of our common shares on May 31, 2019 and the exercise price, multiplied by the number of in-the-money stock options as of that date. This represents the value that would have been received by stock option holders if they had all exercised their stock options on May 31, 2019 . In future periods, this amount will change depending on fluctuations in our share price. The total intrinsic value of stock options exercised during the six months ended May 31, 2019 was approximately $59.7 million . |
Income Taxes
Income Taxes | 6 Months Ended |
May 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our effective tax rate is estimated based upon the effective tax rate expected to be applicable for the full year. Our effective tax rate for the three and six months ended May 31, 2019 was 14 percent and 8 percent , respectively, compared to 10 percent and negative 61 percent , respectively, for the three and six months ended May 31, 2018 . The low 2019 tax rates are primarily due to tax benefits associated with excess tax benefits on stock-based compensation of approximately $6 million and $18 million , respectively, for the three and six months ended May 31, 2019 , as well as a change in partnership basis related to intangible assets of approximately $7 million . The low or negative 2018 tax rates were primarily due to tax benefits associated with U.S. tax reform of approximately $136 million in the first quarter of 2018, and excess tax benefits on stock-based compensation of approximately $7 million and $31 million , respectively, for the three and six months ended May 31, 2018 . On June 14, 2019, the U.S. Treasury Department (“U.S. Treasury”) and the Internal Revenue Service (the “IRS”) released final temporary regulations related to the Tax Cuts and Jobs Act (the “Temporary Tax Regulations”). The Temporary Tax Regulations are effective retroactively to our 2018 tax year. We are evaluating the impact of the Temporary Tax Regulations and quantifying the amount of any additional one-time U.S. net tax liability related to the 2018 tax year. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
May 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From time to time, in the ordinary course of our business, we are involved in various legal, regulatory or administrative proceedings, lawsuits, government investigations, and other claims, including employment, commercial, intellectual property, and environmental, safety, and health matters. In addition, we may receive routine requests for information from governmental agencies in connection with their regulatory or investigatory authority or from private third parties pursuant to valid court orders or subpoenas. We review such proceedings, lawsuits, investigations, claims, and requests for information and take appropriate action as necessary. At the present time, we can give no assurance as to the outcome of any such pending proceedings, lawsuits, investigations, claims, or requests for information and we are unable to determine the ultimate resolution of or provide a reasonable estimate of the range of possible loss attributable to these matters or the effect they may have on us. However, we do not expect the outcome of such proceedings, lawsuits, claims, or requests for information to have a material adverse effect on our results of operations or financial condition. We have defended and will continue to vigorously defend ourselves in all matters. |
Common Shares and Earnings per
Common Shares and Earnings per Share | 6 Months Ended |
May 31, 2019 | |
Earnings Per Share [Abstract] | |
Common Shares and Earnings Per Share | Common Shares and Earnings per Share Weighted-average shares outstanding for the three and six months ended May 31, 2019 and May 31, 2018 were calculated as follows (in millions): Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Weighted-average shares outstanding: Shares used in basic EPS calculation 400.5 391.8 399.3 394.9 Effect of dilutive securities: RSUs/RSAs 1.6 2.4 2.3 3.5 Stock options 7.2 9.4 7.1 9.5 Shares used in diluted EPS calculation 409.3 403.6 408.7 407.9 Share Repurchase Programs Our Board of Directors has authorized a share repurchase program of up to $3.25 billion of IHS Markit common shares through November 30, 2019, to be funded using our existing cash, cash equivalents, marketable securities and future cash flows, or through the incurrence of short- or long-term indebtedness, at management’s discretion. This repurchase program does not obligate us to repurchase any set dollar amount or number of shares and may be modified, suspended, or terminated at any time without prior notice. Under this program, we are authorized to repurchase our common shares on the open market from time to time, in privately negotiated transactions, or through accelerated share repurchase (ASR) agreements, subject to availability of common shares, price, market conditions, alternative uses of capital, and applicable regulatory requirements, at management’s discretion. As of May 31, 2019 , we had $1.007 billion remaining available to repurchase under the program. In August 2016, our Board of Directors separately and additionally authorized, subject to applicable regulatory requirements, the repurchase of our common shares surrendered by employees in an amount equal to the exercise price, if applicable, and statutory tax liability associated with the vesting of their equity awards, for which we pay the statutory tax on behalf of the employee and forgo receipt of the exercise price of the award from the employee, if applicable. Employee Benefit Trust (EBT) Shares We have approximately 25.2 million outstanding common shares that are held by the Markit Group Holdings Limited Employee Benefit Trust. The trust is under our control using the variable interest entity model criteria; consequently, we have consolidated and classified the trust shares as treasury shares within our consolidated balance sheets. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
