What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2024-02-29 compared with 2023-03-01 · 391 added, 358 removed, 2052 unchanged (27% of the section changed)

44 unchanged sentences

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated March 1, 2023 expressed an adverse opinion on the effectiveness of the Company’s internal control over financial reporting.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 29, 2024 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

12 unchanged sentences

(1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.

The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of goodwill for the Europe reporting unit

11 unchanged sentences

We performed sensitivity analyses over the revenue growth rate and forecasted operating margin to assess their impact on the Company’s determination that the fair value of the Europe reporting unit exceeded its carrying value.

We evaluated the forecasted revenue growth rates

and operating margin used to value the Europe reporting unit by comparing them to budgets, supporting documentation, and to historical growth rates.

We evaluated the forecasted revenue growth rates and operating margin used to value the Europe reporting unit by comparing them to budgets, supporting documentation, and to historical growth rates.

We compared the Company’s historical revenue and operating margin forecasts for the Europe reporting unit to actual results to assess the Company’s ability to accurately forecast.

4 unchanged sentences

Richmond, Virginia

March 1, 2023

February 29, 2024

THE BRINK’S COMPANY

44 unchanged sentences

Unrealized losses on available-for-sale securities

Gains (losses) on cash flow hedges 24.6 ( 8.1 )

( 1.8 ) ( 0.6 )

Unrealized gains on cash flow hedges

Accumulated other comprehensive loss ( 656.0 ) ( 700.5 )

49 unchanged sentences

Benefit plan actuarial gains (losses) ( 3.9 ) 177.6 189.4

Benefit plan prior service costs 61.7 ( 4.3 ) ( 5.3 )

Benefit plan prior service credit (costs)

( 11.8 ) 61.7 ( 4.3 )

Deferred profit sharing 0.4 ( 0.1 ) ( 0.4 )

1 unchanged sentence

Foreign currency translation adjustments 58.2 ( 19.0 ) ( 58.9 )

Unrealized net losses on available-for-sale securities ( 0.9 ) ( 0.1 ) —

Gains (losses) on available-for-sale securities

4.2 ( 0.9 ) ( 0.1 )

Gains (losses) on cash flow hedges ( 9.4 ) 37.6 19.1

Other comprehensive income (loss) before tax 256.9 144.8 ( 28.6 )

Other comprehensive income before tax

37.7 256.9 144.8

Provision (benefit) for income taxes ( 4.5 ) 55.9 55.3

Other comprehensive income (loss) 201.0 89.5 ( 16.2 )

Other comprehensive income

42.2 201.0 89.5

Comprehensive income 140.5 382.9 206.8

Less comprehensive income attributable to noncontrolling interests 8.3 5.0 9.5

Comprehensive income (loss) attributable to Brink’s $ 377.9 197.3 ( 5.0 )

Comprehensive income attributable to Brink’s

$ 132.2 377.9 197.3

See accompanying notes to consolidated financial statements.

3 unchanged sentences

Years Ended December 31, 2023, 2022 and 2021

(In millions) Shares Common

(In millions)

Shares Common

Stock Capital in Excess of Par Value Retained

14 unchanged sentences

Compensation expense — — 33.1 — — — 33.1

Consideration from exercise of stock options — — 2.3 — — — 2.3

Other share-based benefit transactions 0.3 0.3 ( 2.0 ) ( 0.1 ) — — ( 1.8 )

Acquisitions with noncontrolling interests — — — — — 51.4 51.4

Capital contributions from noncontrolling interest — — — — — 0.1 0.1

Balance as of December 31, 2021 47.4 47.4 670.6 312.9 ( 907.9 ) 129.6 252.6

Cumulative effect of change in accounting principle (b)

— — — 0.5 — — 0.5

Net income — — — 170.6 — 11.3 181.9

8 unchanged sentences

Compensation expense — — 48.6 — — — 48.6

Consideration from exercise of stock options — — 2.3 — — — 2.3

Other share-based benefit transactions 0.4 0.4 ( 9.7 ) ( 0.1 ) — — ( 9.4 )

Acquisitions of noncontrolling interests (b)

— — ( 3.3 ) — 0.1 ( 4.6 ) ( 7.8 )

Acquisitions with noncontrolling interests — — — — — 0.1 0.1

3 unchanged sentences

Other comprehensive income (loss) — — — — 44.5 ( 2.3 ) 42.2

Shares repurchased ( 1.5 ) ( 1.5 ) ( 22.1 ) ( 28.6 ) — — ( 52.2 )

Shares repurchased (c)

( 2.3 ) ( 2.3 ) ( 38.9 ) ( 132.1 ) — — ( 173.3 )

Dividends to:

6 unchanged sentences

Other share-based benefit transactions 0.5 0.5 ( 1.7 ) ( 0.2 ) — — ( 1.4 )

Acquisitions of noncontrolling interests (c)

— — ( 3.3 ) — 0.1 ( 4.6 ) ( 7.8 )

Acquisitions with noncontrolling interests — — — — — 0.1 0.1

Capital contributions from noncontrolling interest — — — — — 0.1 0.1

Acquisitions of noncontrolling interests — — 0.3 — — ( 0.9 ) ( 0.6 )

Balance as of December 31, 2023 44.5 $ 44.5 675.9 333.0 ( 656.0 ) 122.8 520.2

(a) Effective January 1, 2020, we adopted the provisions of ASU 2016-13, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments .

We recognized a cumulative effect adjustment to January 1, 2020 retained earnings as a result of adopting this standard.

See Note 1 for further details.

(b) Effective January 1, 2021, we adopted the provisions of ASU 2019-12, Income Taxes (Topic 740):

(a) Effective January 1, 2021, we adopted the provisions of ASU 2019-12, Income Taxes (Topic 740):

Simplifying the Accounting for Income Taxes .

1 unchanged sentence

See Note 1 for further details.

(c) This amount represents the impact of transactions in which we acquired or disposed of noncontrolling ownership interests in certain companies where we had an existing controlling interest prior to and after the related acquisition or disposal transactions.

(b) This amount represents the impact of transactions in which we acquired or disposed of noncontrolling ownership interests in certain companies where we had an existing controlling interest prior to and after the related acquisition or disposal transactions.

(c) During 2023, we repurchased a total of 2,297,955 shares of our common stock for an aggregate of $ 169.9 million in cash.

On the last two days of December 2023, our agent broker purchased additional shares of our common stock pursuant to a trading plan in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.

We are obligated to pay $ 2.0 million to repurchase those shares and, as of December 31, 2023, this obligation has been reported as a current liability and a corresponding reduction to equity in our condensed consolidated financial statements.

For year ended December 31, 2023, shares repurchased include the 1% excise tax imposed under the Inflation Reduction Act of 2022 of approximately $ 1.4 million.

* Accumulated other comprehensive income (loss)

9 unchanged sentences

(Income) loss from discontinued operations, net of tax

( 1.7 ) 2.9 ( 2.1 )

Depreciation and amortization 275.8 245.8 239.5

1 unchanged sentence

Deferred income taxes 22.7 ( 62.3 ) 14.6

(Gain) loss on sale of property, equipment and marketable securities 0.7 ( 17.7 ) ( 11.6 )

Gain on business dispositions — — ( 4.1 )

(Gain) loss on marketable securities and sale of property and equipment

10.9 0.7 ( 17.7 )

Impairment losses 10.3 9.0 9.5

5 unchanged sentences

Changes in operating assets and liabilities, net of effects of acquisitions:

Accounts receivable and income taxes receivable ( 180.9 ) ( 21.2 ) 45.1

Accounts payable, income taxes payable and accrued liabilities 139.2 45.1 ( 114.5 )

Restricted cash held for customers 50.0 60.2 116.3

Customer obligations 50.0 15.7 ( 6.5 )

Prepaid and other current assets ( 56.7 ) ( 16.8 ) ( 24.5 )

(Increase) decrease in accounts receivable and income taxes receivable 69.0 ( 180.9 ) ( 21.2 )

Increase (decrease) in accounts payable, income taxes payable and accrued liabilities ( 36.3 ) 139.2 45.1

Increase in restricted cash held for customers

59.5 50.0 60.2

Increase in customer obligations

66.0 50.0 15.7

(Increase) decrease in prepaid and other current assets

24.6 ( 56.7 ) ( 16.8 )

Other ( 18.3 ) ( 13.7 ) ( 29.0 )

11 unchanged sentences

Other ( 0.6 ) ( 0.2 ) ( 0.8 )

Discontinued operations 0.9 — —

Net cash used by investing activities ( 179.8 ) ( 331.2 ) ( 454.7 )

2 unchanged sentences

Short-term borrowings 98.6 37.7 ( 4.3 )

Cash supply chain customer debt — — ( 10.5 )

Long-term revolving credit facilities:

15 unchanged sentences

Other 11.0 3.9 4.0

Net cash provided by financing activities 245.2 171.3 683.7

Net cash (used) provided by financing activities

( 207.1 ) 245.2 171.3

Effect of exchange rate changes on cash and cash equivalents ( 42.4 ) ( 70.1 ) ( 50.8 )

9 unchanged sentences

Basis of Presentation

The Brink’s Company (along with its subsidiaries, “we,” “our,” “Brink’s” or the “Company”), based in Richmond, Virginia, is a leading provider of cash and valuables management, digital retail solutions, and ATM managed services to financial institutions, retailers, government agencies, mints, jewelers and other commercial operations around the world.

The Brink’s Company (along with its subsidiaries, “we,” “our,” “Brink’s” or the “Company”), based in Richmond, Virginia, is a leading provider of cash and valuables management, digital retail solutions ("DRS"), and ATM managed services ("AMS") to financial institutions, retailers, government agencies, mints, jewelers and other commercial operations around the world.

Brink’s is the oldest and largest secure transportation and cash management services company in the U.S., and a market leader in many other countries.

31 unchanged sentences

Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

See "Internal Loss" and "New Accounting Standards" sections below as well as Note 16 for further information.

See "Internal Loss" section below as well as Note 16 for further information.

Right-of-Use Assets

12 unchanged sentences

Costs that are capitalized include external direct costs of materials and services to develop or obtain the software, and internal costs, including compensation and employee benefits for employees directly associated with a software development project.

Estimated Useful Lives Years

Estimated Useful Lives

Buildings 16 to 25

13 unchanged sentences

Goodwill is assigned to one or more reporting units at the date of acquisition.

During the fourth quarter of 2020, we implemented changes to our organization and management structure.

Based on our preliminary evaluation for year-end 2020 reporting, we changed our reporting units from eight reporting units to nine reporting units.

During the first quarter of 2021, we finalized our evaluation and changed from nine reporting units to four reporting units, which are equal to our operating segments:

Based on our management structure, we have four reporting units, which are equal to our operating segments:

• North America

1 unchanged sentence

• Rest of World

We were not required to reallocate goodwill after the reporting unit change as each of the previously identified nine reporting units is completely included in one of the four new reporting units.

We performed a goodwill impairment test on these reporting units as of October 1, 2023 and elected to forego the optional qualitative assessment and performed a quantitative goodwill impairment assessment instead.

56 unchanged sentences

We operate in Argentina through wholly owned subsidiaries and a smaller controlled subsidiary (together "Brink's Argentina").

Revenues from Brink's Argentina represented approximately 4 % of our consolidated revenues for the year ended December 31, 2022 and 4 % and 5 % of our consolidated revenues for the years ended December 31, 2021 and 2020, respectively.

Revenues from Brink's Argentina represented approximately 4 % of our consolidated revenues for the years ended December 31, 2023, 2022, and 2021.

The operating environment in Argentina continues to present business challenges, including ongoing devaluation of the Argentine peso and significant inflation.

1 unchanged sentence

For the year ended December 31, 2022, the Argentine peso declined by approximately 42 % (from 103.1 to 178.6 pesos to the U.S.

In December 2023, a newly inaugurated President took office in Argentina.

As part of various measures to address the country’s economic crisis, the new administration allowed the peso to devalue by more than 50% during the month of December 2023.

For the year ended December 31, 2023, the Argentine peso declined approximately 79 % (from 178.6 to 833.3 pesos to the U.S.

1 unchanged sentence

As a result, we consolidated Brink's Argentina using our accounting policy for subsidiaries operating in highly inflationary economies beginning with the third quarter of 2018.

