BRINKS CO 10-K

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS THE BRINK’S COMPANY MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS AS OF DECEMBER 31, 2024 AND 2023 AND FOR EACH OF THE YEARS IN THE THREE-YEAR PERIOD ENDED DECEMBER 31, 2024 TABLE OF CONTENTS Page OPERATIONS 22 RESULTS OF OPERATIONS Analysis of Results 23 Analysis of Income and Expense Not Allocated to Segments 26 Other Operating Income and Expense 30 Nonoperating Income and Expense 31 Income Taxes 32 Noncontrolling Interests 33 Non-GAAP Results Reconciled to GAAP 34 Foreign Operations 39 LIQUIDITY AND CAPITAL RESOURCES Overview 40 Operating Activities 40 Investing Activities 41 Financing Activities 42 Effect of Exchange Rate Changes on Cash and Cash Equivalents 43 Capitalization 44 Off Balance Sheet Arrangements 46 U.S Retirement Liabilities 47 Contingent Matters 49 APPLICATION OF CRITICAL ACCOUNTING POLICIES Deferred Tax Asset Valuation Allowance 50 Business Acquisitions 51 Goodwill, Other Intangible Assets and Property and Equipment Valuations 52 Retirement and Postemployment Benefit Obligations 53 Foreign Currency Translation 57 The discussion of operating results and financial condition comparing 2023 versus 2022 can be found in Item 7. Management's Discussion and Analysis of Financial Conditions and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2023 ("2023 10-K"), starting on page 22. 21 OPERATIONS The Brink’s Company is a leading global provider of cash and valuables management, digital retail solutions, and ATM managed services throughout the world. These services include: Cash and Valuables Management • Cash-in-transit ("CIT") services – armored vehicle transportation of cash and coin • Basic ATM services – cash replenishment and treasury management of automated teller machines ("ATMs") • Brink's Global Services ("BGS") – secure international transportation, pick-up, packaging, customs clearance, secure vault storage, and inventory management of high-value commodities and goods • Cash management services – counting, sorting, wrapping, check imaging, cashier balancing, counterfeit detection, account consolidation and electronic reporting • Vaulting services – combines CIT services, cash management, vaulting and electronic reporting technologies for banks • Other Services – guarding, commercial security, and payment services Digital Retail Solutions ("DRS") and ATM Managed Services ("AMS") • DRS – services that facilitate faster access to cash deposits leveraging Brink’s tech-enabled devices and software platforms that enable enhanced customer analytics and visibility • AMS – comprehensive solutions for ATM management, including cash forecasting, cash optimization, ATM remote monitoring, service call dispatching, transaction processing, first and second line maintenance, parts provisioning, funds settlements and installation services We manage our business in the following four segments: • North America – operations in the U.S. and Canada, including the BGS line of business, • Latin America – operations in Latin American countries where we have an ownership interest, including the BGS line of business, • Europe – total operations in European countries that primarily provide services outside of the BGS line of business, and • Rest of World – operations in the Middle East, Africa and Asia. 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. We believe that Brink’s has significant competitive advantages including: • brand recognition; • reputation for a high level of service and security; • risk management and logistics expertise; • global network and customer base; • proven operational excellence • high-quality insurance coverage and financial strength; and • innovative technology-enabled offerings. Our strategy continues to focus on growing Brink’s by providing a superior customer experience and driving continuous improvement. We will achieve this by delivering on four strategic pillars: (1) Partner for Customer Success, (2) Innovate to Grow, (3) Run the Business Better, and (4) Win as Team Brink's. This framework considers our global footprint and values-driven culture. We focus our time and resources on service quality, protecting and strengthening our brand, and addressing our risks. Our marketing and sales efforts are enhanced by the “Brink’s” brand, so we seek to protect and build its value. Because our services focus on handling, transporting, protecting, and managing valuables, we strive to understand and manage risk. To earn an adequate return on capital, we focus on the effective and efficient use of resources in addition to our pricing discipline. We attempt to optimize the business that flows through our branches, vehicles, and systems to obtain the lowest costs possible without compromising safety, security, or service. Operating results may vary from period to period. Our cash and valuables management revenues are generated from charges per service performed or based on the value of goods transported, which may be affected by both the level of economic activity and the volume of business for specific customers. We also periodically incur costs to change the scale of our operations when volumes increase or decrease. Incremental costs incurred usually relate to increasing or decreasing the number of employees and increasing or decreasing branches or administrative facilities. In addition, security costs can vary depending on performance, the cost of insurance coverage, and changes in crime rates (e.g., attacks and robberies). Brink’s revenues and related operating profit are generally higher in the second half of the year, particularly in the fourth quarter, due to generally increased economic activity associated with the holiday season. 22 RESULTS OF OPERATIONS Analysis of Results Consolidated Results Years Ended December 31, % change (In millions, except for percentages and per share amounts) 2024 2023 2022 2024 2023 GAAP Revenues $ 5,011.9 4,874.6 4,535.5 3 7 Cost of revenues 3,743.1 3,707.1 3,461.9 1 7 Selling, general and administrative expenses 834.5 688.1 687.0 21 — Operating profit 453.0 425.2 361.3 7 18 Operating profit margin 9.0 % 8.7 % 8.0 % fav fav Income from continuing operations (a) 161.8 86.0 173.5 88 (50) Diluted EPS from continuing operations (a) $ 3.61 1.83 3.63 97 (50) Non-GAAP (b) Non-GAAP operating profit 629.4 615.0 550.3 2 12 Non-GAAP operating profit margin 12.6 % 12.6 % 12.1 % — fav Non-GAAP income from continuing operations (a) 321.4 344.6 286.4 (7) 20 Adjusted EBITDA 911.9 867.2 788.3 5 10 Non-GAAP diluted EPS from continuing operations (a) 7.17 7.35 5.99 (2) 23 (a) Amounts reported in this table are attributable to the shareholders of Brink’s and exclude earnings related to noncontrolling interests. (b) These measures are supplemental financial measures that are not required by, or presented in accordance with, GAAP. See page 34 for further information on these non-GAAP measures and reconciliations to the applicable GAAP measures. GAAP Basis Analysis of Consolidated Results: 2024 versus 2023 Consolidated Revenues Revenues increased $137.3 million due to organic increases in Latin America ($461.8 million), Europe ($82.3 million), North America ($36.6 million), and Rest of World ($20.7 million) and the favorable impact of acquisitions ($23.7 million), partially offset by the unfavorable impact of currency exchange rates ($487.8 million). The unfavorable currency impact was driven primarily by the Argentine peso. Revenues increased 12% on an organic basis primarily due to inflation-based price increases and growth in AMS and DRS revenue. See below for our definition of “organic change” and "organic growth." Consolidated Costs and Expenses Cost of revenues increased 1% to $3,743.1 million primarily due to higher revenue partially offset by the impact of currency exchange rates. Selling, general and administrative costs increased 21.3% to $834.5 million primarily due to organic increases in labor and other administrative costs, costs incurred in connection with the resolutions of the U.S. Department of Justice ("DOJ") and the U.S. Department of the Treasury's Financial Crimes Enforcement Network ("FinCEN") investigations (see Note 23), and costs related to transformation initiatives, partially offset by the the impact of currency exchange rates. Consolidated Operating Profit and Operating Profit Margin Operating profit margin increased from 8.7% to 9.0%. Operating profit increased $27.8 million due mainly to: • organic increases in Latin America ($149.0 million), Europe ($12.2 million), North America ($7.6 million), and Rest of World ($5.6 million), • lower costs incurred related to reorganization and restructuring ($16.1 million), • lower costs related to business acquisitions and dispositions ($8.6 million), including the impact of acquisition-related charges, included in "Other items not allocated to segments", and • favorable operating impact of business acquisitions ($1.7 million), excluding intangible amortization and acquisition-related charges, partially offset by: • unfavorable changes in currency exchange rates ($96.5 million) primarily driven by the Argentine peso, • higher costs in connection with the resolutions of DOJ/FinCEN investigations ($45.7 million), • higher transformation initiative costs ($22.9 million), and • higher corporate expenses on an organic basis ($12.4 million). Consolidated Income from Continuing Operations Attributable to Brink’s and Related Per Share Amounts Income from continuing operations attributable to Brink’s shareholders increased $75.8 million to $161.8 million due to lower income tax expense ($46.5 million), higher interest and other nonoperating income ($34.3 million), and the increase in operating profit mentioned above, partially offset by higher interest expense ($31.6 million). Diluted earnings per share from continuing operations was $3.61, up from $1.83 in 2023. 23 Non-GAAP Basis Analysis of Consolidated Results: 2024 versus 2023 Non-GAAP Financial Measures The non-GAAP measures included in the table above and the analysis below present our operating profit, operating profit margin, income from continuing operations, adjusted EBITDA and earnings per share without certain income and expense items that do not reflect the regular earnings of the Company's operations. These non-GAAP measures are described in more detail on page 34 and are reconciled to comparable GAAP measures on pages 35 - 38 . Non-GAAP Consolidated Operating Profit and Non-GAAP Operating Profit Margin Non-GAAP operating profit margin was 12.6%. Non-GAAP operating profit increased $14.4 million due mainly to: • organic increases in Latin America ($149.0 million), Europe ($12.2 million), North America ($7.6 million), and Rest of World ($5.6 million) and • the favorable operating impact of business acquisitions ($1.7 million), excluding intangible amortization and acquisition-related charges, partially offset by: • unfavorable changes in currency exchange rates ($149.3 million), driven primarily by the Argentine peso, and • higher corporate expenses on an organic basis ($12.4 million). Non-GAAP Consolidated Income from Continuing Operations Attributable to Brink’s and Related Per Share Amounts Non-GAAP income from continuing operations attributable to Brink’s shareholders decreased $23.2 million to $321.4 million due to higher interest expense ($32.4 million), lower interest and other nonoperating income ($20.6 million), and higher noncontrolling interest ($1.2 million), partially offset by lower income tax expense ($16.6 million) and the operating profit increase mentioned above. Non-GAAP diluted earnings per share from continuing operations was $7.17, down from $7.35 in 2023. Adjusted EBITDA Adjusted EBITDA increased 5% to $911.9 million primarily due to the increase in non-GAAP operating profit ($14.4 million), excluding the impact of higher non-GAAP depreciation and amortization ($11.6 million). 24 Revenues and Operating Profit by Segment Impact of % Change Organic Acquisitions / Currency Organic (In millions, except for percentages) 2023 Change (a) Dispositions (b) Effect (c) 2024 Total Growth (a) Revenues: North America $ 1,601.1 36.6 13.9 (1.9) 1,649.7 3 2 Latin America 1,332.3 461.8 2.2 (485.3) 1,311.0 (2) 35 Europe 1,136.8 82.3 7.6 0.7 1,227.4 8 7 Rest of World 804.4 20.7 — (1.3) 823.8 2 3 Segment revenues 4,874.6 601.4 23.7 (487.8) 5,011.9 3 12 Revenues $ 4,874.6 601.4 23.7 (487.8) 5,011.9 3 12 Operating profit: North America $ 185.2 7.6 1.3 (0.1) 194.0 5 4 Latin America 280.3 149.0 (0.1) (156.9) 272.3 (3) 53 Europe 125.0 12.2 0.8 (0.1) 137.9 10 10 Rest of World 164.1 5.6 (0.3) (0.8) 168.6 3 3 Segment operating profit 754.6 174.4 1.7 (157.9) 772.8 2 23 Corporate expenses (d) (139.6) (12.4) — 8.6 (143.4) 3 9 Other items not allocated to segments (d) (189.8) (48.0) 8.6 52.8 (176.4) (7) 25 Operating profit $ 425.2 114.0 10.3 (96.5) 453.0 7 27 Amounts may not add due to rounding. (a) Organic change and organic growth are supplemental financial measures that are not required by, or presented in accordance with, GAAP, and are described in more detail on page 34 . (b) Amounts include the impact of prior year comparable period results for acquired and disposed businesses. This measure is not required by, or presented in accordance with, GAAP and is described in more detail on page 34 . (c) The amounts in the “Currency” column consist of the effects of Argentina devaluations under highly inflationary accounting and the sum of monthly currency changes. This measure is not required by, or presented in accordance with, GAAP and is described in more detail on page 34 . (d) See page 26 - 29 for further information, where these items are discussed in more detail. Analysis of Segment Results: 2024 versus 2023 North America Revenues increased 3% ($48.6 million) primarily due to a 2% organic increase ($36.6 million) and the favorable impact of acquisitions ($13.9 million), partially offset by the unfavorable impact of currency exchange rates ($1.9 million) from the Canadian dollar. Organic revenue increased primarily due to price increases and growth in AMS and DRS revenue in the U.S., partially offset by lower BGS revenue. Operating profit increased ($8.8 million), primarily due to a 4% organic increase ($7.6 million). The organic increase was primarily driven by the net impact of revenue mix and cost productivity improvements from transformation initiatives in the U.S., partially offset by technology and operational investments. Latin America Revenues decreased 2% ($21.3 million) primarily due to the unfavorable impact of currency exchange rates ($485.3 million), primarily from the Argentine peso, mostly offset by a 35% organic increase ($461.8 million) and the favorable impact of acquisitions ($2.2 million). The organic increase was driven by inflation-based price increases across the segment and growth in AMS and DRS revenue. Operating profit decreased 3% ($8.0 million) due to the unfavorable currency exchange rates ($156.9 million) largely offset by a 53% organic increase ($149.0 million). The organic increase was driven by organic revenue growth which outpaced the impact of labor and other cost increases. Europe Revenues increased 8% ($90.6 million) due to a 7% organic increase ($82.3 million) and the favorable impact of acquisitions ($7.6 million). The organic increase was primarily due to price increases throughout the segment and the growth of AMS and DRS revenue. Operating profit increased ($12.9 million) primarily due to an organic increase ($12.2 million) and the favorable impact of acquisitions ($0.8 million). The organic increase was primarily driven by higher revenue which outpaced the impact of labor and other cost increases and the revenue mix benefit of higher AMS and DRS revenue. Rest of World Revenues increased 2% ($19.4 million) due a 3% organic increase ($20.7 million). The organic increase was primarily due to growth in AMS and DRS. Operating profit increased $4.5 million primarily due to a 3% organic increase ($5.6 million). The organic increase was primarily due to the revenue mix benefit of higher AMS and DRS revenue. 