May 31, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated other comprehensive income (loss) | Accumulated Other Comprehensive Income (Loss) The following table summarizes the changes in AOCI by component (net of tax) for the three and six months ended May 31, 2018 (in millions): Foreign currency translation Net pension and OPEB liability Unrealized losses on hedging activities Total Balance at November 30, 2017 $ (68.1 ) $ (13.0 ) $ (3.9 ) $ (85.0 ) Other comprehensive income before reclassifications 56.4 — 3.6 60.0 Reclassifications from AOCI to income — — 1.2 1.2 Reclassifications from AOCI to retained earnings — (1.7 ) (4.2 ) (5.9 ) Balance at February 28, 2018 $ (11.7 ) $ (14.7 ) $ (3.3 ) $ (29.7 ) Other comprehensive (loss) income before reclassifications (114.9 ) — 0.2 (114.7 ) Reclassifications from AOCI to income — — 0.8 0.8 Balance at May 31, 2018 $ (126.6 ) $ (14.7 ) $ (2.3 ) $ (143.6 ) The following table summarizes the changes in AOCI by component (net of tax) for the three and six months ended May 31, 2019 (in millions): Foreign currency translation Net pension and OPEB liability Unrealized losses on hedging activities Total Balance at November 30, 2018 $ (288.5 ) $ (9.9 ) $ (0.5 ) $ (298.9 ) Other comprehensive income (loss) before reclassifications 135.7 — (1.7 ) 134.0 Reclassifications from AOCI to income — — 0.2 0.2 Balance at February 28, 2019 $ (152.8 ) $ (9.9 ) $ (2.0 ) $ (164.7 ) Other comprehensive loss (175.7 ) — (1.9 ) (177.6 ) Balance at May 31, 2019 $ (328.5 ) $ (9.9 ) $ (3.9 ) $ (342.3 ) |
Segment Information
Segment Information | 6 Months Ended |
May 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We prepare our financial reports and analyze our business results within our four operating segments: Resources, Transportation, CMS, and Financial Services. We evaluate revenue performance at the segment level and by transaction type. No single customer accounted for 10 percent or more of our total revenue for the three and six months ended May 31, 2019 and May 31, 2018 . There are no material inter-segment revenues for any period presented. Our shared services function includes corporate transactions that are not allocated to the reportable segments, including net periodic pension and postretirement expense, as well as certain corporate functions such as investor relations, procurement, corporate development, and portions of finance, legal, and marketing. We evaluate segment operating performance at the Adjusted EBITDA level for each of our four segments. We define Adjusted EBITDA as net income before net interest, provision for income taxes, depreciation and amortization, stock-based compensation expense, restructuring charges, acquisition-related costs and performance compensation, exceptional litigation, net other gains and losses, pension mark-to-market and settlement expense, the impact of joint ventures and noncontrolling interests, and discontinued operations. Information about the operations of our four segments is set forth below (in millions). Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Revenue Resources $ 249.4 $ 237.0 $ 466.2 $ 442.3 Transportation 318.6 296.3 606.7 565.9 CMS 134.6 138.9 266.9 276.5 Financial Services 432.9 336.1 842.1 655.7 Total revenue $ 1,135.5 $ 1,008.3 $ 2,181.9 $ 1,940.4 Adjusted EBITDA Resources $ 109.2 $ 100.5 $ 202.4 $ 185.4 Transportation 136.6 124.7 250.9 234.4 CMS 29.3 29.9 58.7 61.7 Financial Services 205.6 155.8 388.8 301.2 Shared services (15.7 ) (12.8 ) (27.7 ) (25.3 ) Total Adjusted EBITDA $ 465.0 $ 398.1 $ 873.1 $ 757.4 Reconciliation to the consolidated statements of operations: Interest income 0.6 0.9 1.0 1.6 Interest expense (65.8 ) (55.3 ) (132.7 ) (101.6 ) (Provision) benefit for income taxes (24.2 ) (12.0 ) (23.3 ) 134.6 Depreciation (49.4 ) (42.4 ) (96.0 ) (84.0 ) Amortization related to acquired intangible assets (94.6 ) (88.6 ) (190.3 ) (177.6 ) Stock-based compensation expense (53.6 ) (57.7 ) (113.3 ) (119.6 ) Restructuring charges (1.7 ) — (9.9 ) — Acquisition-related costs (6.0 ) (15.1 ) (13.5 ) (27.2 ) Acquisition-related performance compensation (15.4 ) (10.7 ) (30.7 ) (25.6 ) Loss on debt extinguishment (5.8 ) (3.0 ) (6.0 ) (3.0 ) Share of joint venture results not attributable to Adjusted EBITDA (0.2 ) — (0.3 ) — Adjusted EBITDA attributable to noncontrolling interest 0.9 0.5 1.4 1.0 Net income attributable to IHS Markit Ltd. $ 149.8 $ 114.7 $ 259.5 $ 356.0 |
(Policies)
(Policies) | 6 Months Ended |
May 31, 2019 | |
Accounting Policies [Abstract] | |
Debt, Policy | We have classified short-term debt based on scheduled loan payments and intended repayments on our revolving facility based on expected cash availability over the next 12 months. |
Segment Reporting, Policy | We evaluate segment operating performance at the Adjusted EBITDA level for each of our four segments. We define Adjusted EBITDA as net income before net interest, provision for income taxes, depreciation and amortization, stock-based compensation expense, restructuring charges, acquisition-related costs and performance compensation, exceptional litigation, net other gains and losses, pension mark-to-market and settlement expense, the impact of joint ventures and noncontrolling interests, and discontinued operations. Information about the operations of our four segments is set forth below (in millions). |