Argentine peso-denominated monetary assets and liabilities are now remeasured at each balance sheet date using the currency

exchange rate then in effect, with currency remeasurement gains and losses recognized in earnings.

In 2022, we recognized $ 37.6 million in pretax remeasurement loss.

In 2021 and in 2020, we recognized $ 9.0 million and $ 7.7 million pretax remeasurement losses, respectively.

Argentine peso-denominated monetary assets and liabilities are now remeasured at each balance sheet date using the currency exchange rate then in effect, with currency remeasurement gains and losses recognized in earnings.

In 2023, we recognized $ 79.1 million in

pretax remeasurement losses.

In 2022 and in 2021, we recognized $ 37.6 million and $ 9.0 million in pretax remeasurement losses, respectively.

At December 31, 2023, Argentina's economy remains highly inflationary for accounting purposes.

5 unchanged sentences

Under these procedures, central bank approval is required for many transactions, including dividend repatriation abroad.

During the third quarter of 2020, we elected to use other market mechanisms to convert Argentine pesos into U.S.

We have previously elected to use other market mechanisms to convert Argentine pesos into U.S.

Conversions under these other market mechanisms generally settle at rates that are less favorable than the rates at which we remeasure the financial statements of Brink’s Argentina.

As a result, we recognized $ 10.4 million in 2020 of such conversion losses when we converted Argentine pesos into U.S.

dollars at rates that were approximately 100 % less favorable than the rates at which we remeasured the financial statements of Brink’s Argentina.

These conversion losses are classified in the consolidated statements of operations as other operating income (expense).

We did not have any such conversion losses in 2021 or 2022.

We did not have any such conversion losses in the last three years.

Although the Argentine government has implemented currency controls, Brink’s management continues to provide guidance and strategic oversight, including budgeting and forecasting for Brink’s Argentina.

12 unchanged sentences

In an effort to cover up the embezzlement, the former employee intentionally misstated the underlying accounts receivable subledger data.

In 2020, we incurred $ 0.3 million in costs (primarily third party expenses) to reconstruct the accounts receivables subledger.

As a result, we estimated an increase to bad debt expense of $ 6.6 million in 2020.

In 2021, we recognized a decrease in bad debt expense of $ 3.7 million, primarily related to collection of these receivables.

In 2021, we recognized a decrease in bad debt expense of $ 3.7 million, primarily related to collection of receivables previously recognized as bad debt expense.

We also recognized $ 1.3 million of legal charges in 2021 as we attempted to collect additional insurance recoveries related to these receivable losses.

In the fourth quarter of 2021, we successfully collected $ 18.8 million of insurance recoveries related to these internal losses.

In 2022, we did not incur any charges related to the internal loss.

In 2022 and 2023, we did not incur any charges related to the internal loss.

We defined accounts receivable impacted by the embezzlement as accounts receivable recorded as of and prior to the third quarter of 2019.

11 unchanged sentences

Our previous method to estimate currently expected credit losses in receivables (the allowance) was weighted significantly to a review of historical loss rates and specific identification of higher risk customer accounts.

It also considered current and expected economic conditions, particularly the effects of the coronavirus (COVID-19) pandemic, in determining an appropriate allowance.

As many of our regions begin to recover from the pandemic, we have re-assessed those earlier assumptions and estimates.

It also considered current and expected economic conditions, particularly the effects of the COVID-19 pandemic, in determining an appropriate allowance.

As many of our regions began to recover from the pandemic, we re-assessed those earlier assumptions and estimates.

Our updated method now also includes an estimated allowance for accounts receivable significantly past due in order to adjust for at-risk receivables not captured in our previous method.

10 unchanged sentences

New Accounting Standards

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments , which changes the way entities recognize impairment of many financial assets.

This new guidance requires immediate recognition of estimated credit losses expected to occur over the life of the asset and incorporates estimated, forward-looking data when measuring lifetime Expected Credit Losses (ECL).

The standard was designed to provide greater transparency and understanding of credit risk by requiring enhanced financial statement disclosures which fall into three general categories:

ECL estimate methodology and assumptions, quantitative information and metrics, and policy and process explanations.

We adopted the standard using the modified retrospective transition method.

Results for the reporting period beginning January 1, 2020 are presented under ASC 326 while prior period amounts continue to be reported in accordance with previously applicable GAAP.

We recognized a cumulative-effect adjustment decreasing retained earnings by $ 1.7 million on January 1, 2020.

The adoption of the standard also resulted in expanded disclosures related to credit losses (see Note 16).

In August 2018, the FASB issued ASU 2018-13, Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which changes the fair value measurement disclosure requirements.

The amendments in this ASU eliminate some disclosures that are no longer considered cost beneficial, modify/clarify the specific requirements of certain disclosures and add disclosure requirements for Level 3 fair value measurements.

We adopted ASU 2018-13 effective January 1, 2020 and the standard did not have a significant impact on our financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740):

3 unchanged sentences

We recognized a cumulative-effect adjustment increasing retained earnings by $ 0.5 million on January 1, 2021.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , which requires expanded disclosures about significant segment expenses and information used to assess segment performance.

ASU 2023-07 will be effective for us on January 1, 2024 for annual reporting periods.

For interim reporting periods, it will be effective for us on January 1, 2025.

We are currently evaluating the impact that the adoption of this standard will have on our consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures, which expands annual disclosures in an entity’s income tax rate reconciliation table and requires annual disclosures regarding cash taxes paid both in the U.S.

(federal and state) and foreign jurisdictions.

The amendments in this ASU are effective for annual periods beginning after December 15, 2024, although early adoption is permitted.

We are currently evaluating the impact that the adoption of this standard will have on our consolidated financial statements.

Note 2 - Revenue from Contracts with Customers

6 unchanged sentences

Cash-in-transit services include the secure transportation of cash, securities and other valuables between businesses, financial institutions and central banks.

Basic ATM management services include cash replenishment, treasury management and first and second line maintenance.

Basic ATM management services include cash replenishment, treasury management and first line maintenance.

Our global services business provides secure transport of high-value commodities including diamonds, jewelry, precious metals, securities, banknotes, currency, high-tech devices, electronics and pharmaceuticals.

3 unchanged sentences

In addition to providing secure storage, we process deposits, provide check imaging and reconciliation services, perform currency inventory management, process ATM replenishment orders and electronically transmit banking transactions.

Digital Retail Solutions (“DRS”), and ATM Managed Services (“AMS”)

Digital Retail Solutions and ATM Managed Services

DRS and AMS are technology enabled services provided to customers throughout the world.

20 unchanged sentences

Revenue Disaggregated by Reportable Segment and Type of Service

(In millions) Cash and Valuables Management DRS and AMS Total

(In millions)

Cash and Valuables Management DRS and AMS Total

Twelve months ended December 31, 2023

19 unchanged sentences

Total reportable segments 3,669.8 530.4 4,200.2

The majority of our revenues from contracts with customers are earned by providing services and these performance obligations are satisfied over time.

Smaller amounts of revenues are earned from selling goods, such as safes, to customers where the performance obligations are satisfied at a point in time.

Certain of our services involve the leasing of assets, such as safes, to our customers along with the regular servicing of those safe devices.

13 unchanged sentences

For other customer contracts, we may obtain the right to payment or receive customer payments prior to performing the related services under the contract.

When the right to customer payments or receipt of payments precedes our performance, we recognize a contract liability.

When the right to customer payments or receipt of payments precedes our performance, we recognize a contract liability, which is included in accrued liabilities on the consolidated balance sheet.

The opening and closing balances of receivables, contract assets and contract liabilities related to contracts with customers are as follows:

(In millions) Receivables Contract Assets Contract Liabilities

(In millions)

Receivables Contract Assets Contract Liabilities

Opening (January 1, 2023) $ 862.2 12.6 17.0

9 unchanged sentences

The capitalized amounts at December 31, 2023 and December 31, 2022 were $ 3.7 million and $ 3.7 million, respectively.

The amortization expense in 2022 and 2021 was $ 1.3 million and $ 0.7 million, respectfully.

The amortization expense in 2023 and 2022 was $ 2.0 million and $ 1.3 million, respectively.

Practical Expedients

14 unchanged sentences

GAAP, and costs related to global initiatives.

• Other items not allocated to segments - certain significant items such as reorganization and restructuring actions that are evaluated on an individual basis by management and are not considered part of the ongoing activities of the business are excluded from segment results.

We also exclude certain costs, gains and losses related to acquisitions and dispositions of assets and of businesses.

Brink's Argentina is consolidated using our accounting policy for subsidiaries operating in highly inflationary economies.

We have excluded from our segment results the impact of highly inflationary accounting in Argentina, including currency remeasurement losses.

Net charges related to a change in the methodology for estimating the allowance for doubtful accounts have been excluded from segment results.

We have also excluded from our segment results net charges related to an internal loss in our U.S.

global services operations.

The net impact of the internal loss has included estimated bad debt expense for uncollectible receivables as well as legal costs to recover losses from insurance.

The charges related to the internal loss have been offset by collections of previously reserved receivables and insurance recoveries.

We have also excluded from our segment results estimated charges related to an antitrust legal matter in our Brink's Chile operations.

Finally, we have also excluded an estimate of our share of costs for damages and losses suffered by a ship owner that was carrying cargo for Brink's.

• Other items not allocated to segments - certain items that are not considered part of the ongoing activities of the business are excluded from segment results.

See further explanation for each item not allocated to segments on page 78 .

We currently serve customers in more than 100 countries, including 52 countries where we operate subsidiaries.

3 unchanged sentences

• Latin America – operations in Latin American countries where we have an ownership interest, including the BGS line of business,

This segment includes operations in Mexico, which was previously reported in the North America segment,

• Europe – total operations in European countries that primarily provide services outside of the BGS line of business, and

1 unchanged sentence

This segment also includes total operations in European countries that primarily provide BGS services and BGS activity in Latin American countries where we do not have an ownership interest.

Prior to 2021, all business units within the operating segments followed an internal Brink's accounting policy for determining an allowance for doubtful accounts and recognizing bad debt expense.

The allowance amounts reported by the operating segments were then reconciled to the required U.S.

GAAP estimated consolidated allowance amount, and any differences were reported as part of Corporate expenses.

During the first quarter of 2021, we changed the allowance calculation method of the U.S.

business within the North America operating segment, in order to more closely align it with U.S.

GAAP requirements.

Differences between U.S.

GAAP and existing internal policy were not significant for all other business units within the operating segments, and so no other changes were made, and reconciling amounts for those units will continue to be reported as part of Corporate expense.

For the North America segment, the impact of this change in reporting was to reduce the segment allowance and to increase segment operating profit by $ 12.3 million in the first quarter of 2021.

There was no net impact to consolidated results, as a corresponding offsetting adjustment occurred on Corporate expenses.

Revenues Operating Profit

20 unchanged sentences

— — — ( 86.8 ) ( 41.7 ) ( 11.9 )

Change in allowance estimate (e)

Transformation initiatives (e)

— — — ( 5.5 ) — —

Ship loss matter (f)

Non-routine auto loss matter (f)

— — — ( 8.0 ) — —

Chile antitrust matter (g)

Change in allowance estimate (g)

— — — — ( 15.6 ) —

Internal loss (h)

Ship loss matter (h)

— — — — ( 4.9 ) —

Reporting compliance (i)

Chile antitrust matter (i)

— — — ( 0.5 ) ( 1.4 ) ( 9.5 )

Internal loss (j)

— — — — — 21.1

Reporting compliance (k)

— — — ( 0.8 ) — —

Total $ 4,874.6 4,535.5 4,200.2 $ 425.2 361.3 354.7

7 unchanged sentences

Currency remeasurement gains and losses related to peso-denominated monetary assets and liabilities as well as incremental expense related to nonmonetary assets are excluded from segment results.

(e) Represents impact of a change in our methodology to estimate our allowance for doubtful accounts in the first quarter of 2022.

(e) Costs (primarily third party professional services and project management charges) related to a management-directed program to accelerate growth and drive margin expansion through transformation of our business model.

(f) We have estimated a probable loss related to a motor vehicle accident with unique circumstances that resulted in the death of a third party in 2023.

(g) Represents impact of a change in our methodology to estimate our allowance for doubtful accounts in the first quarter of 2022.