25 Analysis of Income and Expenses Not Allocated to Segments: 2024 versus 2023 Income and expenses not allocated to segments are reported either as “Corporate Expenses” or “Other Items not Allocated to Segments.” Corporate Expenses include costs to manage the global business and perform activities required by public companies as well as other items that are considered part of the Company's operations and revenue generating activities but are not considered when the chief operating decision maker ("CODM") evaluates segment results. Examples include corporate staff compensation, corporate headquarters costs, regional management costs, share-based compensation, and currency transaction gains and losses. Other Items not Allocated to Segments include income and expenses that are not necessary to operate our business in the ordinary course and are not considered when the CODM evaluates segment results. These include non-recurring as well as certain recurring costs and gains which are not considered to be part of the Company's operations and revenue generating activities. Each of the items in the “Other Items Not Allocated to Segments” table is excluded from non-GAAP operating profit. Corporate Expenses Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 General, administrative and other expenses $ (167.2) (152.8) (161.5) 9 (5) Foreign currency transaction gains (losses) 23.9 15.3 10.9 56 40 Reconciliation of segment policies to GAAP (0.1) (2.1) 1.8 (95) unfav Corporate expenses $ (143.4) (139.6) (148.8) 3 (6) Corporate expenses in 2024 increased by $3.8 million versus the prior year. This was primarily driven by higher net compensation costs, including share-based compensation and bonus accruals ($11.8 million), partially offset by higher foreign currency transaction gains ($8.6 million). Other Items Not Allocated to Segments Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 Reorganization and restructuring $ (1.5) (17.6) (38.8) (91) (55) Acquisitions and dispositions (62.5) (70.6) (86.6) (11) (18) Argentina highly inflationary impact (35.0) (86.8) (41.7) (60) unfav Transformation initiatives (28.4) (5.5) — unfav unfav DOJ/FinCEN investigations (45.7) — — unfav — Non-routine auto loss matter (2.0) (8.0) — (75) unfav Change in allowance estimate — — (15.6) — (100) Ship loss matter — — (4.9) — (100) Chile antitrust matter (1.3) (0.5) (1.4) unfav (64) Reporting compliance — (0.8) — (100) — Total Other items not allocated to segments $ (176.4) (189.8) (189.0) (7) — 26 Reorganization and restructuring Costs associated with certain reorganization and restructuring actions are excluded from reported non-GAAP results. These items primarily include severance charges and asset impairment losses. The 2022 Global Restructuring Plan was designed to, among other things, enable growth, reduce costs and related infrastructure, and to mitigate the potential impact of external economic conditions in light of the COVID-19 pandemic. Other restructuring actions were primarily in response to the COVID-19 pandemic and a decision to exit a line of business in our Canada operating unit. Due to the unusual nature of the underlying events that led to these actions, the charges are not considered part of the Company's operations and revenue generating activities. Management has excluded these amounts when evaluating internal performance. As such, they have not been allocated to segment or Corporate results and are excluded from non-GAAP results. 2022 Global Restructuring Plan In the first quarter of 2023, management completed the review and approval of remaining actions included in the previously disclosed restructuring program across our global business operations. In total, we have recognized $34.0 million in charges under this program, including $0.8 million in 2024. The actions under this program were substantially completed in 2024. Severance actions from this restructuring plan reduced our global workforce by approximately 3,200 positions. Other Restructurings As a result of other restructuring actions, we recognized $16.6 million of net costs in 2022, primarily severance costs. We recognized $6.6 million of net costs in 2023, primarily severance costs. We recognized $0.7 million of net costs in 2024. The actions were substantially completed in 2024. Charges related to these restructuring actions were excluded from the segments and Corporate expenses as shown in the table below: Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 Reportable Segments: North America $ (0.5) $ (4.2) (11.8) (88) (64) Latin America (0.3) (4.9) (15.7) (94) (69) Europe (0.7) (6.1) (9.7) (89) (37) Rest of World — (1.2) (1.2) (100) — Total excluded from reportable segments (1.5) (16.4) (38.4) (91) (57) Excluded from Corporate expenses — (1.2) (0.4) (100) unfav Total Reorganization and restructuring costs $ (1.5) $ (17.6) (38.8) (91) (55) Acquisitions and dispositions Certain acquisition and disposition items are not part of the Company's operations and revenue generating activities. These items include non-cash amortization expense for acquisition-related intangible assets, as well as integration, transaction, restructuring and certain compensation costs. All of the items are significantly impacted by the timing and nature of our acquisitions and dispositions, and many are inconsistent in amount and frequency. Management has excluded these amounts when evaluating internal performance. Therefore, we have not allocated these amounts to segment or Corporate results and have excluded these amounts from non-GAAP results. These items are described below: 2024 Acquisitions and Dispositions Items • Amortization expense for acquisition-related intangible assets was $58.3 million in 2024. • Net charges of $2.4 million were incurred for post-acquisition adjustments to indemnification assets related to previous business acquisitions. • We incurred $1.1 million in integration costs in 2024. • A net credit of $1.3 million related to the reversal of a retention liability for key PAI employees was recorded in 2024. 27 2023 Acquisitions and Dispositions Items • Amortization expense for acquisition-related intangible assets was $57.8 million in 2023. • We derecognized a contingent consideration liability related to the NoteMachine business acquisition and recognized a gain of $4.8 million. We also derecognized a contingent consideration liability related to the Touchpoint 21 acquisition and recognized a gain of $1.4 million. • We recognized $4.9 million in charges in Argentina in 2023 for an inflation-adjusted labor increase to expected payments to union workers of the Maco Transportadora and Maco Litoral businesses (together, "Maco"). • Net charges of $3.4 million were incurred for post-acquisition adjustments to indemnification assets related to previous business acquisitions. • We incurred $2.2 million in integration costs, primarily related to PAI, in 2023. • Transaction costs related to business acquisitions were $4.2 million in 2023. • We recognized a $2.0 million loss on the disposition of Russia-based operations in 2023. • Compensation expense related to the retention of key PAI employees was $1.6 million in 2023. 2022 Acquisitions and Dispositions Items • Amortization expense for acquisition-related intangible assets was $52.0 million in 2022. • We recognized $12.5 million in charges in Argentina in 2022 for expected payments to union workers of the Maco businesses. • Net charges of $7.8 million were incurred for post-acquisition adjustments to indemnification assets related to previous business acquisitions. • We incurred $4.8 million in integration costs, primarily related to PAI and G4S, in 2022. • Transaction costs related to business acquisitions were $5.6 million in 2022. • Restructuring costs related to acquisitions were $0.2 million in 2022. • Compensation expense related to the retention of key PAI employees was $3.5 million in 2022. Argentina highly inflationary impact Beginning in the third quarter of 2018, we designated Argentina's economy as highly inflationary for accounting purposes. As a result, Argentine peso-denominated monetary assets and liabilities are now remeasured at each balance sheet date to the currency exchange rate then in effect, with currency remeasurement gains and losses recognized in earnings. In addition, nonmonetary assets retain a higher historical basis when the currency is devalued. The