Derivatives, Policy | Since our derivative instruments are not listed on an exchange, we have evaluated fair value by reference to similar transactions in active markets; consequently, we have classified all of our derivative instruments within Level 2 of the fair value measurement hierarchy. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, which requires that lease assets and lease liabilities be recognized on the balance sheet, and that key information about leasing arrangements be disclosed. In July 2018, the FASB issued ASU 2018-11, which provides targeted improvements to ASU 2016-02 by providing an additional optional transition method and a lessor practical expedient for lease and nonlease components. The standard will be effective for us in the first quarter of our fiscal year 2020, although early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements, but believe that the most significant impact of adoption will be the recognition of right-of-use assets and lease liabilities associated with our operating leases. In June 2016, the FASB issued ASU No. 2016-13, which replaces the existing incurred loss impairment model with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The standard will be effective for us in the first quarter of our fiscal year 2021. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, which removes Step 2 from the goodwill impairment test. The standard will be effective for us in the first quarter of our fiscal 2021, although early adoption is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, which addresses the accounting for implementation costs associated with a hosted service. The standard provides that implementation costs be evaluated for capitalization using the same criteria as that used for internal-use software development costs, with amortization expense being recorded in the same income statement expense line as the hosted service costs and over the expected term of the hosting arrangement. The standard will be effective for us in the first quarter of our fiscal 2021, although early adoption is permitted. The amendments will be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Tables) | 6 Months Ended |
May 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following table shows the cumulative effect of the changes made to the December 1, 2018 consolidated balance sheet for the adoption of ASC Topic 606 related to contracts that were in effect at the time of adoption (in millions): November 30, 2018 Adjustments due to adoption of ASC Topic 606 December 1, 2018 Accounts receivable, net $ 792.9 $ 29.8 $ 822.7 Other current assets 88.4 4.2 92.6 Other non-current assets 47.9 9.5 57.4 Deferred revenue 886.8 (28.8 ) 858.0 Deferred income taxes 699.9 16.3 716.2 Retained earnings 2,743.1 56.0 2,799.1 |
Revenue by Transaction Type | The following table presents our revenue by transaction type (in millions): Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Recurring fixed revenue $ 785.2 $ 698.1 $ 1,552.4 $ 1,381.4 Recurring variable revenue 145.0 125.9 281.0 243.0 Non-recurring revenue 205.3 184.3 348.5 316.0 Total revenue $ 1,135.5 $ 1,008.3 $ 2,181.9 $ 1,940.4 |
Business Combinations and Div_2
Business Combinations and Divestitures (Tables) | 6 Months Ended |
May 31, 2019 | |
Business Combinations [Abstract] | |
Disposal Groups, Including Discontinued Operations | As a result of the anticipated transactions, we have classified the relevant TMT intelligence assets and liabilities as held for sale as of May 31, 2019, as further quantified in the table below (in millions): Accounts receivable $ 12.4 Intangible assets 14.2 Goodwill 37.0 Assets held for sale $ 63.6 Current liabilities $ 0.6 Deferred revenue 22.0 Deferred income taxes 2.6 Liabilities held for sale $ 25.2 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
May 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The following table presents details of our intangible assets, other than goodwill, as of May 31, 2019 and November 30, 2018 (in millions): As of May 31, 2019 As of November 30, 2018 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets subject to amortization: Information databases $ 625.4 $ (317.8 ) $ 307.6 $ 671.0 $ (329.6 ) $ 341.4 Customer relationships 3,427.4 (553.0 ) 2,874.4 3,458.8 (473.3 ) 2,985.5 Developed technology 925.8 (169.5 ) 756.3 928.8 (133.1 ) 795.7 Developed computer software 84.8 (67.3 ) 17.5 85.0 (63.0 ) 22.0 Trademarks 492.3 (180.6 ) 311.7 493.8 (153.6 ) 340.2 Other 1.1 (1.1 ) — 1.1 (1.1 ) — Total intangible assets $ 5,556.8 $ (1,289.3 ) $ 4,267.5 $ 5,638.5 $ (1,153.7 ) $ 4,484.8 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table presents the estimated future amortization expense related to intangible assets held as of May 31, 2019 (in millions): Year Amount Remainder of 2019 $ 184.0 2020 $ 364.5 2021 $ 359.7 2022 $ 341.6 2023 $ 331.1 Thereafter $ 2,686.6 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
May 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table summarizes total indebtedness, including unamortized premiums, as of May 31, 2019 and November 30, 2018 (in millions): May 31, 2019 November 30, 2018 2018 revolving facility $ 995.0 $ 1,108.0 2018 term loan: Tranche A-1 — 574.0 Tranche A-2 — 481.3 364-day credit agreement — 250.0 5.00% senior notes due 2022 750.0 750.0 4.125% senior notes due 2023 498.8 498.6 3.625% senior notes due 2024 398.8 — 4.75% senior notes due 2025 812.8 813.8 4.00% senior notes due 2026 500.0 500.0 4.75% senior notes due 2028 747.4 747.3 4.25% senior notes due 2029 596.6 — Debt issuance costs (49.0 ) (51.2 ) Capital leases 7.4 7.3 Total debt $ 5,257.8 $ 5,679.1 Current portion (364.3 ) (789.9 ) Total long-term debt $ 4,893.5 $ 4,889.2 |
Acquisition-related Costs (Tabl
Acquisition-related Costs (Tables) | 6 Months Ended |
May 31, 2019 | |
Acquisition Related Costs [Abstract] | |
Acquisition Related Cost Reserve Rollforward | The following table provides a reconciliation of the acquisition-related costs accrued liability, recorded in other accrued expenses and other liabilities, as of May 31, 2019 (in millions): Employee Severance and Other Termination Benefits Contract Termination Costs Other Total Balance at November 30, 2018 $ 2.5 $ 16.8 $ 68.7 $ 88.0 Add: Costs incurred 3.5 — 41.2 44.7 Revision to prior estimates — (0.1 ) (0.4 ) (0.5 ) Less: Amount paid (5.6 ) (6.6 ) (8.6 ) (20.8 ) Balance at May 31, 2019 $ 0.4 $ 10.1 $ 100.9 $ 111.4 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