See Note 1 and Note 16 for further details.

(f) We have excluded an estimate of our share of costs for damages and losses suffered by a ship owner that was carrying cargo for Brink's.

(g) See details regarding the Chile antitrust matter at Note 23.

(h) See details regarding the impact of the Internal loss at Note 1.

(i) Costs (primarily third party expenses) related to lease accounting standard implementation.

(h) We have excluded an estimate of our share of costs for damages and losses suffered by a ship owner that was carrying cargo for Brink's.

(i) See details regarding the Chile antitrust matter at Note 23.

(j) See details regarding the impact of the Internal loss at Note 1.

(k) Costs (primarily third party expenses) related to material weakness remediation.

Additional information provided at page 30 .

35 unchanged sentences

(In millions) 2023 2022

Long-Lived Assets by Geographic Area (a)

Long-Lived Assets by Significant Country (a)

Mexico $ 135.9 123.1

9 unchanged sentences

(In millions) 2023 2022 2021

Revenues by Geographic Area (a)

Revenues by Significant Country (a)

Outside the U.S.:

3 unchanged sentences

Argentina 207.1 203.9 177.5

Canada 124.5 138.3 129.8

United Kingdom

188.7 107.0 50.3

Netherlands 149.7 124.3 129.3

Canada 118.0 124.5 138.3

Other 1,441.2 1,363.6 1,342.3

6 unchanged sentences

Net assets outside the U.S.

Argentina $ 234.5 216.4

Brazil 231.7 218.1

Mexico 206.1 131.6

France 196.7 195.6

Netherlands 151.8 136.8

Other non-U.S.

markets 1,207.8 1,184.9

by Geographic Area

Latin America (a)

Europe (a)(b)

Middle East, Africa and Asia ("MEAA") (a)(b)

Total $ 2,207.1 2,228.6

(a) Amounts include net assets of Corporate entities domiciled outside the U.S.

(b) European countries that primarily provide BGS services from our Rest of World segment are included in the Europe geographic area.

The remainder of our Rest of World segment primarily represents operations in the MEAA geographic area.

Note 4 - Retirement Benefits

9 unchanged sentences

Components of Net Periodic Pension Cost (Credit)

(In millions) U.S.

(In millions)

Plans Non-U.S.

8 unchanged sentences

Net periodic pension cost (credit) $ ( 13.2 ) ( 1.6 ) 7.7 $ 16.4 13.2 17.9 $ 3.2 11.6 25.6

(a) Settlement losses outside the U.S.

in 2022 and 2021 relate primarily to lump-sum payouts in Canada as well as terminated employees that participate in a Mexican severance indemnity program that is accounted for as a defined benefit plan.

Settlement losses outside the U.S.

in 2020 relate primarily to terminated employees that participate in a Mexican severance indemnity program that is accounted for as a defined benefit plan.

The components of net periodic pension cost other than the service cost component are included in interest and other nonoperating income (expense) in the consolidated statements of operations.

Plans settlement losses to terminated employees that participate in a Mexican severance indemnity program ("Mexico Plan") that is accounted for as a defined benefit plan were offset by a settlement gain related to our defined benefit plan in Ireland, which was terminated during 2023.

Plans settlement losses in 2022 and 2021 relate primarily to lump-sum payouts in Canada as well as terminated employees that participate in the Mexico Plan that is accounted for as a defined benefit plan.

The components of net periodic pension cost and net periodic post-retirement cost other than the service cost component are included in interest and other nonoperating income (expense) in the consolidated statements of operations.

Obligations and Funded Status

Changes in the projected benefit obligation (“PBO”) and plan assets for our pension plans are as follows:

(In millions) U.S.

(In millions)

Plans Non-U.S.

6 unchanged sentences

Plan combinations — — 0.4 0.9 0.4 0.9

Acquisitions — — — 5.9 — 5.9

Curtailments — — ( 0.1 ) ( 0.4 ) ( 0.1 ) ( 0.4 )

1 unchanged sentence

Benefits paid ( 45.2 ) ( 45.0 ) ( 21.4 ) ( 16.1 ) ( 66.6 ) ( 61.1 )

Actuarial gains ( 190.2 ) ( 42.7 ) ( 127.3 ) ( 16.9 ) ( 317.5 ) ( 59.6 )

Divestitures (a)

— — ( 3.7 ) — ( 3.7 ) —

Actuarial (gains) losses

14.8 ( 190.2 ) 33.9 ( 127.3 ) 48.7 ( 317.5 )

Foreign currency exchange effects — — 16.4 ( 25.4 ) 16.4 ( 25.4 )

7 unchanged sentences

Benefits paid ( 45.2 ) ( 45.0 ) ( 21.4 ) ( 16.1 ) ( 66.6 ) ( 61.1 )

Divestitures (a)

— — ( 3.7 ) — ( 3.7 ) —

Foreign currency exchange effects — — 8.1 ( 22.7 ) 8.1 ( 22.7 )

5 unchanged sentences

Net pension liability $ 17.6 30.9 123.8 89.2 141.4 120.1

(a) During 2023, we terminated our defined-benefit pension plan in Ireland.

Other Changes in Plan Assets and Benefit Recognized in Other Comprehensive Income (Loss)

(In millions) U.S.

(In millions)

Plans Non-U.S.

2 unchanged sentences

Beginning of year $ ( 186.7 ) ( 228.3 ) ( 18.9 ) ( 61.3 ) ( 205.6 ) ( 289.6 )

Net actuarial gains arising during the year 17.4 59.2 33.5 10.5 50.9 69.7

Net actuarial gains (losses) arising during the year

( 2.1 ) 17.4 ( 24.0 ) 33.5 ( 26.1 ) 50.9

Reclassification adjustment for amortization of prior actuarial losses included in net income (loss) 1.6 24.2 1.8 5.2 3.4 29.4

6 unchanged sentences

End of year $ — — ( 0.7 ) ( 0.1 ) ( 0.7 ) ( 0.1 )

The net actuarial gains of $ 17.4 million in 2022 and gains of $ 59.2 million in 2021 were mainly driven by changes in the primary U.S.

The net actuarial losses of $ 2.1 million in 2023 and gains of $ 17.4 million in 2022 were mainly driven by changes in the primary U.S.

pension plan.

The 2023 net actuarial losses arose primarily from a lower discount rate at the end of the year ($ 18 million), which was largely offset by higher actual return on assets than expected ($ 13 million).

The 2022 net actuarial gains arose primarily from a higher discount rate at the end of the year ($ 193 million), which was largely offset by lower actual return on assets than expected ($ 173 million).

The 2021 net actuarial gains arose from a higher discount rate at the end of the year ($ 41 million) and higher actual return on assets than expected ($ 17 million).

The net actuarial losses of $ 24.0 million in 2023 were primarily due to lower discount rates at the end of the year ($ 30 million), which were offset by actual return on assets being higher than expected ($ 10 million).

The net actuarial gains of $ 33.5 million in 2022 were primarily due to higher discount rates at the end of the year ($ 133 million), largely offset by actual return on assets being lower than expected ($ 94 million).

The net actuarial gains of $ 10.5 million in 2021 were primarily due to actual return on assets being higher than expected ($ 10 million).

Information Comparing Plan Assets to Plan Obligations

6 unchanged sentences

pension plans was $ 346.6 million in 2023 and $ 304.2 million in 2022.

(In millions) U.S.

(In millions)

Plans Non-U.S.

31 unchanged sentences

Projected benefit payments of the plans in the next 10 years using assumptions in effect at December 31, 2023, are as follows:

(In millions) U.S.

(In millions)

Plans Non-U.S.

8 unchanged sentences

Retirement benefits related to our former U.S.

coal operation include medical benefits provided by the Pittston Coal Group Companies Employee Benefit Plan for UMWA Represented Employees (the “UMWA plans”) as well as costs related to black lung obligations.

coal operation include medical benefits provided by the Pittston Coal Group Companies Employee Benefit Plan for United Mine Workers of America Represented Employees (the “UMWA plans”) as well as costs related to Black Lung obligations.

Components of Net Periodic Postretirement Cost

The components of net periodic postretirement cost related to retirement benefits other than pensions were as follows:

(In millions) UMWA Plans Black Lung and Other Plans Total

(In millions)

UMWA Plans Black Lung and Other Plans Total

Years Ended December 31, 2023 2022 2021 2023 2022 2021 2023 2022 2021

4 unchanged sentences

Amortization of prior service credit ( 11.0 ) ( 4.6 ) ( 4.7 ) ( 0.1 ) ( 0.3 ) ( 0.3 ) ( 11.1 ) ( 4.9 ) ( 5.0 )

Net periodic postretirement cost $ 2.5 10.3 11.5 $ 10.8 12.0 11.9 $ 13.3 22.3 23.4

The components of net periodic postretirement cost other than the service cost component are included in interest and other nonoperating income (expense) in the consolidated statements of operations.

Net periodic postretirement cost (credit)

$ ( 5.1 ) 2.5 10.3 $ 10.3 10.8 12.0 $ 5.2 13.3 22.3

The components of net periodic pension cost and net periodic postretirement cost other than the service cost component are included in interest and other nonoperating income (expense) in the consolidated statements of operations.

Obligations and Funded Status

Changes in the accumulated postretirement benefit obligation (“APBO’) and plan assets related to retirement healthcare benefits are as follows:

(In millions) UMWA Plans Black Lung and Other Plans Total

(In millions)

UMWA Plans Black Lung and Other Plans Total

Years Ended December 31, 2023 2022 2023 2022 2023 2022

10 unchanged sentences

Employer contributions — — 8.0 9.0 8.0 9.0

Net transfers from plan assets ( 3.6 ) — — — ( 3.6 ) —

Net transfers to (from) plan assets

2.7 ( 3.6 ) — — 2.7 ( 3.6 )

Benefits paid ( 19.8 ) ( 20.3 ) ( 8.0 ) ( 9.0 ) ( 27.8 ) ( 29.3 )

6 unchanged sentences

Changes in accumulated other comprehensive income (loss) of our retirement benefit plans other than pensions are as follows:

(In millions) UMWA Plans Black Lung and Other Plans Total

(In millions)

UMWA Plans Black Lung and Other Plans Total

Years Ended December 31, 2023 2022 2023 2022 2023 2022

11 unchanged sentences

End of year $ 69.7 80.7 0.2 0.3 69.9 81.0

The net actuarial gains of $ 15.1 million in 2023 arose primarily due to claim assumptions updates ($ 17 million) and higher actual return on assets than expected ($ 4 million), which were partially offset by lower discount rate at the end of the year ($ 5 million).

The net actuarial gains of $ 58.5 million in 2022 arose primarily due to a higher discount rate at the end of the year ($ 78 million) and favorable medical claims experience ($ 12 million).

1 unchanged sentence

We recognized a prior service credit in 2022 associated with UMWA obligations due to a plan amendment that changed the medical plan to a group Medicare Advantage plan ($ 67 million), which reduced future expected net per capita claims costs.

The net actuarial gains of $ 50.2 million in 2021 arose primarily due to a higher discount rate at the end of the year ($ 23 million), higher actual return on assets than expected ($ 21 million) and favorable medical claims experience ($ 9 million).

Black Lung and Other Plans

We recognized net actuarial losses of $ 3.3 million in 2023.

This was primarily due to a lower discount rate compared to the prior period ($ 2 million).

We recognized net actuarial gains of $ 18.9 million in 2022.

This was primarily due to a higher discount rate compared to the prior period ($ 18 million).

We recognized net actuarial losses of $ 0.6 million in 2021.

This was primarily due to updates to the black lung census data ($ 10 million), largely offset by a higher discount rate compared to the prior period ($ 4 million), and favorable medical claims experience ($ 4 million).

See Mortality Tables for our U.S.

15 unchanged sentences

7.0 % for 2023 declining to 5.0 % in 2031 and thereafter).

For the black lung obligation, the assumed healthcare cost trend rate used to compute the 2022 APBO was 5.0 %.

For the black lung obligation, the assumed healthcare cost trend rate used to compute the 2023 APBO was 5.0 % (in 2022:

Other plans in the U.S.

provide for fixed-dollar value coverage for eligible participants and, accordingly, are not adjusted for inflation.