higher historical basis results in incremental expense being recognized when the nonmonetary assets are consumed. In 2022, we recognized $41.7 million in pretax charges related to highly inflationary accounting, including currency remeasurement losses of $37.6 million. In 2023, we recognized $86.8 million in pretax charges related to highly inflationary accounting, including currency remeasurement losses of $79.1 million. In 2024, we recognized $35.0 million in pretax charges related to highly inflationary accounting, including currency remeasurement losses of $18.4 million. These non-cash charges are not part of the Company's operations and revenue generating activities. Management has excluded these amounts when evaluating internal performance. As such, they have not been allocated to segment or Corporate results and are excluded from non-GAAP results. Transformation initiatives During 2023, we initiated a multi-year program intended to accelerate growth and drive margin expansion through transformation of our business model. The program is designed to help us standardize our commercial and operational systems and processes, drive continuous improvement and achieve operational excellence. Accordingly, we incurred $5.5 million of expense in 2023 and an additional $28.4 million in 2024. The transformation costs primarily include third party professional services and project management charges. These costs relate to a discrete program and are not reflective of our ongoing operating cost structure, and are not indicative of our core operating expenses or normal activities. Additionally, management has excluded these amounts when evaluating internal performance. As such, they have not been allocated to segment or Corporate results and are excluded from non-GAAP results. DOJ/FinCEN investigations During 2024, we accrued $45.7 million in connection with the DOJ and FinCEN investigations, which was primarily related to cross-border shipments of cash and things of value and anti-money laundering and Bank Secrecy Act compliance. This amount represents an estimate of $42.0 million for the resolutions with the DOJ and FinCEN, as well as $3.7 million of third-party legal costs associated with this matter. These costs are not considered part of the Company's operations and revenue generating activities. Additionally, the nature of these amounts, including associated third-party costs, and the underlying investigation are such that they are not reasonably likely to recur within two years, nor were there similar charges within the prior two years. Management has excluded these amounts when evaluating internal performance. Therefore, these amounts have not been allocated to segment or Corporate results and are excluded from non-GAAP results. See Note 23 for details. Chile antitrust matter We recognized an estimated loss of $9.5 million in the third quarter of 2021 and recognized additional amounts in subsequent years (which were primarily related to changes in currency rates). Overall, these charges related to a potential fine associated with an investigation by the Chilean Fiscalía Nacional Económica or "FNE" (the Chilean antitrust agency). The investigation is related to potential anti-competitive practices among competitors in the cash logistics industry in Chile. These costs are not considered part of the Company's operations and revenue generating activities. Additionally, the nature of these amounts, including the estimated loss and associated third-party costs, is such that they are not reasonably likely to recur within two years, nor were there similar charges within the prior two years of the underlying event. Management has excluded these amounts when evaluating internal performance. Therefore, these amounts have not been allocated to segment or Corporate results and are excluded from non-GAAP results. See Note 23 for details. 28 Non-routine auto loss matter In 2023, a Brink’s employee was involved in a motor vehicle accident with unique circumstances that resulted in the death of a third party and, in connection with the ensuing litigation, Brink’s recognized an $10.0 million charge. Due to the unusual nature of the matter, including the unique circumstances of the claim, potential magnitude of remedy, and variation from our ordinary-course litigation strategy, we consider the litigation as separate and distinct from routine legal matters. Management does not believe that similar litigation will likely recur within the next two years, and there have been no similar matters within the prior two years. Management has excluded these amounts when evaluating internal performance. Therefore, they have not been allocated to segment or Corporate results and are excluded from non-GAAP results. Ship loss matter In 2015, Brink’s placed cargo containing customer valuables on a ship which suffered extensive damages and losses of cargo. Our cargo did not suffer any damage. However, the ship owner declared a "general average claim," an ancient maritime law principle, to recover losses from customers with undamaged cargo based on the pro rata value of ship cargo. In the fourth quarter of 2022, we recognized a $4.9 million charge for our estimate of the probable loss. Due to the unusual nature of the events that led to the charge, a similar charge is not reasonably likely to recur within two years, nor were similar costs incurred within the prior two years. Management has excluded this amount when evaluating internal performance. Therefore, it has not been allocated to segment or Corporate results and is excluded from non-GAAP results. Change in allowance estimate In the first quarter of 2022, we refined our global methodology of estimating the allowance for doubtful accounts. 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 in determining an appropriate allowance. As many of our regions began to recover from the COVID-19 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. As part of the analysis under the updated estimation methodology, we noted an increase in accounts receivable significantly past due, particularly in the U.S., and we recorded an additional allowance of $16.7 million. In the subsequent quarters of 2022, the additional allowance was reduced by $1.1 million as a result of collections. The charge and credit were not reflective of the Company's operations and revenue generating activities in the periods recorded. Additionally, given the unusual nature of the events that led to the charge (i.e. the COVID-19 pandemic), a similar charge is not reasonably likely to recur within two years, nor were similar costs incurred within the prior two years. Management has excluded these amounts when evaluating internal performance. Therefore, they have not been allocated to segment or Corporate results and are excluded from non-GAAP results. Reporting compliance We incurred certain compliance costs in 2023 to remediate a material weakness in internal controls over financial reporting. These third-party costs are not part of the Company's operations and revenue generating activities. Additionally, the nature of these amounts is such that they are not reasonably likely to recur within two years, nor were similar costs incurred within the prior two years of the underlying event. Management has excluded these amounts when evaluating internal performance. Therefore, they have not been allocated to segment or Corporate results and are excluded from non-GAAP results. 29 Other Operating Income and Expense Amounts below represent consolidated other operating income and expense. Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 Foreign currency items: Transaction gains (losses) $ 16.5 (85.1) (68.7) fav 24 Derivative instrument gains (losses) (11.0) 21.3 42.0 unfav (49) Royalty income 8.0 7.5 9.1 7 (18) Impairment losses (4.8) (10.3) (9.0) (53) 14 Indemnification asset adjustments (2.4) (3.4) (7.8) (29) (56) Contingent consideration liability adjustments — 6.2 — (100) fav Gains on sale of property and other assets 3.9 1.9 2.7 fav (30) Share in earnings of equity method affiliates 3.0 2.8 2.1 7 33 Other 5.5 4.9 4.3 12 14 Other operating income (expense) $ 18.7 (54.2) (25.3) fav unfav 2024 versus 2023 We reported other operating income of $18.7 million in 2024 versus other operating expense of $54.2 million in the prior year. The change was primarily due to net gains of $5.5 million from foreign currency items in 2024 as compared to net losses of $63.8 million from foreign currency items in 2023. This change was driven primarily by lower currency remeasurement losses in 2024 related to highly inflationary accounting in Argentina. The foreign currency items above do not include business acquisition-related currency items which are reported in interest and other nonoperating income (expense). 30 Nonoperating Income and Expense Interest Expense Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 Interest expense $ 235.4 203.8 138.8 16 47 Interest expense was higher in 2024 primarily due to higher interest rates on corporate debt. Borrowings were used to fund general corporate initiatives and other working capital needs. See Note 15 for further information. Interest and Other Nonoperating Income (Expense) Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 Interest income $ 48.9 36.3 23.6 35 54 Gain (loss) on equity and debt securities 5.0 (12.8) — fav unfav Foreign currency transaction gains (losses) 0.3 (1.1) 2.4 fav unfav Retirement benefit cost other than service cost (0.2) (0.5) (16.7) (60) (97) Argentina turnover tax (3.4) (6.8) (1.8) (50) unfav Non-income taxes on intercompany billings (2.1) (2.6) (2.3) (19) 13 Other 0.2 1.9 (1.5) (89) fav Interest and other nonoperating income (expense) $ 48.7 14.4 3.7 fav fav Interest and other nonoperating income (expense) was higher in 2024 compared to 2023 primarily due to gains on equity and debt securities in 2024 versus losses in the prior year. The 2023 losses were primarily related to the impact of highly inflationary accounting on investments in marketable securities held by Argentina. Higher income in 2024 was also driven by an increase in interest income on surplus cash in money market investments, including in Argentina. The change from 2022 to 2023 was caused mainly by a reduction in retirement benefit costs attributed to lower amortization of actuarial losses. Refer to Note 4 for further explanation. 31 Income Taxes Summary Reconciliation of Effective Income Tax Rate to U.S. Federal Tax Rate (In percentages) 2024 2023 2022 U.S. federal tax rate 21.0 % 21.0 % 21.0 % Increases (reductions) in taxes due to: Foreign rate differential 7.5 4.7 7.5 Taxes on cross border income, net of credits 2.9 7.9 6.9 Adjustments to valuation allowances (2.8) 18.5 (21.1) Foreign income taxes (1.0) 6.0 (0.7) French business tax 0.3 0.4 0.8 State income taxes, net 2.0 0.6 0.7 Share-based compensation 1.3 1.8 1.3 Acquisition costs — 0.2 — Nondeductible fines and penalties 3.8 — — Other (0.2) (2.1) 1.9 Effective income tax rate on continuing operations 34.8 % 59.0 % 18.3 % Overview Our effective tax rate has varied in the past three years from the statutory U.S. federal rate due to various factors, including • changes in judgment about the need for valuation allowances, • changes in the geographical mix of earnings, • changes in laws in the U.S., France, Mexico, Brazil and Argentina, • timing of benefit recognition for uncertain tax positions, • state income taxes, and • tax benefit for distributions of share-based payments. We establish or reverse valuation allowances for deferred tax assets depending on all available information including historical and expected future operating performance of our subsidiaries. Changes in judgment about the future realization of deferred tax assets can result in significant adjustments to the valuation allowances. Based on our historical and future expected taxable earnings, we believe it is more-likely-than-not that we will realize the benefit of the deferred tax assets, net of valuation allowances. Numerous foreign jurisdictions have enacted or are in the process of enacting legislation to adopt a minimum effective tax rate described in the Global Anti-Base Erosion ("Pillar Two") model rules issued by the Organization for Economic Co-operation and Development. A minimum effective tax rate of 15% would apply to multinational companies with consolidated revenue above €750 million. Under the Pillar Two rules, a company would be required to determine a combined effective tax rate for all entities located in a jurisdiction. If the jurisdictional effective tax rate determined under the Pillar Two rules is less than 15%, a top-up tax will be due to bring the jurisdictional effective tax rate up to 15%. We are continuing to monitor the pending implementation of Pillar Two by individual countries and the potential effects of Pillar Two on our business. The provisions effective in 2024 did not have a material impact on our results of operations, financial position or cash flows, and we do not expect the provisions in 2025 to have a materially adverse impact on our results of operations, financial position or cash flows. 2024 Effective Income Tax Rate Compared to U.S. Statutory Rate The effective income tax rate on continuing operations in 2024 was greater than the 21% U.S. statutory tax rate primarily due to the geographical mix of earnings, nondeductible expenses in Mexico, taxes on cross border payments and U.S. taxable income and credit limitations, U.S. taxable income and credit limitations, and Argentina nondeductible inflation, net of deductible Argentina inflation adjustments. 2023 Effective Income Tax Rate Compared to U.S. Statutory Rate The effective income tax rate on continuing operations in 2023 was greater than the 21% U.S. statutory tax rate primarily due to the geographical mix of earnings, nondeductible expenses in Mexico, taxes on cross border payments and U.S. taxable income and credit limitations, the increase of valuation allowances on U.S. foreign tax credits, and Argentina nondeductible inflation, net of deductible Argentina inflation adjustments. 32 Noncontrolling Interests Years Ended December 31, % change (In millions, except for percentages) 2024 2023 2022 2024 2023 Net income attributable to noncontrolling interests $ 11.8 10.6 11.3 11 (6) The increase in the net income attributable to noncontrolling interests in 2024, in comparison to 2023, is primarily attributable to higher 2024 operating results reported by certain subsidiaries that are not wholly-owned. The decrease in the net income attributable to noncontrolling interests in 2023, in comparison to 2022, is primarily due to the acquisition of noncontrolling interests in the second half of 2022. 33 Non-GAAP Measures and Reconciliations to GAAP Measures Non-GAAP measures described below and included in this filing are financial measures that are not required by or presented in accordance with GAAP. The purpose of the disclosure of these non-GAAP measures is to report financial information from the primary operations of our business by excluding the effects of certain income and expenses that do not reflect the ordinary earnings of our operations. These non-GAAP financial measures are intended to provide investors with a supplemental comparison of our operating results and trends for the periods presented. Our management believes these measures are also useful to investors as such measures allow investors to evaluate our performance using the same metrics that our management uses to evaluate past performance and prospects for future performance. The reconciliations in the tables below include adjustments that we do not consider reflective of our operating performance as they result from events and circumstances that are not a part of our core business. Additionally, certain non-GAAP results, including non-GAAP operating profit and free cash flow before dividends, are utilized as performance measures in certain management incentive compensation plans. Non-GAAP results should not be considered as an alternative to results determined in accordance with GAAP and should be read in conjunction with their GAAP counterparts. Non-GAAP financial measures may not be comparable to non-GAAP financial measures presented by other companies. The items excluded from non-GAAP measures are considered