May 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | Stock-based compensation expense for the three and six months ended May 31, 2019 and May 31, 2018 was as follows (in millions): Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Cost of revenue $ 15.6 $ 16.7 $ 32.9 $ 34.7 Selling, general and administrative 38.0 41.0 80.4 84.9 Total stock-based compensation expense $ 53.6 $ 57.7 $ 113.3 $ 119.6 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following table summarizes RSU/RSA activity, including awards with performance and market conditions, during the six months ended May 31, 2019 : Shares Weighted- (in millions) Balance at November 30, 2018 8.8 $ 41.77 Granted 3.0 $ 52.74 Vested (3.4 ) $ 38.36 Forfeited (0.3 ) $ 47.08 Balance at May 31, 2019 8.1 $ 47.13 |
Share-based Compensation, Stock Options, Activity | The following table summarizes stock option award activity during the six months ended May 31, 2019 , as well as stock options that are vested and expected to vest and stock options exercisable as of May 31, 2019 : Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in millions) (in years) (in millions) Balance at November 30, 2018 15.7 $ 26.61 Exercised (2.2 ) $ 26.18 Forfeited — $ — Balance at May 31, 2019 13.5 $ 26.68 1.3 415.4 Vested and expected to vest at May 31, 2019 13.5 $ 26.68 1.3 415.0 Exercisable at May 31, 2019 8.2 $ 26.51 1.3 253.5 |
Common Shares and Earnings pe_2
Common Shares and Earnings per Share (Tables) | 6 Months Ended |
May 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | Weighted-average shares outstanding for the three and six months ended May 31, 2019 and May 31, 2018 were calculated as follows (in millions): Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Weighted-average shares outstanding: Shares used in basic EPS calculation 400.5 391.8 399.3 394.9 Effect of dilutive securities: RSUs/RSAs 1.6 2.4 2.3 3.5 Stock options 7.2 9.4 7.1 9.5 Shares used in diluted EPS calculation 409.3 403.6 408.7 407.9 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
May 31, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in AOCI by component (net of tax) for the three and six months ended May 31, 2018 (in millions): Foreign currency translation Net pension and OPEB liability Unrealized losses on hedging activities Total Balance at November 30, 2017 $ (68.1 ) $ (13.0 ) $ (3.9 ) $ (85.0 ) Other comprehensive income before reclassifications 56.4 — 3.6 60.0 Reclassifications from AOCI to income — — 1.2 1.2 Reclassifications from AOCI to retained earnings — (1.7 ) (4.2 ) (5.9 ) Balance at February 28, 2018 $ (11.7 ) $ (14.7 ) $ (3.3 ) $ (29.7 ) Other comprehensive (loss) income before reclassifications (114.9 ) — 0.2 (114.7 ) Reclassifications from AOCI to income — — 0.8 0.8 Balance at May 31, 2018 $ (126.6 ) $ (14.7 ) $ (2.3 ) $ (143.6 ) The following table summarizes the changes in AOCI by component (net of tax) for the three and six months ended May 31, 2019 (in millions): Foreign currency translation Net pension and OPEB liability Unrealized losses on hedging activities Total Balance at November 30, 2018 $ (288.5 ) $ (9.9 ) $ (0.5 ) $ (298.9 ) Other comprehensive income (loss) before reclassifications 135.7 — (1.7 ) 134.0 Reclassifications from AOCI to income — — 0.2 0.2 Balance at February 28, 2019 $ (152.8 ) $ (9.9 ) $ (2.0 ) $ (164.7 ) Other comprehensive loss (175.7 ) — (1.9 ) (177.6 ) Balance at May 31, 2019 $ (328.5 ) $ (9.9 ) $ (3.9 ) $ (342.3 ) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
May 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Information about the operations of our four segments is set forth below (in millions). Three months ended May 31, Six months ended May 31, 2019 2018 2019 2018 Revenue Resources $ 249.4 $ 237.0 $ 466.2 $ 442.3 Transportation 318.6 296.3 606.7 565.9 CMS 134.6 138.9 266.9 276.5 Financial Services 432.9 336.1 842.1 655.7 Total revenue $ 1,135.5 $ 1,008.3 $ 2,181.9 $ 1,940.4 Adjusted EBITDA Resources $ 109.2 $ 100.5 $ 202.4 $ 185.4 Transportation 136.6 124.7 250.9 234.4 CMS 29.3 29.9 58.7 61.7 Financial Services 205.6 155.8 388.8 301.2 Shared services (15.7 ) (12.8 ) (27.7 ) (25.3 ) Total Adjusted EBITDA $ 465.0 $ 398.1 $ 873.1 $ 757.4 Reconciliation to the consolidated statements of operations: Interest income 0.6 0.9 1.0 1.6 Interest expense (65.8 ) (55.3 ) (132.7 ) (101.6 ) (Provision) benefit for income taxes (24.2 ) (12.0 ) (23.3 ) 134.6 Depreciation (49.4 ) (42.4 ) (96.0 ) (84.0 ) Amortization related to acquired intangible assets (94.6 ) (88.6 ) (190.3 ) (177.6 ) Stock-based compensation expense (53.6 ) (57.7 ) (113.3 ) (119.6 ) Restructuring charges (1.7 ) — (9.9 ) — Acquisition-related costs (6.0 ) (15.1 ) (13.5 ) (27.2 ) Acquisition-related performance compensation (15.4 ) (10.7 ) (30.7 ) (25.6 ) Loss on debt extinguishment (5.8 ) (3.0 ) (6.0 ) (3.0 ) Share of joint venture results not attributable to Adjusted EBITDA (0.2 ) — (0.3 ) — Adjusted EBITDA attributable to noncontrolling interest 0.9 0.5 1.4 1.0 Net income attributable to IHS Markit Ltd. $ 149.8 $ 114.7 $ 259.5 $ 356.0 |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies Revenue 606 (Details) - USD ($) $ in Millions | May 31, 2019 | Dec. 01, 2018 | Nov. 30, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Accounts receivable, net | $ 854 | $ 792.9 | |
Other current assets | 134.9 | 88.4 | |
Other | 93.9 | 47.9 | |
Deferred revenue | 938.7 | $ 858 | 886.8 |
Deferred income taxes | 677.3 | 699.9 | |
Retained earnings | $ 3,054.8 | $ 2,743.1 | |
Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Accounts receivable, net | 822.7 | ||
Other current assets | 92.6 | ||
Other | 57.4 | ||
Deferred revenue | 858 | ||
Deferred income taxes | 716.2 | ||
Retained earnings | 2,799.1 | ||
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Accounts receivable, net | 29.8 | ||
Other current assets | 4.2 | ||
Other | 9.5 | ||
Deferred revenue | (28.8) | ||
Deferred income taxes | 16.3 | ||