For the Canadian plan, the assumed healthcare cost trend rate used to compute the 2022 APBO is 7.0 % for 2023, declining to 5.0 % in 2031.

For the Brazilian plan, the assumed healthcare cost trend rate used to compute the 2022 APBO is 4.8 %.

For the Canadian plan, the assumed healthcare cost trend rate used to compute the 2023 APBO is 6.8 % for 2024, declining to 5.0 % in 2031 (in 2022:

7.0 % for 2023, declining to 5.0 % in 2031).

For the Brazilian plan, the assumed healthcare cost trend rate used to compute the 2023 APBO is 4.8 % (in 2022:

We provide healthcare benefits to our UMWA retirees who are eligible for the Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the “Medicare Act”) subsidy reimbursement under an employer group waiver plan (“EGWP”).

9 unchanged sentences

Projected benefit payments of the plans in the next 10 years using assumptions in effect at December 31, 2023, are as follows:

(In millions) UMWA Plans Black Lung and Other Plans Total

(In millions)

UMWA Plans Black Lung and Other Plans Total

2024 $ 18.5 9.6 28.1

95 unchanged sentences

In 2018, the UMWA plans re-locked their energy debt investment for another three years , which expired in 2022.

We did not re-lock the energy debt investment as the fund will be liquidated in 2023.

We did not re-lock the energy debt investment as the fund intends to be fully liquidated in 2024.

The global private equity investment cannot be redeemed due to the nature of the underlying investments.

35 unchanged sentences

Some of these funds use a dynamic asset allocation investment strategy seeking to generate total return over time by selecting investments from among a broad range of asset classes, investing primarily through the use of derivatives.

(b) This category represents actively managed mutual funds that seek to duplicate the risk and return characteristics of an intermediate to a long-term fixed-income security portfolio with an approximate duration of 10 to15 years and longer.

This is achieved by using an intermediate duration credit bond fund and a long duration credit bond mutual fund.

This category also includes Canadian-dollar denominated zero-coupon securities issued by the Canadian Federal and Provincial governments, and agencies thereof.

(b) This category seeks to duplicate the risk and return characteristics of an intermediate to a long-term fixed-income security portfolio with an approximate duration of 10 to15 years and longer.

This is achieved by using a mix of actively managed fixed income mutual funds, which invest in bonds issued by Canadian issuers, as well as Canadian-dollar denominated zero-coupon securities issued by the Canadian Federal and Provincial governments, and agencies thereof.

(c) This category is primarily designed to generate income and exhibit volatility similar to that of the Sterling denominated bond market.

17 unchanged sentences

Plans - Fair Value Measurements

(In millions) December 31, 2022 December 31, 2021

(In millions)

December 31, 2023 December 31, 2022

Quoted prices in active markets for identical assets (Level 1) $ 95.2 88.2

19 unchanged sentences

We record expense for amounts that we contribute on behalf of employees, usually in the form of matching contributions.

Prior to April 1, 2020, we matched the first 2 % of employees’ eligible contributions to our U.S.

In April 2020, we temporarily suspended matching contributions.

Effective January 1, 2021, the plan reinstated the Company-matching contribution to match the first 2 % of employees' eligible contributions to our U.S.

We matched the first 2 % of employees' eligible contributions to our U.S.

Our matching contribution expense is as follows:

29 unchanged sentences

Other comprehensive income (loss) ( 4.5 ) 55.9 55.3

Equity — — ( 0.6 )

Comprehensive provision for income taxes $ 135.2 96.4 176.2

14 unchanged sentences

Acquisition costs 0.2 — 0.5

Other 1.9 2.8 4.3

( 2.1 ) 1.9 2.8

Actual income tax rate on continuing operations 59.0 % 18.3 % 51.1 %

(a) No individual item is above a 5% threshold.

Components of Deferred Tax Assets and Liabilities

50 unchanged sentences

operations will no longer annually be generating new foreign tax credits in excess of its annual foreign tax credit utilization limit.

As a result, we expect to be able to utilize a substantial amount of our foreign tax credit and general business tax credit carryforwards to offset future tax prior to their expiration..

As a result, we expected to be able to utilize a substantial amount of our foreign tax credit and general business tax credit carryforwards to offset future tax prior to their expiration.

The 2023 change in judgment includes the impact of Internal Revenue Notices which provide relief for foreign taxes paid in any taxable year beginning on or after December 28, 2021, and ending before the date that a notice or other guidance withdrawing or modifying the temporary relief is issued (or any later date specified in such notice or other guidance).

We determined a significant amount of the post-2021 foreign withholding taxes will now be eligible for U.S.

foreign income tax credit treatment and therefore our U.S.

operations will annually be generating new foreign tax credits which should be creditable in the year generated.

As a result, we no longer expect to be able to utilize a substantial amount of our foreign tax credit carryforwards to offset the future tax prior to their expiration.

Net Operating Losses

1 unchanged sentence

The tax benefit of net operating loss carryforwards, before valuation allowances, as of December 31, 2023, was $ 57.2 million, and expires as follows:

(In millions) Federal State Foreign Total

(In millions)

Federal State Foreign Total

Years of expiration

2 unchanged sentences

2034 and thereafter

— 11.6 5.2 16.8

Unlimited 1.2 2.2 33.5 36.9

15 unchanged sentences

Included in the balance of unrecognized tax benefits at December 31, 2023, are potential benefits of approximately $ 20.1 million that, if recognized, will reduce the effective tax rate on income from continuing operations.

We recognize accrued interest and penalties related to unrecognized tax benefits in the provision (benefit) for income taxes.

We recognize accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes.

We reverse interest and penalty accruals when a statute of limitation lapses or when we otherwise conclude the amounts should not be accrued.

22 unchanged sentences

Note 7 - Acquisitions and Dispositions

In 2022, we acquired United Kingdom-based business operations that manage ATMs and we acquired net assets from an ATM and cash management solutions company in the U.S., which we have accounted for as a business combination.

In 2022, we acquired United Kingdom-based business operations that manage ATMs.

We also acquired net assets from an ATM and cash management solutions company in the U.S., which we have accounted for as a business combination.

See details of the 2022 acquisitions below.

In 2021, we completed the acquisition of operations from G4S plc (“G4S”) and acquired PAI Midco, Inc.

In 2020, we acquired multiple business operations from G4S at different times during the year.

We accounted for these acquisitions as business combinations using the acquisition method.

7 unchanged sentences

NoteMachine generated approximately $ 150 million in revenues in the twelve month period prior to the acquisition.

We estimated fair values for the assets purchased, liabilities assumed and purchase consideration as of the date of the acquisition in the following table.

We estimated fair values for the assets purchased, liabilities assumed and purchase consideration as of the date of the acquisition.

The determination of estimated fair value required management to make significant estimates and assumptions.

The amounts reported are considered provisional as we are completing the valuations that are required to allocate the purchase price in areas such as intangible assets, property and equipment, deferred tax assets and liabilities and goodwill.

As a result, the allocation of the provisional purchase price may change in the future.

(In millions) Estimated Fair Value at Acquisition Date

We finalized our purchase price accounting for NoteMachine in the third quarter of 2023.

(In millions)

Estimated Fair Value at Acquisition Date

Fair value of purchase consideration

Cash paid through December 31, 2022 $ 178.9

Contingent consideration 14.8

Purchase consideration, excluding contingent consideration $ 179.4

Contingent consideration at acquisition-date fair value (a)

Fair value of purchase consideration $ 194.2

4 unchanged sentences

Property and equipment, net 38.2

Intangible assets (a)

Intangible assets (b)

Other noncurrent assets 11.1

2 unchanged sentences

Fair value of net assets acquired $ 194.2

(a) Intangible assets are composed of customer relationships ($ 47 million fair value and 13 year amortization period), developed technology ($ 27 million fair value and 12 year amortization period) and a trade name ($ 10 million fair value and 5 year amortization period).

(b) Consists of intangible assets that do not qualify for separate recognition, combined with synergies expected from integrating NoteMachine's operations with our existing Brink's operations.

(a) The contingent consideration has three components.

The largest component was based on post-acquisition collections of ATM tax rate rebates from municipal governments in the U.K.

The consideration was estimated at $ 10.5 million at the acquisition date.

Through December 31, 2023, approximately $ 10 million has been paid to the seller for this component.

A smaller component was based on post-acquisition increases in the ATM cash withdrawal interchange fees through June 30, 2023.

The consideration was estimated at $ 4.3 million at the acquisition date.

The post-acquisition fee increases did not occur and the liability was derecognized in the second quarter of 2023 resulting in a $ 4.8 million gain classified as other operating income (expense) in the consolidated statements of operations.

(b) Intangible assets are composed of customer relationships ($ 47 million fair value and 13 year amortization period), developed technology ($ 27 million fair value and 12 year amortization period) and a trade name ($ 10 million fair value and 5 year amortization period).

(c) Consists of intangible assets that do not qualify for separate recognition, combined with synergies expected from integrating NoteMachine's operations with our existing Brink's operations.

Goodwill of $ 63 million has been assigned to the Europe reporting unit and goodwill of $ 1 million has been assigned to the North America reporting unit.

3 unchanged sentences

We have determined that this acquisition represents a business combination and we have recorded acquired assets and liabilities at estimated fair value.

The purchase consideration is approximately $ 15 million.

The purchase consideration was approximately $ 15 million.

PAI, Midco Inc.

5 unchanged sentences

We finalized our purchase price accounting for PAI in the first quarter of 2022.

There were no material changes in 2022 to the amounts previously

(In millions) Estimated Fair Value at Acquisition Date

There were no material changes in 2022 to the amounts previously disclosed.

(In millions)

Estimated Fair Value at Acquisition Date

Fair value of purchase consideration

Cash paid through December 31, 2022 $ 215.5

Fair value of purchase consideration $ 215.5

34 unchanged sentences

There were no material changes in 2022 to the amounts previously disclosed.

(In millions) Estimated Fair Value at Acquisition Date

(In millions)

Estimated Fair Value at Acquisition Date

Fair value of purchase consideration

23 unchanged sentences

Actual and Pro Forma (unaudited) disclosures

The pro forma consolidated results of Brink’s presented below are unaudited and reflect a hypothetical ownership on January 1, 2020 of the businesses we acquired during 2021 and a hypothetical ownership on January 1, 2021 for the businesses we acquired in 2022.

(In millions) Revenue Net income attributable to Brink's

Below are the actual results included in Brink's consolidated results for the 2022 NoteMachine acquisition.

(In millions)

Revenue Net income attributable to Brink's

Actual results included in Brink's consolidated 2023 and 2022 results for businesses acquired in the same year from the date of acquisition

3 unchanged sentences

Twelve months ended December 31, 2022

NoteMachine $ 35.2 2.1

Total $ 35.2 2.1

(In millions) Revenue Net income attributable to Brink's

The pro forma consolidated results of Brink’s presented below are unaudited and reflect a hypothetical ownership on January 1, 2021 of the businesses we acquired during 2022.

(In millions)

Revenue Net income attributable to Brink's

Pro forma results of Brink's for the twelve months ended December 31,

16 unchanged sentences

Upon the acquisition approval by the National Antitrust Authority, the national teamster unions demanded that Maco employees be paid severance benefits as if the employees had been terminated in 2022 and then immediately rehired by Brink's Argentina without their seniority.

Brink's Argentina management has finalized negotiations with the Maco Transportadora and Maco Litoral unions and has agreed to pay amounts to the union members.

In 2022, we recognized a $ 12.5 million charge in connection with these negotiations.

Due to the fact that management has excluded this amount when evaluating internal performance, we have excluded it from segment results.

Brink's Argentina management finalized negotiations with the Maco unions and has agreed to pay amounts to the union members in monthly installments through June 2024.

We recognized $ 12.5 million in related costs in 2022.

In 2023, we recognized a $ 4.9 million charge for an inflation-adjusted labor increase to the expected payments.

Changes in the liability as a result of currency-related remeasurement are reflected in our operating results as described in Note 1.

Changes in the liability as a result of labor rate increases are reflected as acquisition-related costs.

Due to the fact that management has excluded this amount when evaluating internal performance, we have excluded the amounts from segment results.

Acquisition costs

1 unchanged sentence

These costs are classified in the consolidated statements of operations as selling, general and administrative expenses.