by us to be nonrecurring, infrequent or unusual costs and gains as well as other items not considered part of our operations and revenue generating activities. Non-recurring and infrequent items are items that are not reasonably expected to recur in the following two years. In addition to the rationale described above, we believe the following non-GAAP metrics are helpful to investors in assessing results of operations consistent with how our management evaluates performance: • Non-GAAP operating profit and Non-GAAP operating profit margin : Non-GAAP operating profit equals GAAP operating profit excluding Other Items not Allocated to Segments. Non-GAAP operating margin equals non-GAAP operating profit divided by revenues. • Non-GAAP income from continuing operations attributable to Brink's : This measure equals GAAP income from continuing operations attributable to Brink's excluding Other Items not Allocated to Segments as well as certain retirement plan expenses/gains and unusual adjustments to deferred tax asset valuation allowances. • Earnings Before Interest Expense, Income Taxes, Depreciation and Amortization ("EBITDA") and Adjusted EBITDA: EBITDA is calculated by starting with net income attributable to Brink's and adding back the amounts for interest expense, income taxes, depreciation and amortization. Adjusted EBITDA equals EBITDA excluding the applicable impacts of Other Items not Allocated to Segments as well as certain retirement plan expenses/gains, unusual adjustments to deferred tax asset valuation allowances, income tax rate adjustments, share-based compensation and marketable securities (gain) loss. • Non-GAAP diluted earnings per share ("EPS") from continuing operations attributable to Brink's common shareholders : This measure equals non-GAAP income from continuing operations attributable to Brink's divided by diluted shares. • Organic change and organic growth : Organic change represents the change in revenues or operating profit between the current and prior period excluding the effect of acquisitions and dispositions for one year after the transaction and changes in currency exchange rates. Organic growth is the percentage change of organic growth versus the prior year amount. • Impact of Acquisitions/ Dispositions: This measure represents the impact of acquisitions or dispositions without a full year of reported results in either comparable period. • Currency Effect: This measure consists of the effects of Argentina devaluations under highly inflationary accounting and the sum of monthly currency changes. Monthly currency changes represent the accumulation throughout the year of the impact on current period results of changes in foreign currency rates from the prior year period. • Non-GAAP pre-tax income, Non-GAAP income tax and Non-GAAP effective income tax rate : Non-GAAP pre-tax income and non-GAAP income tax equal their GAAP counterparts excluding the applicable impacts of Other Items not Allocated to Segments as well as certain retirement plan expenses/gains and unusual adjustments to deferred tax asset valuation allowances. Non-GAAP effective income tax rate equals non-GAAP income tax divided by non-GAAP pre-tax income. In addition to the rationale described above, we believe the following non-GAAP metrics are helpful in assessing cash flow and financial leverage consistent with how our management evaluates performance: • Free Cash Flow before Dividends: This non-GAAP measure reflects management’s calculation of cash flows that are available for capital or investing activities such as paying dividends, share repurchases, debt, acquisitions and other investments. The measure is calculated as net cash flows from operating activities, adjusted to exclude certain operating activities related to cash that is not available for corporate purposes, including the impact of cash flows from restricted cash held for customers, as well as cash received and processed in certain of our secure cash management services operations. The resulting amount is further adjusted to include the impact of cash flows related to equipment used to operate our business, including capital expenditures, cash proceeds from sale of property and equipment, as well as proceeds from lessor debt financing. The latter item, which is part of cash flows from financing activities and relates to the subsequent financings of certain capital expenditures, was added to our calculation in 2024 as we believe such cash flows are similar in nature to transactions reported in Investing Activities, which have historically been included in our calculation. Prior amounts were recast to reflect this change. • Net Debt : Net Debt equals total debt less cash and cash equivalents available for general corporate purposes. We exclude from cash and cash equivalents amounts held by our cash management services operations, as such amounts are not considered available for general corporate purposes. See page 44 for more details. 34 Reconciliations of Non-GAAP to GAAP Measures Non-GAAP measures are reconciled to comparable GAAP measures either in the tables below or in “Liquidity and Capital Resources” section. Amounts reported for prior periods have been updated in this report to present information consistently for all periods presented. Most of the reconciling adjustments are described in Other Items Not Allocated to Segments above on pages 26 – 29 . Additional reconciling items include the following: Retirement plans We incur costs, such as interest expense and amortization of actuarial gains and losses, associated with certain retirement plans that have been frozen to new entrants. Furthermore, we also incur non-cash settlement charges and curtailment gains related to all of our retirement plans. These costs and gains are not considered to be part of the Company's operations and revenue generating activities. Management has excluded these amounts when evaluating internal performance. Therefore, they are excluded from non-GAAP results. Valuation allowance on tax credits As a result of new foreign tax credit regulations, we released a valuation allowance on deferred tax assets and recorded a significant income tax credit in 2022. We then re-established some of the valuation allowance in 2023 primarily related to adjustments to the previous foreign tax credit changes, resulting in a significant incremental income tax expense. In 2024, we released an incremental valuation allowance on deferred tax assets that was otherwise expected to expire and recorded a tax credit. The gains and charges related to major tax law changes that impacted U.S. foreign tax credits. These gains and charges are not considered to be part of the Company's operations and revenue generating activities. Management has excluded these amounts when evaluating internal performance. Therefore, they are excluded from non-GAAP results. Change in restricted cash held for customers Restricted cash held for customers is not available for general corporate purposes such as payroll, vendor invoice payments, debt repayment, or capital expenditures. Because the cash is not available to support the Company's operations and revenue generating activities, management excludes the changes in the restricted cash held for customers balance when assessing cash flows from operations. We believe that the exclusion of the change in restricted cash held for customers from our non-GAAP operating cash flows measure is helpful to users of the financial statements as it presents this financial measure consistent with how management assesses this liquidity measure. Change in certain customer obligations The 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 is thus not available for general corporate purposes. Because the cash is not available to support our operations and revenue generating activities, management excludes the changes in this specific cash balance when assessing cash flows from operations. We believe that the exclusion of the change in this cash balance from our non-GAAP operating cash flows measure is helpful to the users of our financial statements as it presents this financial measure consistent with how our management assesses this liquidity measure. Amounts held by cash management services operations As described above, cash held in certain of our secure cash management services operations is not available to support our operations and revenue generating activities. Therefore, management excludes this specific cash balance when assessing our liquidity and capital resources, and in our computation of Net Debt. We believe that the exclusion of this cash balance from our non-GAAP Net Debt measure is helpful to the users of our financial statements as it presents this financial measure consistent with how our management assesses this liquidity measure. 