Retained earnings | $ 56 |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies Revenue Disaggregated (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,135.5 | $ 1,008.3 | $ 2,181.9 | $ 1,940.4 |
Recurring Fixed Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 785.2 | 698.1 | 1,552.4 | 1,381.4 |
Recurring Variable Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 145 | 125.9 | 281 | 243 |
Non-recurring Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 205.3 | $ 184.3 | $ 348.5 | $ 316 |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies Textual (Details) - USD ($) $ in Millions | 6 Months Ended | ||
May 31, 2019 | Dec. 01, 2018 | Nov. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Contract asset | $ 39.2 | $ 29.8 | |
Deferred revenue | 938.7 | $ 858 | $ 886.8 |
Billings paid in advance | 1,797.5 | ||
Revenue recognized | 1,694.8 | ||
TMT - Technology Media Telecom | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Deferred revenue | $ 22 |
Business Combinations and Div_3
Business Combinations and Divestitures (Details) - USD ($) $ in Millions | 6 Months Ended | |
May 31, 2019 | Nov. 30, 2018 | |
Business Acquisition [Line Items] | ||
Assets held for sale | $ 63.6 | $ 0 |
Liabilities held for sale | 25.2 | $ 0 |
TMT - Technology Media Telecom | ||
Business Acquisition [Line Items] | ||
Disposal Group Including Discontinued Operation Additional Cash Received | 30 | |
Accounts receivable | 12.4 | |
Intangible assets | 14.2 | |
Goodwill | 37 | |
Assets held for sale | 63.6 | |
Current liabilities | 0.6 | |
Deferred revenue | 22 | |
Deferred income taxes | 2.6 | |
Liabilities held for sale | $ 25.2 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | Nov. 30, 2018 | |
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Accumulated Amortization | $ (1,289.3) | $ (1,289.3) | $ (1,153.7) | ||
Intangible assets, gross | 5,556.8 | 5,556.8 | 5,638.5 | ||
Intangible assets, net | 4,267.5 | 4,267.5 | 4,484.8 | ||
Amortization of Intangible Assets | 94.6 | $ 88.6 | 190.3 | $ 177.6 | |
Information databases | |||||
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 625.4 | 625.4 | 671 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (317.8) | (317.8) | (329.6) | ||
Finite-Lived Intangible Assets, Net | 307.6 | 307.6 | 341.4 | ||
Customer relationships | |||||
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 3,427.4 | 3,427.4 | 3,458.8 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (553) | (553) | (473.3) | ||
Finite-Lived Intangible Assets, Net | 2,874.4 | 2,874.4 | 2,985.5 | ||
Developed technology | |||||
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 925.8 | 925.8 | 928.8 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (169.5) | (169.5) | (133.1) | ||
Finite-Lived Intangible Assets, Net | 756.3 | 756.3 | 795.7 | ||
Developed computer software | |||||
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 84.8 | 84.8 | 85 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (67.3) | (67.3) | (63) | ||
Finite-Lived Intangible Assets, Net | 17.5 | 17.5 | 22 | ||
Trademarks | |||||
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 492.3 | 492.3 | 493.8 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (180.6) | (180.6) | (153.6) | ||
Finite-Lived Intangible Assets, Net | 311.7 | 311.7 | 340.2 | ||
Other | |||||
Acquired Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 1.1 | 1.1 | 1.1 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (1.1) | (1.1) | (1.1) | ||
Finite-Lived Intangible Assets, Net | $ 0 | $ 0 | $ 0 |
Intangible Assets Schedule of F
Intangible Assets Schedule of Future Amortization (Details) $ in Millions | May 31, 2019USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
Remainder of 2019 | $ 184 |
2020 | 364.5 |
2021 | 359.7 |
2022 | 341.6 |
2023 | 331.1 |
Thereafter | $ 2,686.6 |
Debt Table (Details)
Debt Table (Details) - USD ($) $ in Millions | May 31, 2019 | Apr. 30, 2019 | Nov. 30, 2018 | Aug. 02, 2018 | Jul. 31, 2018 | Dec. 31, 2017 | Jul. 31, 2017 | Feb. 28, 2017 | Jul. 31, 2016 | Oct. 31, 2014 |
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs | $ (49) | $ (51.2) | ||||||||
Capital leases | 7.4 | 7.3 | ||||||||
Total debt | 5,257.8 | 5,679.1 | ||||||||
Current portion | (364.3) | (789.9) | ||||||||
Total long-term debt | 4,893.5 | 4,889.2 | ||||||||
5.00% Senior Notes due 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 750 | 750 | $ 742.8 | $ 750 | ||||||
4.125% Senior Notes Due 2023 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 498.8 | 498.6 | $ 500 | |||||||
3.625% Senior Notes Due 2024 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 398.8 | $ 400 | 0 | |||||||
4.75% Senior Notes Due 2025 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 812.8 | 813.8 | $ 300 | $ 500 | ||||||
4.00% Senior Notes Due 2026 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 500 | 500 | $ 500 | |||||||
4.75% Senior Notes Due 2028 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 747.4 | 747.3 | $ 750 | |||||||
4.25% Senior Notes Due 2029 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior notes | 596.6 | $ 600 | 0 | |||||||
2018 term loan tranche A-1 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Term loan debt | 0 | 574 | ||||||||
2018 term loan tranche A-2 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Term loan debt | 0 | 481.3 | ||||||||
364 Day Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Short-term Debt | 0 | 250 | $ 250 | |||||||
2018 revolving credit facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, amount outstanding | $ 995 | $ 1,108 |
Debt Credit Facility Term Loan
Debt Credit Facility Term Loan (Details) - USD ($) $ in Millions | Aug. 02, 2018 | Jun. 25, 2018 | May 31, 2019 | Nov. 30, 2018 |
Line of Credit Facility [Line Items] | ||||
Debt and Lease Obligation | $ 5,257.8 | $ 5,679.1 | ||
364 Day Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 1,855 | |||
Short-term Debt | $ 250 | 0 | 250 | |
364 Day Credit Facility | Step up on the 180th day | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Interest Rate, Increase (Decrease) | 0.25% | |||