On January 1, 2020 , we sold 100 % of our ownership interest in a French security services company for a net sales price of approximately $ 11 million.

We recognized a $ 4.5 million gain on the sale of this business in 2020, which is reported in interest and other nonoperating income (expense) in the consolidated statements of operations.

The French security services company was part of the Europe reportable segment and reported revenues of $ 3 million in 2019.

Note 8 - Goodwill and Other Intangible Assets

9 unchanged sentences

Total Goodwill $ 1,450.9 1.4 21.5 1,473.8

(a) Includes adjustments related to the finalization of valuations in prior year acquisitions ($ 0.8 million decrease in North America and $ 0.1 million decrease in Rest of World ).

(a) Includes adjustments related to the finalization of valuations in prior year acquisitions ($ 1.9 million increase in Europe).

December 31, 2022

7 unchanged sentences

Total Goodwill $ 1,411.7 67.0 ( 27.8 ) 1,450.9

(a) Includes adjustments related to the finalization of valuations in prior year acquisitions ($ 0.1 million increase in North America, $ 9.6 million decrease in Europe and $ 4.8 million decrease in Rest of World ).

(a) Includes adjustments related to the finalization of valuations in prior year acquisitions ($ 0.8 million decrease in North America and $ 0.1 million decrease in Rest of World ).

Intangible Assets

11 unchanged sentences

(In millions)

2024 2025 2026 2027 2028

Amortization expense $ 54.8 54.2 51.9 49.1 46.1

9 unchanged sentences

Sale-type lease receivables $ 82.3 66.3

Marketable securities 39.3 24.1

Loans held for investment (see Note 20) 38.6 12.0

Deposits 30.4 27.4

Loans held for investment (see Note 20) 25.2 38.6

Marketable securities 16.9 39.3

Prepaid pension assets 15.1 17.7

9 unchanged sentences

Benefit plan adjustments $ ( 17.4 ) 4.3 2.2 ( 0.6 ) ( 11.5 )

Foreign currency translation adjustments (b)

Foreign currency translation adjustments 65.6 4.0 ( 5.2 ) 1.2 65.6

Gains (losses) on available-for-sale securities

( 0.8 ) ( 3.7 ) 5.0 ( 1.7 ) ( 1.2 )

Unrealized gains (losses) on available-for-sale securities ( 1.2 ) 0.5 0.3 ( 0.1 ) ( 0.5 )

Gains (losses) on cash flow hedges 1.9 ( 0.8 ) ( 11.3 ) 1.8 ( 8.4 )

8 unchanged sentences

63.4 4.0 ( 5.2 ) 1.2 63.4

Unrealized gains (losses) on available-for-sale securities (c)

Gains (losses) on available-for-sale securities (c)

( 0.8 ) ( 3.7 ) 5.0 ( 1.7 ) ( 1.2 )

5 unchanged sentences

Foreign currency translation adjustments ( 6.5 ) 2.7 ( 5.8 ) 1.4 ( 8.2 )

Unrealized gains (losses) on available-for-sale securities ( 0.1 ) — — — ( 0.1 )

Gains (losses) on available-for-sale securities

( 1.2 ) 0.5 0.3 ( 0.1 ) ( 0.5 )

Gains (losses) on cash flow hedges 25.2 ( 0.8 ) 12.4 ( 4.1 ) 32.7

8 unchanged sentences

( 13.2 ) 2.7 ( 5.8 ) 1.4 ( 14.9 )

Unrealized gains (losses) on available-for-sale securities (c)

Gains (losses) on available-for-sale securities (c)

( 1.2 ) 0.5 0.3 ( 0.1 ) ( 0.5 )

4 unchanged sentences

Amounts Arising During the Current Period Amounts Reclassified to Net Income (Loss)

(In millions) Pretax Income Tax Pretax Income Tax Total Other Comprehensive Income (Loss)

Pretax Income Tax Pretax Income Tax Total Other Comprehensive Income (Loss)

Amounts attributable to Brink's:

1 unchanged sentence

Foreign currency translation adjustments ( 52.6 ) ( 6.8 ) ( 4.1 ) 1.0 ( 62.5 )

Gains (losses) on available-for-sale securities

( 0.1 ) — — — ( 0.1 )

Gains (losses) on cash flow hedges 8.1 ( 2.5 ) 11.0 ( 2.7 ) 13.9

8 unchanged sentences

( 54.8 ) ( 6.8 ) ( 4.1 ) 1.0 ( 64.7 )

Gains (losses) on available-for-sale securities (c)

( 0.1 ) — — — ( 0.1 )

Gains (losses) on cash flow hedges (d)

9 unchanged sentences

Interest and other nonoperating income (expense) 0.5 16.7 38.7

(b) 2022 foreign currency translation adjustment amounts reflect primarily the devaluation of the British pound and the Chilean peso, partially offset by appreciation of the Mexican peso and the Brazilian real.

(b) 2023 foreign currency translation adjustment amounts reflect primarily the appreciation of the Mexican peso, the Brazilian real, the British pound, and the euro.

2022 foreign currency translation adjustment amounts reflect primarily the devaluation of the British pound and the Chilean peso, partially offset by appreciation of the Mexican peso and the Brazilian real.

2021 foreign currency translation adjustment amounts reflect primarily the devaluation of the euro, the Chilean peso, the Brazilian real and the Mexican peso.

2020 foreign currency translation adjustment amounts reflect primarily the appreciation of the euro and various currencies related to the G4S acquisition, partially offset by the devaluation of the Brazilian real, the Mexican peso and the Colombian peso.

(c) Gains and losses on sales of available-for-sale debt securities are reclassified from accumulated other comprehensive income (loss) to the consolidated statements of operations when the gains or losses are realized.

(c) Unrealized gains and losses on available-for-sale debt securities are initially recognized in accumulated other comprehensive income (loss).

When sold, gains and losses are then realized and reclassified to the consolidated statement of operations in the same period.

Pretax amounts are classified in the consolidated statements of operations as interest and other income (expense).

We realized a $ 5.0 million loss in 2023, a $ 0.3 million loss in 2022 and no gain or loss in 2021 on sales of available-for-sale debt securities.

(d) Pretax gains and losses on cash flow hedges are classified in the consolidated statements of operations as

• other operating income (expense) ($ 8.9 million loss in 2022, $ 0.1 million gain in 2021 and $ 22.1 million gain in 2020.)

• interest expense ($ 3.5 million of expense in 2022, $ 11.1 million of expense in 2021 and $ 9.8 million in 2020.)

• other operating income (expense) ($ 7.8 million loss in 2023, $ 8.9 million loss in 2022 and $ 0.1 million gain in 2021.)

• interest expense ($ 19.1 million reduction to expense in 2023, $ 3.5 million of expense in 2022 and $ 11.1 million in 2021.)

The changes in accumulated other comprehensive loss attributable to Brink’s are as follows:

(In millions) Benefit Plan Adjustments Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities Gains (Losses) on Cash Flow Hedges Total

(In millions)

Benefit Plan Adjustments Foreign Currency Translation Adjustments Gains (Losses) on Available-for-Sale Securities

Gains (Losses) on Cash Flow Hedges Total

Balance as of December 31, 2020 $ ( 614.8 ) ( 363.2 ) — ( 22.0 ) ( 1,000.0 )

6 unchanged sentences

Other comprehensive income (loss) attributable to Brink's 183.3 ( 8.2 ) ( 0.5 ) 32.7 207.3

Acquisitions of noncontrolling interests — 0.1 — — 0.1

Balance as of December 31, 2022 ( 290.7 ) ( 433.8 ) ( 0.6 ) 24.6 ( 700.5 )

2 unchanged sentences

Other comprehensive income (loss) attributable to Brink's ( 11.5 ) 65.6 ( 1.2 ) ( 8.4 ) 44.5

Acquisitions of noncontrolling interests — 0.1 — — 0.1

Balance as of December 31, 2023 $ ( 302.2 ) ( 368.2 ) ( 1.8 ) 16.2 ( 656.0 )

21 unchanged sentences

Accordingly, changes in their fair value are recorded immediately in earnings.

At December 31, 2022, the fair value of our short term foreign currency contracts was a net liability of approximately $ 7.0 million, of which $ 3.5 million was included in prepaid expenses and other and $ 10.5 million was included in accrued liabilities on the consolidated balance sheet.

At December 31, 2021, the fair value of these foreign currency contracts was a net asset of approximately $ 1.9 million, of which $ 3.4 million was included in prepaid expenses and other and $ 1.5 million was included in accrued liabilities on the consolidated balance sheet.

At December 31, 2023, the fair value of our short term foreign currency contracts was a net liability of $ 1.1 million, of which $ 8.7 million was included in prepaid expenses and other and $ 9.8 million was included in accrued liabilities on the consolidated balance sheet.

At December 31, 2022, the fair value of these foreign currency contracts was a net liability of $ 7.0 million, of which $ 3.5 million was included in prepaid expenses and other and $ 10.5 million was included in accrued liabilities on the consolidated balance sheet.

Amounts under these contracts were recognized in other operating income (expense) as follows:

1 unchanged sentence

(In millions) 2023 2022 2021

Derivative instrument gains (losses) included in other operating income (expense) $ 42.0 24.2 ( 3.0 )

Derivative instrument losses included in other nonoperating income (expense) (a)

(a) Represents net losses on foreign currency forward contracts related to acquisitions of business operations from G4S in 2020.

In the first quarter of 2019, we entered into a long term cross currency swap contract to hedge exposure in Brazilian real, which is designated as a cash flow hedge for accounting purposes.

Accordingly, changes in the fair value of the cash flow hedge are initially recorded in the gains (losses) on cash flow hedges component of accumulated other comprehensive income (loss).

We immediately reclassify from accumulated other comprehensive income (loss) to earnings an amount to offset the remeasurement recognized in earnings associated with the respective intercompany loan.

Additionally, we reclassify amounts from accumulated other comprehensive income (loss) to interest expense amounts that are associated with the interest rate differential between a U.S.

Derivative instrument gains included in other operating income (expense)

$ 21.3 42.0 24.2

In the first quarter of 2019, we entered into a long term cross currency swap contract to hedge exposure in Brazilian real.

This cross currency swap contract matured and was fully settled in the fourth quarter of 2023.

The swap contract was designated as a cash flow hedge for accounting purposes and changes in the fair value of the cash flow hedge were initially recorded in the gains (losses) on cash flow hedges component of accumulated other comprehensive income (loss).

We immediately reclassified from accumulated other comprehensive income (loss) to earnings an amount to offset the remeasurement recognized in earnings associated with the respective intercompany loan.

Additionally, we reclassified amounts from accumulated other comprehensive income (loss) to interest expense that were associated with the interest rate differential between a U.S.

dollar denominated intercompany loan and a Brazilian real denominated intercompany loan.

At December 31, 2022, the notional value of this long term contract was $ 53 million with a weighted-average maturity of 0.6 years.

At December 31, 2022, the fair value of the long term cross currency swap contract was an asset of $ 14.6 million and was included in prepaid expenses and other on the consolidated balance sheet.

At December 31, 2021, the fair value of the long term cross currency swap contract was a $ 26.3 million net asset, of which a $ 5.8 million asset is included in prepaid expenses and other and a $ 20.5 million asset is included in other assets on the consolidated balance sheet.

Amounts under this contract were recognized in other operating income (expense) to offset transaction gains or losses and in interest expense as follows:

At December 31, 2022, the fair value of this cross currency swap contract was an asset of $ 14.6 million and was included in prepaid expenses and other on the consolidated balance sheet.

Before final settlement occurred in the fourth quarter of 2023, amounts under this contract were recognized in other operating income (expense) to offset transaction gains or losses and in interest expense as follows:

Twelve Months Ended December 31,

(In millions) 2023 2022 2021

Derivative instrument gains included in other operating income (expense) $ ( 8.9 ) 0.2 22.1

Offsetting transaction gains 8.9 ( 0.2 ) ( 22.1 )

Derivative instrument gains (losses) included in other operating income (expense) $ ( 7.9 ) ( 8.9 ) 0.2

Offsetting transaction gains (losses) 7.9 8.9 ( 0.2 )

Derivative instrument losses included in interest expense ( 0.8 ) ( 1.3 ) ( 1.3 )

Net derivative instrument gains (losses) ( 10.2 ) ( 1.1 ) 20.2

In the first quarter of 2019, we entered into ten interest rate swaps that hedge cash flow risk associated with changes in variable interest rates and that are designated as cash flow hedges for accounting purposes.