35 Non-GAAP Reconciled to GAAP 2024 2023 2022 (In millions, except for percentages) Pre-tax income (a) Income tax Effective income tax rate (a) Pre-tax income (a) Income tax Effective income tax rate (a) Pre-tax income (a) Income tax Effective income tax rate (a) GAAP $ 266.3 92.7 34.8 % $ 235.8 139.2 59.0 % $ 226.2 41.4 18.3 % Reorganization and restructuring (c) 1.5 0.2 17.6 3.4 38.8 8.2 Acquisitions and dispositions (c) 62.1 5.2 72.6 8.9 85.2 20.7 Argentina highly inflationary impact (c) 36.3 (5.1) 142.0 (4.5) 45.6 (2.0) Transformation initiatives (c) 28.4 0.7 5.5 0.1 — — DOJ/FinCEN investigations (c) 45.7 — — — — — Chile antitrust matter (c) 1.3 0.3 0.5 0.1 1.4 0.5 Non-routine auto loss matter (c) 2.0 — 8.0 0.2 — — Change in allowance estimate (c) — — — — 15.6 3.7 Ship loss matter (c) — — — — 4.9 1.3 Reporting compliance (c) — — 0.8 — — — Retirement plans (b) (8.4) (0.1) (9.0) (2.0) 11.1 2.9 Valuation allowance on tax credits (b) — 7.1 — (27.8) — 53.2 Non-GAAP $ 435.2 101.0 23.2 % $ 473.8 117.6 24.8 % $ 428.8 129.9 30.3 % Amounts may not add due to rounding. (a) From continuing operations. (b) See "Reconciliations of Non-GAAP to GAAP Measures" on page 35 for details. (c) See “Other Items Not Allocated To Segments” on pages 26 - 29 for details. 36 Years Ended December 31, (In millions, except for per share amounts) 2024 2023 2022 Operating profit: GAAP $ 453.0 425.2 361.3 Reorganization and restructuring (a) 1.5 17.6 38.8 Acquisitions and dispositions (a) 62.5 70.6 86.6 Argentina highly inflationary impact (a) 35.0 86.8 41.7 Transformation initiatives (a) 28.4 5.5 — DOJ/FinCEN investigations (a) 45.7 — — Chile antitrust matter (a) 1.3 0.5 1.4 Non-routine auto loss matter (a) 2.0 8.0 — Ship loss matter (a) — — 4.9 Reporting compliance (a) — 0.8 — Change in allowance estimate (a) — — 15.6 Non-GAAP $ 629.4 615.0 550.3 Income from continuing operations attributable to Brink's: GAAP $ 161.8 86.0 173.5 Reorganization and restructuring (a) 1.3 14.2 30.5 Acquisitions and dispositions (a) 55.9 62.7 63.5 Argentina highly inflationary impact (a) 41.4 146.5 47.6 Transformation initiatives (a) 27.7 5.4 — DOJ/FinCEN investigations (a) 45.7 — — Chile antitrust matter (a) 1.0 0.4 0.9 Non-routine auto loss matter (a) 2.0 7.8 — Ship loss matter (a) — — 3.6 Reporting compliance (a) — 0.8 — Retirement plans (b) (8.3) (7.0) 8.1 Change in allowance estimate (a) — — 11.9 Valuation allowance on tax credits (b) (7.1) 27.8 (53.2) Non-GAAP $ 321.4 344.6 286.4 Adjusted EBITDA: Net income attributable to Brink's $ 162.9 87.7 170.6 Interest expense 235.4 203.8 138.8 Income tax provision 92.7 139.2 41.4 Depreciation and amortization 293.3 275.8 245.8 EBITDA $ 784.3 706.5 596.6 Discontinued operations (1.1) (1.7) 2.9 Reorganization and restructuring (a) 1.5 16.4 37.7 Acquisitions and dispositions (a) 2.8 13.0 30.9 Argentina highly inflationary impact (a) 24.3 136.6 42.7 Transformation initiatives (a) 28.4 5.5 — DOJ/FinCEN investigations (a) 45.7 — — Chile antitrust matter (a) 1.3 0.5 1.4 Non-routine auto loss matter (a) 2.0 8.0 — Ship loss matter (a) — — 4.9 Reporting compliance (a) — 0.8 — Retirement plans (b) (8.4) (9.0) 11.0 Change in allowance estimate (a) — — 15.6 Valuation allowance on tax credits (b) — — — Share-based compensation (c) 36.6 33.0 48.6 Marketable securities (gain) loss (d) (5.5) (42.4) (4.0) Adjusted EBITDA $ 911.9 867.2 788.3 37 Years Ended December 31, (In millions, except for per share amounts) 2024 2023 2022 Diluted EPS: GAAP $ 3.61 1.83 3.63 Reorganization and restructuring (a) 0.03 0.30 0.64 Acquisitions and dispositions (a) 1.25 1.33 1.33 Argentina highly inflationary impact (a) 0.92 3.13 1.00 Transformation initiatives (a) 0.62 0.12 — DOJ/FinCEN investigations (a) 1.02 — — Chile antitrust matter (a) 0.02 0.01 0.02 Non-routine auto loss matter (a) 0.05 0.17 — Ship loss matter (a) — — 0.08 Reporting compliance (a) — 0.02 — Retirement plans (b) (0.19) (0.15) 0.17 Change in allowance estimate (a) — — 0.25 Valuation allowance on tax credits (b) (0.16) 0.59 (1.11) Non-GAAP $ 7.17 7.35 5.99 Amounts may not add due to rounding. (a) See “Other Items Not Allocated To Segments” on pages 26 - 29 for details. (b) See "Reconciliations of GAAP to Non-GAAP Measures" on page 35 for details. (c) Due to reorganization and restructuring activities, there was a $0.9 million non-GAAP adjustment to share-based compensation in 2023. There is no difference between GAAP and non-GAAP share-based compensation amounts for the other periods presented. (d) Due to the impact of Argentina's highly inflationary accounting, there was a $55.2 million non-GAAP adjustment for a loss in 2023, and a $1.3 million non-GAAP adjustment in 2024. 38 Foreign Operations We currently serve customers in more than 100 countries, including 51 countries where we operate subsidiaries. We are subject to risks customarily associated with doing business in foreign countries, including labor and economic conditions, the imposition of international sanctions, including by the U.S. government, political instability, controls on repatriation of earnings and capital, nationalization, expropriation and other forms of restrictive action by local governments. Changes in the political or economic environments in the countries in which we operate could have a material adverse effect on our business, financial condition and results of operations. The future effects, if any, of these risks are unknown. In April 2019, the U.S. government sanctioned the Venezuela central bank and, as a result, we have ceased support of our Venezuela business. At December 31, 2024, Argentina's economy remained highly inflationary for accounting purposes. See Note 1 for more details about our Argentina operations including a description of how we account for currency remeasurement for our Argentine subsidiaries and the potential impacts of converting local currency into U.S. dollars. Our international operations conduct a majority of their business in local currencies. Because our financial results are reported in U.S. dollars, they are affected by changes in the value of various local currencies in relation to the U.S. dollar. Recent strengthening of the U.S. dollar relative to certain currencies has reduced our reported dollar revenues and operating profit. Future fluctuations in exchange rates could have either a positive or negative impact on our financial results. Changes in exchange rates may also affect transactions which are denominated in currencies other than the functional currency of a given foreign entity. From time to time, we use short term foreign currency forward and swap contracts to hedge transactional risks associated with foreign currencies, as discussed in Item 7A on pages 58 - 59 . These short term foreign currency forward and swap contracts primarily offset exposures in the euro, the Mexican peso, and the British pound and are not designated as hedges for accounting purposes. Accordingly, changes in their fair value are recorded immediately in earnings. See Note 12 for more details regarding our economic hedges. We have entered into cross currency swaps and foreign exchange forward swap contracts to hedge a portion of our net investments in certain of our subsidiaries with euro and Hong Kong dollar functional currencies. As net investment hedges for accounting purposes, we elected to use the spot method to assess effectiveness for these derivatives that are designated as net investment hedges. Accordingly, changes in fair value attributable to changes in the undiscounted spot rates are recorded in the foreign currency translation adjustments component of accumulated other comprehensive income (loss) and will remain there until the hedged net investments are sold or substantially liquidated. 