364 Day Credit Facility | Step up on the 270th day | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Interest Rate, Increase (Decrease) | 0.50% | |||
364 Day Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 1.00% | |||
Line of Credit Facility, Interest Rate Description | LIBOR plus a spread of 1.00 percent | |||
364 Day Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 1.75% | |||
Line of Credit Facility, Interest Rate Description | LIBOR plus a spread of 1.75 percent | |||
2018 revolving credit facility | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility, maximum borrowing capacity | 2,000 | |||
Letters of credit outstanding under 2018 revolving facility | 1.3 | |||
Credit facility additional borrowing capacity | $ 1,000 | |||
Credit facility, amount outstanding | $ 995 | $ 1,108 | ||
Credit facility, interest rate at period end | 3.91% | |||
2018 revolving credit facility | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility, unused capacity, commitment fee percentage | 0.125% | |||
2018 revolving credit facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility, interest rate | 1.00% | |||
Line of Credit Facility, Interest Rate Description | LIBOR plus a spread of 1.00 percent | |||
2018 revolving credit facility | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility, unused capacity, commitment fee percentage | 0.30% | |||
2018 revolving credit facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility, interest rate | 1.75% | |||
Line of Credit Facility, Interest Rate Description | LIBOR plus a spread of 1.75 percent |
Debt Senior Notes (Details)
Debt Senior Notes (Details) - USD ($) $ in Millions | 1 Months Ended | ||||||||
Apr. 30, 2019 | Jul. 31, 2018 | Dec. 31, 2017 | Feb. 28, 2017 | Oct. 31, 2014 | May 31, 2019 | Nov. 30, 2018 | Jul. 31, 2017 | Jul. 31, 2016 | |
5.00% Senior Notes due 2022 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 750 | $ 750 | $ 750 | $ 742.8 | |||||
Fixed interest rate | 5.00% | ||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Fair Value Disclosure | 788.3 | ||||||||
Senior Notes - Non Participating Portion | $ 7.2 | ||||||||
5.00% Senior Notes due 2022 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% | ||||||||
4.125% Senior Notes Due 2023 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 500 | 498.8 | 498.6 | ||||||
Fixed interest rate | 4.125% | ||||||||
Discounted price percentage at issuance | 99.707% | ||||||||
Debt Instrument, Fair Value Disclosure | 518.9 | ||||||||
4.125% Senior Notes Due 2023 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% | ||||||||
3.625% Senior Notes Due 2024 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 400 | 398.8 | 0 | ||||||
Fixed interest rate | 3.625% | ||||||||
Discounted price percentage at issuance | 99.686% | ||||||||
Debt Instrument, Fair Value Disclosure | 407 | ||||||||
3.625% Senior Notes Due 2024 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% | ||||||||
4.75% Senior Notes Due 2025 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 500 | 812.8 | 813.8 | $ 300 | |||||
Fixed interest rate | 4.75% | ||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Fair Value Disclosure | 848.3 | ||||||||
Unamortized premium | $ 16.5 | ||||||||
Effective interest rate | 3.88% | ||||||||
4.75% Senior Notes Due 2025 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% | ||||||||
4.00% Senior Notes Due 2026 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 500 | 500 | 500 | ||||||
Fixed interest rate | 4.00% | ||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Fair Value Disclosure | 504 | ||||||||
4.00% Senior Notes Due 2026 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% | ||||||||
4.75% Senior Notes Due 2028 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 750 | 747.4 | 747.3 | ||||||
Fixed interest rate | 4.75% | ||||||||
Discounted price percentage at issuance | 99.628% | ||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Fair Value Disclosure | 797.6 | ||||||||
4.75% Senior Notes Due 2028 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% | ||||||||
4.25% Senior Notes Due 2029 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Senior notes | $ 600 | 596.6 | $ 0 | ||||||
Fixed interest rate | 4.25% | ||||||||
Discounted price percentage at issuance | 99.422% | ||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Fair Value Disclosure | $ 612.5 | ||||||||
4.25% Senior Notes Due 2029 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.00% |
Derivatives Textual (Details)
Derivatives Textual (Details) - USD ($) $ in Millions | May 31, 2019 | Nov. 30, 2018 |
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | $ 0.3 | $ 0.2 |
Derivative Liability, Fair Value, Gross Liability | 14 | 1.6 |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 400 | |
Derivative, Average Fixed Interest Rate | 2.86% | |
Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 516.6 | $ 500.1 |
Acquisition-related Costs Textu
Acquisition-related Costs Textual (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | Nov. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition [Line Items] | ||||||
Acquisition-related costs | $ 21.4 | $ 25.8 | $ 44.2 | $ 52.8 | ||
Unrecognized compensation cost | 277.7 | $ 277.7 | ||||
Unrecognized compensation cost recognition period | 1 year 11 months 5 days | |||||
Acquisition Related Cost Reserve | 111.4 | $ 111.4 | $ 88 | |||
automotiveMastermind | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition-Related Performance Compensation | $ 30.7 | |||||
Noncontrolling interest, ownership percentage by parent | 78.00% | |||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 22.00% | |||||
Unrecognized compensation cost recognition period | 3 years 6 months | |||||
Acquisition Related Cost Reserve | 94.7 | $ 94.7 | ||||
Minimum | automotiveMastermind | ||||||
Business Acquisition [Line Items] | ||||||