Net derivative instrument losses

( 8.7 ) ( 10.2 ) ( 1.1 )

In the first quarter of 2019, we entered into ten interest rate swaps with a maturity date of January 2024.

These interest rate swaps hedge cash flow risk associated with changes in variable interest rates and that are designated as cash flow hedges for accounting purposes.

Accordingly, changes in the fair value of these cash flow hedges are initially recorded in the gains (losses) on cash flow hedges component of accumulated other comprehensive income (loss).

1 unchanged sentence

At December 31, 2023, the notional value of these contracts was $ 400 million with a remaining weighted-average maturity of 0.1 years.

At December 31, 2023, the fair value of these interest rate swaps was a net asset of $ 1.1 million which was included in prepaid expenses and other on the consolidated balance sheet.

At December 31, 2022, the fair value of these interest rate swaps was a net asset of $ 10.0 million, of which $ 9.3 million was included in prepaid expenses and other and $ 0.7 million was included in other assets on the consolidated balance sheet.

At December 31, 2021, the fair value of these interest rate swaps was a net liability of $ 13.9 million, of which $ 8.3 million was included in accrued liabilities and $ 5.6 million was included in other liabilities on the consolidated balance sheet.

In the first quarter of 2022, we entered into four forward-starting interest rate swaps that hedge cash flow risk associated with changes in variable interest rates and that were designated as cash flow hedges for accounting purposes.

5 unchanged sentences

As of the July 2022 termination date of the four previous interest rate swaps, a cumulative net gain of $ 9.2 million was recorded in accumulated other comprehensive income (loss).

This amount will be reclassified to earnings as forecasted interest payments occur through the original maturity date in July 2030.

This amount is reclassified to earnings as forecasted interest payments occur through the original maturity date in July 2030.

The three new interest rate swaps had an inception date fair value equal to a $ 9.2 million asset, approximating the settlement value of the four previous interest rate swaps.

2 unchanged sentences

At December 31, 2023, the notional value of these contracts was $ 200 million with a remaining weighted-average maturity of 1.8 years.

December 31, 2022, the fair value of these interest rate swaps was a net asset of $ 16.4 million of which $ 6.0 million was included in

prepaid expenses and other and $ 10.4 million was included in other assets on the consolidated balance sheet.

At December 31, 2023, the fair value of these interest rate swaps was a net asset of $ 12.2 million, of which $ 5.8 million was included in prepaid expenses and other and $ 6.4 million was included in other assets on the consolidated balance sheet.

At December 31, 2022, the fair value of these interest rate swaps was a net asset of $ 16.4 million, of which $ 6.0 million was included in prepaid expenses and other and $ 10.4 million was included in other assets on the consolidated balance sheet.

In the fourth quarter of 2022, we entered into two interest rate swaps with a maturity date of June 2027.

4 unchanged sentences

December 31, 2023, the fair value of these interest rate swaps was a net asset of $ 0.1 million, of which $ 1.9 million was included in prepaid expenses and other and $ 1.8 million was included in other liabilities on the consolidated balance sheet.

At December 31, 2022, the fair value of these interest rate swaps was a net asset of $ 1.0 million of which $ 2.0 million was included in prepaid expenses and other and $ 1.0 million was included in other liabilities on the consolidated balance sheet.

In the second quarter of 2023, we entered into eight forward-starting interest rate swaps which became effective in January 2024.

The forward-starting interest rate swaps have a maturity date in June 2027.

These swaps are intended to replace the existing $ 400 million interest rate swaps that matured on the same date in January 2024 that the forward-starting swaps became effective.

These swaps are intended to hedge cash flow risk associated with changes in variable interest rates and were designated as cash flow hedges for accounting purposes.

Accordingly, changes in the fair value of these cash flow hedges are initially recorded in the gains (losses) on cash flow hedges component of accumulated other comprehensive income (loss).

At December 31, 2023, the notional value of these contracts was $ 400 million with a remaining weighted-average maturity of 1.8 years.

At December 31, 2023, the fair value of these interest rate swaps was an asset of $ 5.7 million, of which $ 5.4 million was included in prepaid expenses and other and $ 0.3 million was included in other assets on the consolidated balance sheet.

In the second quarter of 2021, we entered into ten cross currency swaps to hedge a portion of our net investments in certain of our subsidiaries with euro functional currencies.

2 unchanged sentences

We have elected to exclude the spot-forward difference from the assessment of hedge effectiveness and are amortizing this amount separately on a straight-line basis over the term of these cross currency swaps.

In July 2022, we terminated these cross currency swap contracts and received $ 67 million in cash for the fair value of the derivative assets at the settlement date.

In the third quarter of 2022, we terminated these cross currency swap contracts and received $ 67 million in cash for the fair value of the derivative assets at the settlement date.

We subsequently entered into a total of nine cross currency swaps with a total notional value of $ 400 million to hedge a portion of our net investment in certain of our subsidiaries with euro functional currencies.

1 unchanged sentence

We have designated these swaps as net investment hedges for accounting purposes.

In the third quarter of 2023, we entered into a zero cost foreign exchange collar contract with a $ 215 million notional amount and a May 2026 expiration date.

We sold a put option with a lower strike price and bought a call option with a higher strike price to manage the foreign exchange risk related to the final settlement of the $ 215 million notional cross currency swaps.

Upon the execution of the zero cost foreign exchange collar contract, we de-designated the existing $ 215 million notional cross currency swaps and re-designated the combined $ 215 million notional cross currency swaps and zero cost collar into a new hedging instrument.

At re-designation, the existing $ 215 million notional cross currency swaps had a non-zero fair value representing an off-market component of the participating cross currency swaps.

The off-market value is being ratably amortized into earnings through May 2026.

The combined cross currency swaps and zero cost collar has been designated as a net investment hedge for accounting purposes.

At December 31, 2023, the notional value of these cross currency swap contracts was $ 400 million with a remaining weighted average maturity of 2.0 years for the cross currency swaps maturing in May 2026 and a remaining weighted average maturity of 6.3 years for the cross currency swaps maturing in April 2031.

At December 31, 2022, the fair value of these currency swaps was a net liability of $ 11.7 million, of which $ 5.6 million was included in prepaid expenses and other and $ 17.3 million was included in other liabilities on the consolidated balance sheet.

At December 31, 2021, the fair value of these cross currency swaps was a net asset of $ 28.5 million, of which $ 6.0 million was included in prepaid expenses and other and $ 22.5 million was included in other assets on the consolidated balance sheet.

The effect of the interest rate swaps and the amortization of the spot-forward difference on the net investment hedges cross currency swaps is

included in interest expense as follows:

At December 31, 2023, the fair value of these cross currency swaps was a net liability of $ 34.6 million, of which $ 5.6 million was included in prepaid expenses and other and $ 40.2 million was included in other liabilities on the consolidated balance sheet.

At December 31, 2022, the fair value of these cross currency swaps was a net liability of $ 11.7 million, of which $ 5.6 million was included in prepaid expenses and other and $ 17.3 million was included in other liabilities on the consolidated balance sheet.

At December 31, 2023, the fair value of the zero cost collar was an asset of $ 0.1 million included in other assets on the consolidated balance sheet.

In the fourth quarter of 2023, we entered into a foreign exchange forward swap contract to hedge a portion of our net investments in certain of our subsidiaries with Hong Kong dollar functional currencies.

As the contract is designated as a net investment hedge for accounting purposes, we will use the spot method to assess effectiveness of this derivative contract.

We will record changes in fair value attributable to changes in the Hong Kong dollar undiscounted spot rates in the foreign currency translation adjustments component of accumulated other comprehensive income (loss) with amounts remaining in accumulated comprehensive income (loss) until the hedged net investments are sold or substantially liquidated.

At December 31, 2023, the notional value of this foreign exchange forward swap contract was $ 55 million with a remaining weighted average maturity of 0.9 years.

At December 31, 2023, the fair value of this derivative contract was an asset of $ 0.1 million which was included in prepaid expenses and other on the consolidated balance sheet.

The effect of the interest rate swaps and the amortization of the spot-forward difference on the net investment hedges cross currency swaps and foreign exchange forward swap contract is included in interest expense as follows:

Twelve Months Ended December 31,

6 unchanged sentences

which we have categorized as a Level 2 valuation.

The majority of cash flows associated with our forward and swap contracts are included as changes in other operating activities in the consolidated statements of cash flows.

If a contract has a significant financing element, cash flows are included within the financing activities section of the consolidated statements of cash flows.

Contingent Consideration

3 unchanged sentences

The fair value of the contingent consideration is the full $ 22 million that remains potentially payable as of December 31, 2023 as we believe it is unlikely that the contingent consideration payments will be reduced.

In the fourth quarter of 2022, we acquired NoteMachine and recognized a payable for contingent consideration, which consists of two components.

The first component is a payable based on post-acquisition increases in ATM cash withdrawal interchange fees through June 30, 2023.

The fair value of this payable was estimated at $ 4.3 million as of the October 3, 2022 acquisition date.

In the fourth quarter of 2022, we acquired NoteMachine and recognized a payable for contingent consideration, consisting of two components.

The first component was a payable based on post-acquisition increases in ATM cash withdrawal interchange fees through June 30, 2023.

This payable was written off in the second quarter of 2023 as no increases in the fee occurred through June 30, 2023.

The $ 4.8 million gain is classified as other operating income (expense) in the consolidated statements of operations.

The second component is a payable contingent on our post-acquisition collection of ATM tax rate rebates from municipal governments in the U.K.

The fair value of this payable was estimated at $ 10.5 million as of the October 3, 2022 acquisition date.

Approximately $ 10 million of the contingent consideration has been paid through December 31, 2023, and we do not expect any material change to the payable estimated as of the acquisition date.

Other Financial Instruments

4 unchanged sentences

(In millions) 2023 2022

Cash supply chain deposit liability (a)

$ 167.8 156.3

Cash held by cash management services operations (b)

Payroll and other employee liabilities 151.9 175.8

Cash supply chain deposit liability 156.3 139.9

Taxes, except income taxes 134.9 127.0

Cash held by cash management services operations (a)

Operating lease liabilities 79.5 74.7

Income taxes payable 37.8 25.7

Accrued interest 34.5 31.7

1 unchanged sentence

ATM surcharge/interchange payables 27.7 26.6

Income taxes payable 25.7 43.1

Acquisition and disposition related obligations 21.4 12.3

Contract liability 21.4 17.0

Retirement benefits (see Note 4) 16.4 15.9

Retirement benefits

Chile antitrust matter (c)

Derivative instruments 9.8 10.5

Chile antitrust matter (b)

OASDI Tax (CARES Act) Liability — 10.7

Acquisition and disposition related obligations 2.0 21.4

Other 233.8 210.8

Accrued liabilities $ 1,126.9 1,019.4

(a) Title to cash received and processed in certain of our secure cash management services operations transfers to us for a short period of time.

(a) In France, we offer services to certain customers requiring us to take temporary title to the cash received from the management of our customers' cash supply chains.

The cash for which we have temporary title is restricted and cannot be used for any other purpose other than to service our customers who participate in this service offering.

(b) Title to cash received and processed in certain of our secure cash management services operations transfers to us for a short period of time.

The cash is generally credited to customers’ accounts the following day and we record a liability while the cash is in our possession.

(b) See Note 23 for more information on the Chile antitrust matter.

Note 14 - Other Liabilities

1 unchanged sentence

Workers’ compensation and other claims $ 72.6 72.6

Derivative instruments 42.0 18.3

Asset retirement and remediation obligations 33.3 31.9

Acquisition-related obligations 22.8 21.5

Deferred compensation 20.0 13.1

Noncurrent tax liabilities 21.8 19.3

Derivative instruments 18.3 5.6

Deferred compensation 12.0 20.0

Post-employment benefits 6.4 5.9

14 unchanged sentences

Revolving Credit Facility (year-end weighted average interest rate of 6.3 % in 2023 and 5.5 % in 2022)

Other facilities (year-end weighted-

average interest rate of 4.8 % in 2022 and 1.6 % in 2021) (a)

Other facilities (year-end weighted-average interest rate of 5.9 % in 2023 and 4.8 % in 2022) (a)

Financing leases (year-end weighted-average interest rate of 6.2 % in 2023 and 5.5 % in 2022)

29 unchanged sentences

In October 2017, we issued at par ten-year senior unsecured notes (the "2017 Senior Notes" and together with the 2020 Senior Notes, the "Senior Notes") in the aggregate principal amount of $ 600 million.

The 2017 Senior Notes will mature on October 15, 2027, bearing an annual interest rate of 4.625 %.

The 2017 Senior Notes will mature on October 15, 2027, bearing an

annual interest rate of 4.625 %.

The 2017 Senior Notes are general unsecured obligations guaranteed by certain of the Company’s existing and future U.S.

subsidiaries, which are also guarantors under the Senior Secured Credit Facility.

The Senior Notes have not been and will not be registered under the Securities Act of 1933 (the “Securities Act”) or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

The Senior Notes were offered in the United States only to persons reasonably believed to be qualified institutional buyers in reliance on the exception from registration set forth in Rule 144A under the Securities Act and outside the United States to non-U.S.

The Senior Notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

The notes were offered in the United States only to persons reasonably believed to be qualified institutional buyers in reliance on the exception from registration set forth in Rule 144A under the Securities Act and outside the United States to non-U.S.

persons pursuant to Regulation S under the Securities Act.

4 unchanged sentences

Letter of Credit and Bank Guarantee Facilities

We have three committed letters of credit facilities totaling $ 70 million, of which approximately $ 12 million was available at December 31, 2022.

We have two committed letters of credit facilities totaling $ 38 million, of which approximately $ 8 million was available at December 31, 2023.

At December 31, 2023, we had undrawn letters of credit and guarantees of $ 30 million issued under these facilities.

The $ 15 million facility expires in April 2025.

The $ 32 million facility expires in October 2025 and the $ 24 million facility expires in May 2027.

The $ 15 million facility expires in April 2025 and the $ 23 million facility expires in May 2027.

We have two uncommitted letter of credit facilities totaling $ 55 million, of which approximately $ 32 million was available at December 31, 2023.

At December 31, 2023, we had undrawn letters of credit and guarantees of $ 23 million issued under these facilities.

The $ 40 million facility expires in March 2023.

The $ 15 million facility has no expiration date.

The $ 40 million and the $ 15 million facilities have no expiration date.

The Senior Secured Credit Facility is also available for issuance of letters of credit and bank guarantees.

Minimum repayments of long-term debt are as follows:

(In millions) Financing leases Other long-term debt Total

(In millions)

Financing leases Other long-term debt Total

2024 $ 57.5 59.6 117.1

37 unchanged sentences

We also monitor any significant economic events to identify any current or expected trends and risks within a pool that could impact the collectability of outstanding accounts receivable balances that were not contemplated or relevant during a previous period.

In the first quarter of 2022, as many of our regions began to recover from the ongoing COVID-19 pandemic, we re-assessed earlier assumptions and estimates, and we further refined our methodology of estimating the allowance for doubtful accounts.

In the first quarter of 2022, as many of our regions began to recover from the COVID-19 pandemic, we re-assessed earlier assumptions and estimates, and we further refined our methodology of estimating the allowance for doubtful accounts.

Our updated method now also includes an estimated allowance for accounts receivable significantly past due in order to adjust for at-risk receivables not captured in our previous method.

6 unchanged sentences

Beginning of year $ 38.3 16.9 30.7

Cumulative effect of change in accounting principle — — 2.3

Provision for uncollectible accounts receivable (a)

22.3 3.4 14.6

Provision for uncollectible accounts receivable 12.8 22.3 3.4

Write offs and recoveries

3 unchanged sentences

End of year $ 30.4 38.3 16.9

(a) The provision includes no allowance in 2022 and 2021 and a $ 13.1 million allowance in 2020 related to the internal loss in our U.S.

global services operations.

See Note 1 for details.

Note 17 - Leases

We lease facilities, vehicles, certain DRS devices (including CompuSafe ® units), ATMs, computers and other equipment under long-term operating and financing leases with varying terms.

Most of the operating leases contain renewal and/or purchase options at our sole discretion.

We lease facilities, vehicles, certain DRS devices, ATMs, computers and other equipment under long-term operating and financing leases with varying terms.

Most of the leases contain renewal and/or purchase options, exercisable at our sole discretion.

The renewal periods differ by asset class and by country and are included in our determination of lease term if we determine we are reasonably certain to exercise the option.

We have taken the component election for all material asset categories, except certain DRS devices (including CompuSafe ® units).

This election allows us to account for lease components (e.g., fixed payments or variable payments that depend on a rate that can be determined at commencement, including rent for the right to use the asset) together with nonlease components (e.g., other fixed payments that deliver a good or service including common-area maintenance costs) in the calculation of the right-of-use asset and corresponding liability.

Variable costs, such as inflation adjusted payments for facilities, or nonlease components that vary periodically (included as part of the component election), are expensed as incurred.

We have taken the component election for all material asset categories, except certain DRS devices.

This election allows us to account for lease components (e.g., fixed payments or variable payments that depend on a rate that can be determined at commencement, including rent for the right to use the asset) together with non-lease components (e.g., other fixed payments that deliver a good or service including common-area maintenance costs) in the calculation of the right-of-use asset and corresponding liability.

Variable costs, such as inflation adjusted payments for facilities, or non-lease components that vary periodically (included as part of the component election), are expensed as incurred.

Our leases do not contain any material residual value guarantees or material restrictive covenants.

38 unchanged sentences

As of December 31, 2023, future minimum lease payments under noncancellable operating leases with initial or remaining lease terms in excess of one year were as follows:

(In millions) Facilities Vehicles Other Total

(In millions)

Facilities DRS Devices

2024 $ 73.3 15.2 11.9 100.4

10 unchanged sentences

Later years 38.7

Total $ 192.2

Total Finance Lease Payments $ 271.0

Interest 37.2

Present value of finance lease liabilities $ 233.8

Note 18 - Share-Based Compensation Plans

We have share-based compensation plans to attract and retain employees and non-employee directors and to more closely align their interests with those of our shareholders.

We have outstanding share-based awards granted to employees under the 2013 Equity Incentive Plan (the "2013 Plan") and the 2017 Equity Incentive Plan (the "2017 Plan").

These plans permit grants of restricted stock, restricted stock units, performance stock, performance units, stock appreciation rights, stock options, as well as other share-based awards to eligible employees.

The 2013 Plan and the 2017 Plan also permit cash awards to eligible employees.

We have outstanding share-based awards granted to employees under the 2017 Equity Incentive Plan (the "2017 Plan").

The 2017 Plan permits grants of restricted stock, restricted stock units, performance stock, performance units, stock appreciation rights, stock options, as well as other share-based awards to eligible employees.

The 2017 Plan also permit cash awards to eligible employees.

The 2017 Plan became effective May 2017.

No further grants of awards will be made under the 2013 Plan, although awards previously granted remain outstanding.

During the first quarter ended March 31, 2023, the remaining outstanding awards granted under the 2013 Equity Incentive Plan (the "2013 Plan") were fully exercised.

No further grants of awards will be made under the 2013 Plan.

We also have outstanding deferred stock units granted to directors under the 2017 Plan.

59 unchanged sentences

We measure the fair value of these PSUs based on the price of Brink’s stock at the grant date, adjusted for a discount for dividends not received or accrued during the vesting period.

IM PSUs granted in 2022 and 2020 have a three year performance period.

IM PSUs granted in 2023, 2022.

and 2020 have a three year performance period.

IM PSUs granted in 2021 have a two year performance period with an additional one year of service.

In 2023, we also granted IM PSUs to certain employees which contain a market condition, a performance condition, and a service condition.

We measure the fair value of IM PSUs containing a market condition at the grant date using a Monte Carlo simulation model.

IM PSUs will be paid out in shares of Brink’s stock when the awards vest.

1 unchanged sentence

Shares are not paid out if the financial results do not meet a pre-established threshold level of performance.

TSR PSUs contain a market condition as well as a service condition.

Before 2023, we granted TSR PSUs containing a market condition as well as a service condition.

We measure the fair value of TSR PSUs at the grant date using a Monte Carlo simulation model.

15 unchanged sentences

In accordance with the terms of the underlying award agreements, the actual shares earned and distributed for the performance period ended December 31, 2022 were 208.1 thousand, compared to target shares of 171.5 thousand.

The following table provides the terms and weighted-average assumptions used in the Monte Carlo simulation model for the TSR PSUs granted in 2022, 2021 and 2020:

Terms and Assumptions Used to Estimate Grant Date Fair Value 2022 TSR PSUs

The following table provides the terms and weighted-average assumptions used in the Monte Carlo simulation model for the TSR PSUs granted in 2022 and 2021 and IM PSUs with a market condition granted in 2023:

Terms and Assumptions Used to Estimate Grant Date Fair Value 2023 IM PSUs (a)

2022 TSR PSUs

7 unchanged sentences

Weighted-average assumptions used to estimate fair value:

Expected dividend yield (a)

Expected dividend yield (b)

1.2 % 1.2 % 0.8 %

Expected stock price volatility (b)

Expected stock price volatility (c)

41.9 % 48.5 % 48.9 %

Risk-free interest rate (c)

Risk-free interest rate (d)

4.5 % 1.8 % 0.2 %

3 unchanged sentences

Fair value per share $ 72.51 $ 87.31 103.83

(a) TSR is determined assuming that dividends are reinvested.

The stock price projection in the Monte Carlo simulation model assumed a 0 % dividend yield, which is mathematically equivalent to reinvesting dividends over the performance period.

For the valuation of the TSR PSU, because the holders of the awards have no rights to any dividend paid during the vesting period, we applied a dividend yield in the Monte Carlo simulation model to reduce the projected stock price as of the grant date.

(b) The expected stock price volatility was calculated on the grant date for the most recent term equivalent to the contractual term in years.

(a) In 2023, we granted IM PSUs to certain employees which contain a market condition.

(b) The stock price projection in the Monte Carlo simulation model assumed a 0 % dividend yield, which is mathematically equivalent to reinvesting dividends over the performance period.

For the valuation of these PSUs with market conditions, because the holders of the awards have no rights to any dividend paid during the vesting period, we applied a dividend yield in the Monte Carlo simulation model to reduce the projected stock price as of the grant date.

(c) The expected stock price volatility was calculated on the grant date for the most recent term equivalent to the contractual term in years.

(d) The risk-free interest rate on each date of grant is the rate for a zero-coupon U.S.

Treasury bill that was commensurate with the grant date contractual term.

39 unchanged sentences

Forfeited or expired ( 12.9 ) 82.16 21.35

Exercised ( 33.0 ) 82.08 21.36

Outstanding at December 31, 2023

3 unchanged sentences

Expected to vest in future periods (c)

58.9 $ 84.39 3.1 $ —

(a) The intrinsic value of a stock option is the difference between the market price of the shares underlying the option and the exercise price of the option.

The market price at December 31, 2023 was $ 87.95 .

(b) There were 2.7 thousand exercisable options with a weighted average exercise price of $ 84.65 at December 31, 2021 and December 31, 2020.

(b) There were 102.7 thousand exercisable options with a weighted average exercise price of $ 79.26 at December 31, 2022 and 2.7 thousand exercisable options with a weighted average exercise price of $ 84.65 at December 31, 2021.

45 unchanged sentences

Share Repurchase Program

On October 27, 2021, we announced that our Board of Directors authorized a $ 250 million share repurchase program that expires on December 31, 2023 (the "2021 Repurchase Program").

This authorization replaces our previous $ 250 million repurchase program, authorized by the Board of Directors in February 2020 (the "2020 Repurchase Program"), which expired on December 31, 2021, with no amount remaining available.

Under the 2021 Repurchase Program, we are not obligated to repurchase any specific dollar amount or number of shares.

In November 2023, our Board of Directors authorized a $ 500 million share repurchase program that expires on December 31, 2025 (the “2023 Repurchase Program”).

Under the 2023 Share Repurchase Program, we are not obligated to repurchase any specific dollar amount or number of shares.

The timing and volume of share repurchases may be executed at the discretion of management on an opportunistic basis, or pursuant to trading plans or other arrangements.