Unrecognized compensation cost | 150 | 150 | ||||
Maximum | automotiveMastermind | ||||||
Business Acquisition [Line Items] | ||||||
Unrecognized compensation cost | $ 175 | 175 | ||||
Shared Services | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition-related costs | 3.3 | |||||
Transportation Segment | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition-related costs | 30.7 | |||||
Financial Services Segment | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition-related costs | $ 9.1 |
Acquisition-related Costs Table
Acquisition-related Costs Table (Details) $ in Millions | 6 Months Ended |
May 31, 2019USD ($) | |
Acquisition-related Costs Reserve [Roll Forward] | |
Balance at November 30, 2018 | $ 88 |
Add: Costs incurred | 44.7 |
Revision to prior estimates | (0.5) |
Less: Amount paid | 20.8 |
Balance at May 31, 2019 | 111.4 |
automotiveMastermind | |
Acquisition-related Costs Reserve [Roll Forward] | |
Balance at May 31, 2019 | 94.7 |
Employee Severance and Other Termination Benefits | |
Acquisition-related Costs Reserve [Roll Forward] | |
Balance at November 30, 2018 | 2.5 |
Add: Costs incurred | 3.5 |
Revision to prior estimates | 0 |
Less: Amount paid | 5.6 |
Balance at May 31, 2019 | 0.4 |
Contract Termination Costs | |
Acquisition-related Costs Reserve [Roll Forward] | |
Balance at November 30, 2018 | 16.8 |
Add: Costs incurred | 0 |
Revision to prior estimates | (0.1) |
Less: Amount paid | 6.6 |
Balance at May 31, 2019 | 10.1 |
Other | |
Acquisition-related Costs Reserve [Roll Forward] | |
Balance at November 30, 2018 | 68.7 |
Add: Costs incurred | 41.2 |
Revision to prior estimates | (0.4) |
Less: Amount paid | 8.6 |
Balance at May 31, 2019 | $ 100.9 |
Stock-based Compensation Expens
Stock-based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 53.6 | $ 57.7 | $ 113.3 | $ 119.6 |
Cost of revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 15.6 | 16.7 | 32.9 | 34.7 |
Selling general and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 38 | $ 41 | $ 80.4 | $ 84.9 |
Stock-based Compensation Nonves
Stock-based Compensation Nonvested stock rollforward (Details) - Restricted Stock Units (RSUs) shares in Millions | 6 Months Ended |
May 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Balance at November 30, 2018, shares | shares | 8.8 |
Weighted average grant date fair value, November 30, 2018 | $ / shares | $ 41.77 |
Granted shares | shares | 3 |
Weighted average grant date fair value, granted | $ / shares | $ 52.74 |
Vested shares | shares | (3.4) |
Weighted average grant date fair value, vested | $ / shares | $ 38.36 |
Forfeited shares | shares | (0.3) |
Weighted average grant date fair value, forfeited | $ / shares | $ 47.08 |
Balance at May 31, 2019, shares | shares | 8.1 |
Weighted average grant date fair value, May 31, 2019 | $ / shares | $ 47.13 |
Stock-based Compensation Stock
Stock-based Compensation Stock option rollforward (Details) - Employee Stock Option - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended |
May 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Balance at November 30, 2018, shares | 15.7 |
Weighted average exercise price, November 30, 2018 | $ 26.61 |
Exercised options | (2.2) |
Weighted average exercise price, exercised options | $ 26.18 |
Forfeited options | 0 |
Weighted average exercise price, forfeited options | $ 0 |
Balance at May 31, 2019, shares | 13.5 |
Weighted average exercise price, May 31, 2019 | $ 26.68 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 4 months 4 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 415.4 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 13.5 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 26.68 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 1 year 4 months 4 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ 415 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 8.2 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 26.51 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term | 1 year 3 months |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ 253.5 |
Stock-based Compensation Textua
Stock-based Compensation Textuals (Details) $ in Millions | 6 Months Ended |
May 31, 2019USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation cost | $ 277.7 |
Unrecognized stock-based compensation cost recognition period | 1 year 11 months 5 days |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Fair value of shares that vested during the period | $ 174.5 |
Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 59.7 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective Income Tax Rate, Continuing Operations | 14.00% | 10.00% | 8.00% | (61.00%) |
Effective Income Tax Rate Reconciliation, Tax Expense (Benefit), Share-based Payment Arrangement, Amount | $ 6 | $ 7 | $ 18 | $ 31 |
Effective Income Tax Rate Reconciliation, Other Adjustments, Amount | $ 7 | |||
Income Tax Expense (Benefit) | $ 136 |
Common Shares and Earnings pe_3
Common Shares and Earnings per Share Weighted Average Share (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Weighted-average shares outstanding: | ||||
Shares used in basic EPS calculation | 400.5 | 391.8 | 399.3 | 394.9 |
Effect of dilutive securities: | ||||
RSUs/RSAs | 1.6 | 2.4 | 2.3 | 3.5 |
Stock options | 7.2 | 9.4 | 7.1 | 9.5 |
Shares used in diluted EPS calculation | 409.3 | 403.6 | 408.7 | 407.9 |
Common Shares and Earnings pe_4
Common Shares and Earnings per Share Share Repurchase Programs (Details) shares in Millions, $ in Millions | May 31, 2019USD ($)shares |
Equity, Class of Treasury Stock [Line Items] | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 1,007 |
Shares held in employee benefit trust, shares | shares | 25.2 |
Stock repurchase program January 2017 | |
Equity, Class of Treasury Stock [Line Items] | |
Stock Repurchase Program, Authorized Amount | $ 3,250 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
May 31, 2019 | Feb. 28, 2019 | May 31, 2018 | Feb. 28, 2018 | May 31, 2019 | May 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | $ (298.9) | $ (298.9) | ||||
Foreign currency translation adjustment | $ (175.7) | $ (114.9) | (40) | $ (58.5) | ||
Unrealized gain (loss) on hedging activities | (1.9) | 1 | (3.4) | 5.8 | ||
Ending balance | (342.3) | (342.3) | ||||
Foreign currency translation | Prior Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (11.7) | $ (68.1) | (68.1) | |||
Foreign currency translation adjustment | (114.9) | 56.4 | ||||
Reclassifications from AOCI to income, foreign currency translation | 0 | 0 | ||||
Tax Cuts and Jobs Act of 2017, Reclassification from AOCI to Retained Earnings | 0 | |||||
Ending balance | (126.6) | (11.7) | (126.6) | |||
Foreign currency translation | Current Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (152.8) | (288.5) | (288.5) | |||
Foreign currency translation adjustment | (175.7) | 135.7 | ||||
Reclassifications from AOCI to income, foreign currency translation | 0 | |||||
Ending balance | (328.5) | (152.8) | (328.5) | |||
Net pension and OPEB liability | Prior Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (14.7) | (13) | (13) | |||
Other comprehensive income (loss) before reclassifications, net pension and OPEB liability | 0 | 0 | ||||
Reclassifications from AOCI to income, net pension and OPEB liability | 0 | 0 | ||||
Tax Cuts and Jobs Act of 2017, Reclassification from AOCI to Retained Earnings | (1.7) | |||||
Ending balance | (14.7) | (14.7) | (14.7) | |||
Net pension and OPEB liability | Current Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (9.9) | (9.9) | (9.9) | |||
Other comprehensive income (loss) before reclassifications, net pension and OPEB liability | 0 | 0 | ||||
Reclassifications from AOCI to income, net pension and OPEB liability | 0 | |||||
Ending balance | (9.9) | (9.9) | (9.9) | |||
Unrealized losses on hedging activities | Prior Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (3.3) | (3.9) | (3.9) | |||
Unrealized gain (loss) on hedging activities | 0.2 | 3.6 | ||||
Loss (gain) reclassified from AOCI into income | 0.8 | 1.2 | ||||
Tax Cuts and Jobs Act of 2017, Reclassification from AOCI to Retained Earnings | (4.2) | |||||
Ending balance | (2.3) | (3.3) | (2.3) | |||
Unrealized losses on hedging activities | Current Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (2) | (0.5) | (0.5) | |||
Unrealized gain (loss) on hedging activities | (1.9) | (1.7) | ||||
Loss (gain) reclassified from AOCI into income | 0.2 | |||||
Ending balance | (3.9) | (2) | (3.9) | |||
Total | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Tax Cuts and Jobs Act of 2017, Reclassification from AOCI to Retained Earnings | (5.9) | |||||
Total | Prior Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (29.7) | (85) | (85) | |||
Other comprehensive income (loss) before reclassifications | (114.7) | 60 | ||||
Reclassifications from AOCI to income | 0.8 | 1.2 | ||||
Tax Cuts and Jobs Act of 2017, Reclassification from AOCI to Retained Earnings | (5.9) | |||||
Ending balance | $ (143.6) | $ (29.7) | $ (143.6) | |||
Total | Current Period | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning balance | (164.7) | (298.9) | (298.9) | |||
Other comprehensive income (loss) before reclassifications | (177.6) | 134 | ||||
Reclassifications from AOCI to income | 0.2 | |||||
Ending balance | $ (342.3) | $ (164.7) | $ (342.3) |
Segment Information Textual (De
Segment Information Textual (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Segment Reporting Information [Line Items] | ||||
Segment Reporting, Disclosure of Major Customers over 10% | 0 | 0 | 0 | 0 |
Revenues | $ 1,135.5 | $ 1,008.3 | $ 2,181.9 | $ 1,940.4 |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,135.5 | $ 1,008.3 | $ 2,181.9 | $ 1,940.4 |
Adjusted EBITDA | 465 | 398.1 | 873.1 | 757.4 |
Interest income | 0.6 | 0.9 | 1 | 1.6 |
Interest expense | (65.8) | (55.3) | (132.7) | (101.6) |
(Provision) benefit for income taxes | (24.2) | (12) | (23.3) | 134.6 |
Amortization related to acquired intangible assets | (94.6) | (88.6) | (190.3) | (177.6) |
Stock-based compensation expense | (53.6) | (57.7) | (113.3) | (119.6) |
Restructuring charges | (1.7) | 0 | (9.9) | 0 |
Net income attributable to IHS Markit Ltd. | 149.8 | 114.7 | 259.5 | 356 |
Resources Segment | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 249.4 | 237 | 466.2 | 442.3 |
Adjusted EBITDA | 109.2 | 100.5 | 202.4 | 185.4 |
Transportation Segment | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 318.6 | 296.3 | 606.7 | 565.9 |
Adjusted EBITDA | 136.6 | 124.7 | 250.9 | 234.4 |
CMS Segment | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 134.6 | 138.9 | 266.9 | 276.5 |
Adjusted EBITDA | 29.3 | 29.9 | 58.7 | 61.7 |
Financial Services Segment | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 432.9 | 336.1 | 842.1 | 655.7 |
Adjusted EBITDA | 205.6 | 155.8 | 388.8 | 301.2 |
Corporate, Non-Segment | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (15.7) | (12.8) | (27.7) | (25.3) |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Interest income | 0.6 | 0.9 | 1 | 1.6 |
Interest expense | (65.8) | (55.3) | (132.7) | (101.6) |
(Provision) benefit for income taxes | (24.2) | (12) | (23.3) | 134.6 |
Depreciation | (49.4) | (42.4) | (96) | (84) |
Amortization related to acquired intangible assets | (94.6) | (88.6) | (190.3) | (177.6) |
Stock-based compensation expense | (53.6) | (57.7) | (113.3) | (119.6) |
Restructuring charges | (1.7) | 0 | (9.9) | 0 |
Acquisition-related costs | (6) | (15.1) | (13.5) | (27.2) |
Acquisition-related performance compensation | (15.4) | (10.7) | (30.7) | (25.6) |
Loss on debt extinguishment | (5.8) | (3) | (6) | (3) |
Share of joint venture results not attributable to Adjusted EBITDA | (0.2) | 0 | (0.3) | 0 |
Adjusted EBITDA attributable to noncontrolling interest | 0.9 | 0.5 | 1.4 | 1 |
Net income attributable to IHS Markit Ltd. | $ 149.8 | $ 114.7 | $ 259.5 | $ 356 |