Share repurchases under this program may be made in the open market, in privately negotiated transactions, or otherwise.

In October 2021, we announced that our Board of Directors authorized a $ 250 million share repurchase program (the "2021 Repurchase Program").

Under the 2021 Repurchase Program, in 2023, we repurchased a total of 2,297,955 shares of our common stock for an aggregate of $ 169.9 million and an average price of $ 73.92 per share.

In 2022, we repurchased a total of 948,395 shares of our common stock for an aggregate of $ 52.2 million and an average price of $ 55.01 per share.

These shares were retired upon repurchase.

At December 31, 2022, $ 198 million remained available under the 2021 Repurchase Program.

The 2021 Repurchase Program expired on December 31, 2023 with approximately $ 28 million remaining available.

Our Board of Directors previously authorized a $ 250 million repurchase program (the “2020 Repurchase Program”) in February 2020.

Under the 2020 Repurchase Program, we entered into three accelerated share repurchase arrangements ("ASR") with a financial institution.

38 unchanged sentences

Years Ended December 31,

(In millions) 2022 2021 2020

2023 2022 2021

Cash paid for:

1 unchanged sentence

Income taxes, net 96.3 127.8 83.8

Argentina Currency Conversions

We have elected in the past and could continue in the future to repatriate cash from Brink's Argentina using different means to convert Argentine pesos into U.S.

Conversions under these other market mechanisms generally settle at rates that are less favorable than the rates at which we remeasure the financial statements of Brink’s Argentina.

In 2020, cash outflows from the purchases of these financial instruments totaled $ 20.5 million and cash inflows from the sale of these financial instruments totaled $ 10.1 million, resulting in $ 10.4 million in conversion losses at rates that were approximately 100 % less favorable than rates at which we remeasured the financial statements of Brink's Argentina.

The net cash flows from these transactions are treated as operating cash flows as the financial instruments are purchased specifically for resale and are generally sold within a short period of time from the date of purchase.

We did not have any such conversions in 2021 and 2022.

Argentina Marketable Securities

In 2022 and 2021, we used available Argentine pesos to purchase equity and available for sale debt securities.

Cash outflows for the purchase of these financial instruments totaled $ 27.6 million and $ 12.9 million, respectively, and are reported in investing activities.

Cash inflows totaled $ 9.9 million in 2022.

In the last three years, we have used available Argentine pesos to purchase equity and available for sale debt securities.

Cash outflows for the purchase of these financial instruments totaled $ 131.1 million in 2023, $ 27.6 million in 2022, and $ 12.9 million in 2021.

Cash inflows for the sale of these financial instruments totaled $ 145.6 million in 2023 and $ 9.9 million in 2022.

We did not have any cash inflows from the sale of these financial instruments in 2021.

At the time of any future sale of these financial instruments, proceeds received will be solely in Argentine pesos.

These cash flows are reported in investing activities.

Non-cash Investing and Financing Activities

We acquired armored vehicles, CompuSafe ® units and other equipment under financing lease arrangements in the last three years including $ 65.7 million in 2022, $ 85.9 million in 2021 and $ 31.4 million in 2020.

We acquired armored vehicles, DRS devices and other equipment under financing lease arrangements in the last three years including $ 92.0 million in 2023, $ 65.7 million in 2022 and $ 85.9 million in 2021.

Loans Held for Investment

2 unchanged sentences

As a result, the loan to the customer, net of payments received, is treated as investing cash flows.

Cash Paid for Acquisitions Included in Financing Activities In 2022, we paid $ 2.8 million in settlements related to the PAI acquisition.

Cash Paid for Acquisitions Included in Financing Activities

In 2023 we paid $ 10.3 million in settlements related to the Note Machine acquisition and $ 0.8 million related to the Touchpoint 21 acquisition.

In 2022, we paid $ 2.8 million in settlements related to the PAI acquisition.

In 2021, we received $ 3.2 million related to settlements in the G4S acquisition and paid $ 1.1 million related to PAI settlements.

In 2020, we paid $ 7.3 million related to the TVS acquisition completed in 2019.

These payments are reported as cash outflows from financing activities as the payments were made more than three months after the acquisition date.

These payments are reported as cash flows from financing activities as the payments were made more than three months after the acquisition date.

Restricted Cash (Cash Supply Chain Services)

2 unchanged sentences

The cash for which we have temporary title is restricted and cannot be used for any other purpose other than to service our customers who participate in this service offering.

Prior to the third quarter of 2020, as part of this service offering, we entered into lending arrangements with some of our customers.

Cash borrowed under these lending arrangements was used in the process of managing these customers' cash supply chains, was restricted and could not be used for any other purpose other than to service these customers.

In Malaysia, we offer ATM replenishment services to certain of our financial institution customers.

19 unchanged sentences

Indemnification asset adjustments (b)

( 3.4 ) ( 7.8 ) —

Contingent consideration liability adjustments (c)

Gains on sale of property and other assets 1.9 2.7 —

Share in earnings of equity method affiliates 2.8 2.1 1.1

Insurance recoveries - Internal Loss (c)

Gains related to litigation (d)

Indemnity for forced relocation (e)

Insurance recoveries - Internal Loss (d)

Gains related to litigation (e)

Indemnity for forced relocation (f)

Other 4.9 4.3 4.2

2 unchanged sentences

(b) Post-acquisition adjustments to indemnification assets recognized in previous business acquisitions.

(d) Gains recognized in the fourth quarter of 2021 in our Romanian operations related to favorable outcome of customer-related litigation.

(e) Indemnity received from the city of Paris to compensate for the forced relocation from a branch facility.

(c) In 2023, we derecognized contingent consideration liabilities related to the NoteMachine and Touchpoint 21 business acquisitions.

(d) See details of the Internal Loss at Note 1.

(e) Gains recognized in the fourth quarter of 2021 in our Romanian operations related to favorable outcome of customer-related litigation.

(f) Indemnity received from the city of Paris to compensate for the forced relocation from a branch facility.

Note 22 - Interest and Other Nonoperating Income (Expense)

7 unchanged sentences

( 2.6 ) ( 2.3 ) ( 3.9 )

Argentina turnover tax ( 1.8 ) — —

Gain (loss) on equity securities (c)

G4S indemnification asset adjustment (d)

Penalties and interest on non-income taxes (e)

Gains related to litigation (f)

Earn-out liability adjustment (g)

Interest on non-income tax credits (h)

Derivative instrument losses (i)

Gain on a disposition of a subsidiary (j)

Argentina turnover tax (c)

( 6.8 ) ( 1.8 ) —

Gain (loss) on equity and debt securities (d)

( 12.8 ) — 16.0

G4S indemnification asset adjustment (e)

Other 1.9 ( 1.5 ) 4.4

3 unchanged sentences

These intercompany charges do not impact the Latin America segment results and are eliminated in our consolidation.

(c) State government tax incurred by our subsidiaries in Argentina on financial income generated by investments in mutual funds and other financial instruments.

(d) In 2023, the loss is primarily related to the impact of highly inflationary accounting on investments in marketable securities held by Argentina.

In 2021, the gain was related to the market value increase of an investment in MoneyGram International, Inc.

The investment was sold in 2021 and the gain was fully realized.

(d) Adjustment to indemnification asset related to business operations acquired from G4S.

(e) Adjustment to indemnification asset related to business operations acquired from G4S.

This adjustment was recognized outside of the measurement period for the related business operations acquired from G4S.

(e) Represents penalties and interest on non-income taxes that have not yet been paid.

(f) Related to a favorable court ruling in litigation with a customer of our Romania business.

The court ruled that the customer must pay our subsidiary in Romania for services provided many years ago.

The principal amount of the settlement is reported in operating income (expense).

The penalties for years of non-payment are reported in interest and other nonoperating income (expense).

(g) Adjustment to the liability for contingent consideration pertaining to a 2019 business acquisition.

(h) Represents interest on non-income tax credits related to our business operations in Brazil.

In the third quarter of 2021, our Brazil operations received a favorable court decision related to non-income taxes paid in prior years and will be able to recover the overpayments, plus interest, by reducing payments on future tax obligations.

(i) Represents loss on foreign currency forward contracts related to acquisition of business operations from G4S.

(j) This gain is primarily related to the sale of our former French security services subsidiary in the first quarter of 2020.

Note 23 - Other Commitments and Contingencies

9 unchanged sentences

Based on available information to date, the Company recorded a charge of $ 9.5 million in the third quarter of 2021 in connection with this matter.

In 2022, we recognized an additional $ 1.4 million adjustment to our estimated loss as a result of a change in currency rates.

In 2022, we recognized an additional $ 1.4 million adjustment and, in 2023, we recognized an additional $ 0.5 million adjustment to our estimated loss.

The adjustments resulted from changes in currency rates.

In addition, we are involved in various other lawsuits and claims in the ordinary course of business.

1 unchanged sentence

We have recorded accruals for losses that are considered probable and reasonably estimable.

Except as otherwise noted, we do not believe that it is reasonably possible the ultimate disposition of any of the lawsuits currently pending against the Company could have a material adverse effect on our liquidity, financial position or results of operations.

Except as otherwise noted, we do not believe that it is reasonably possible the ultimate disposition of any of the legal matters currently pending against the Company could have a material adverse effect on our liquidity, financial position or results of operations.

At December 31, 2023, we had noncancellable commitments for $ 50.4 million in equipment purchases, and information technology and other services.

1 unchanged sentence

2022 Global Restructuring Plan

In the third quarter of 2022, management began a restructuring plan across our global business operations.

In the first quarter of 2023, management completed the review and approval of remaining actions included in the previously announced restructuring plan across our global business operations.

The actions were taken to enable growth, reduce costs and related infrastructure, and to mitigate the potential impact of external economic conditions.

As a result of actions taken, we recognized $ 22.2 million in charges in 2022, which primarily consisted of severance costs.

For the restructuring actions that were approved as of December 31, 2022, we expect to incur additional costs between $ 10 million and $ 14 million in future periods, primarily severance costs.

In total, we have recognized $ 33.2 million in charges under the program, including $ 11.0 million in 2023.

We expect total expenses from the program to be between $ 38 million and $ 42 million, primarily severance costs.

The following table summarizes the changes in the accrued liability for costs incurred, payments and utilization, and foreign currency exchange effects of the 2022 Global Restructuring Plan:

(In millions) Severance Costs Other Total

(In millions)

Severance Costs Other Total

Balance as of January 1, 2022 $ — — —

3 unchanged sentences

Balance as of December 31, 2022 $ 11.5 — 11.5

Other Restructurings

Management periodically implements restructuring actions in targeted sections of our business.

As a result of these actions, we recognized $ 66.6 million net costs in operating profit and $ 0.6 million costs in interest and other nonoperating income (expense) in 2020, primarily severance costs.

We recognized $ 43.6 million net costs in 2021, primarily severance costs.

We recognized $ 16.6 million net costs in 2022, primarily severance costs.

The majority of the costs from 2022 restructuring plans resulted from the exit of a line of business in a specific geography with most of the remaining costs due to management initiatives to address the COVID-19 pandemic.

For the restructuring actions that have not yet been completed, we expect to incur additional costs between $ 1 million and $ 3 million in future periods.

The following table summarizes the costs incurred, payments and utilization, and foreign currency exchange effects of other restructurings:

(In millions) Severance Costs Other Total

Balance as of December 31, 2020

Expense 8.0 3.0 11.0

2 unchanged sentences

Balance as of December 31, 2023 $ 2.8 — 2.8

$ 11.0 — 11.0

Expense (benefit) 15.5 5.4 20.9

Payments and utilization ( 18.2 ) ( 5.4 ) ( 23.6 )

Accrual adjustment ( 4.3 ) — ( 4.3 )

Foreign currency exchange effects ( 1.3 ) — ( 1.3 )

Balance as of December 31, 2022

Other Restructurings

Management periodically implements restructuring actions in targeted sections of our business.

As a result of these actions, we recognized $ 43.6 million net costs in 2021, primarily severance costs.

We recognized $ 16.6 million net costs in 2022, primarily severance costs.

We recognized $ 6.6 million net costs in 2023.

The majority of the costs in both 2023 and 2022 periods result from the exit of a line of business in a specific geography with most of the remaining costs due to management initiatives to address the COVID-19 pandemic.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data