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 the cross currency swaps. See Note 12 for more details regarding these contracts. We also had a long term cross currency swap contract to hedge exposure in Brazilian real, which was designated as a cash flow hedge for accounting purposes This cross currency swap contract matured and was fully settled in 2023. See Note 12 for more details about this contract. 39 LIQUIDITY AND CAPITAL RESOURCES Overview The discussion of liquidity and capital resources comparing 2023 versus 2022 can be found in Item 7. Management's Discussion and Analysis of Financial Conditions and Results of Operations of our 2023 10-K, starting on page 40. Over the last three years, we used cash generated from our operations and borrowings to • invest in the infrastructure of our business (new facilities, cash sorting and other equipment for our cash management services operations, armored trucks, DRS devices, and information technology) ($608 million), • repurchase shares of Brink's common stock ($426 million), • acquire new business operations ($209 million), and • pay dividends to Brink’s shareholders ($119 million). Cash flows from operating activities decreased by $(276.4) million in 2024 as compared to the prior year primarily due to changes in customer obligations related to certain of our secure cash management services operations, a decrease in restricted cash held for customers and higher amounts paid for income taxes and interest, partially offset by improvements in working capital excluding taxes and interest. Cash used for investing activities increased by $36.4 million in 2024 due to net outflows related to purchases and sales of marketable securities in 2024 versus net inflows in the prior year. Cash also decreased $95.2 million in 2024 as a result of the strengthening of the U.S. dollar in 2024, primarily against the euro, Mexican peso and Argentine peso. We financed our liquidity needs in 2024 with debt and cash flows from operations. Operating Activities Years Ended December 31, $ change (In millions) 2024 2023 2022 2024 2023 Cash flows provided from (used in) operating activities - GAAP $ 426.0 702.4 479.9 $ (276.4) 222.5 (Increase) decrease in restricted cash held for customers (see Note 20) 42.9 (59.5) (50.0) 102.4 (9.5) (Increase) decrease in customer obligations 77.7 (66.0) (50.0) 143.7 (16.0) Capital expenditures (222.5) (202.7) (182.6) (19.8) (20.1) Cash proceeds from sale of property and equipment 29.2 18.4 5.7 10.8 12.7 Proceeds from lessor debt financing (see Note 20) 46.6 7.5 19.4 39.1 (11.9) Free cash flow before dividends (a) $ 399.9 400.1 222.4 $ (0.2) 177.7 (a) Free cash flow before dividends is a supplemental financial measure that is not required by, or presented in accordance with, GAAP. See page 34 for further information on this non-GAAP measure, and see page 35 for descriptions of the adjustments. 2024 versus 2023 Cash flows from operating activities - GAAP Cash flows from operating activities decreased by $276.4 million in 2024 compared to 2023. The decrease was attributed to changes in customer obligations related to certain of our secure cash management services operations (certain customer obligations decreased by $77.7 million in 2024 compared to an increase of $66.0 million in 2023), restricted cash held for customers (restricted cash held for customers decreased by $42.9 million in 2024 compared to an increase of $59.5 million in 2023), higher amounts paid for income taxes (we had $122.1 million in cash payments for taxes in 2024 as compared to $96.3 million in 2023), and higher amounts paid for interest (we had $235.3 million in cash payments for interest in 2024 as compared to $195.8 million in 2023), partially offset by improvements in working capital excluding taxes and interest. Working capital improvements resulted primarily from an ongoing focus on certain key levers, in particular more timely collection of trade accounts receivable and optimizing payment terms to vendors. Our cash flows may continue to be affected by certain discretionary actions we may take with customers and suppliers. In 2024, these actions involved, among others, centrally managing more of our overall spend and negotiating with suppliers to optimize our payment terms and conditions, including focused activity in the fourth quarter that included extending timing of payments to certain vendors. These actions contributed to an increase in trade accounts payable (amounts increased by $78.7 million in 2024 compared to a decrease of $18.0 million in 2023) included in the consolidated statements of cash flows line “Increase (decrease) in accounts payable, income taxes payable, and accrued liabilities” as well as continued improvements in trade accounts receivable (amounts decreased $40.2 million in 2024 and decreased $56.0 million in 2023) included in the consolidated statements of cash flows line “(Increase) decrease in accounts receivable and income taxes receivable”. Our efforts to improve working capital continue in 2025 as we work to formalize extended terms for more vendors and manage more of our spend in a centralized, global manner. Future working capital performance contemplates a continuation of these efforts. 40 Free cash flow before dividends - non-GAAP Free cash flow before dividends was relatively flat compared to 2023, down $0.2 million. Higher amounts paid for income taxes, higher amounts paid for interest, and higher amounts paid for capital expenditures (we had $222.5 million in capital expenditures in 2024 compared to $202.7 million in 2023) were mostly offset by higher proceeds from lessor debt financing (we received $46.6 million in proceeds in 2024 compared to $7.5 million in 2023), and working capital changes discussed above. In 2024, as noted above, we took actions focused on working capital improvements. We also increased our use of leases to finance the acquisition of assets used in the business in order to better align cash inflows and outflows. Investing Activities Years Ended December 31, $ change (In millions) 2024 2023 2022 2024 2023 Cash flows from investing activities Capital expenditures $ (222.5) (202.7) (182.6) $ (19.8) (20.1) Acquisitions, net of cash acquired (19.1) (1.5) (173.9) (17.6) 172.4 Dispositions, net of cash disposed — 1.1 — (1.1) 1.1 Marketable securities: Purchases (71.8) (134.7) (30.3) 62.9 (104.4) Sales 57.2 150.4 11.7 (93.2) 138.7 Proceeds from sale of property and equipment 29.2 18.4 5.7 10.8 12.7 Proceeds from settlement of cross currency swap — — 64.3 — (64.3) Net change in loans held for investment 7.1 (11.1) (25.9) 18.2 14.8 Other 3.7 (0.6) (0.2) 4.3 (0.4) Discontinued operations — 0.9 — (0.9) 0.9 Investing activities $ (216.2) (179.8) (331.2) $ (36.4) 151.4 Cash used by investing activities increased by $36.4 million in 2024 as compared to 2023. The increase was primarily due to increases in cash paid for the net purchases and sales of marketable securities (we had $14.6 million in net cash paid in 2024 compared to $15.7 million in net cash received in 2023), increases in cash paid for capital expenditures and increases in cash paid for acquisitions 2024. This was partially offset by a decrease in cash received for loans held for investment (we received $7.1 million for loans held for investment in 2024 compared to payments of $11.1 million in 2023), as discussed in Note 20. 41 Capital expenditures and depreciation and amortization were as follows: Years Ended December 31, $ change (In millions) 2024 2023 2022 2024 2023 Property and Equipment Acquired during the year Capital expenditures (a) : North America $ 62.6 43.8 41.4 $ 18.8 2.4 Latin America 33.0 48.8 50.1 (15.8) (1.3) Europe 76.9 72.1 50.5 4.8 21.6 Rest of World 45.6 30.6 34.4 15.0 (3.8) Corporate 4.4 7.4 6.2 (3.0) 1.2 Capital expenditures $ 222.5 202.7 182.6 $ 19.8 20.1 Financing leases : North America $ 38.4 59.4 46.3 $ (21.0) 13.1 Latin America 21.4 11.0 10.9 10.4 0.1 Europe 13.4 21.4 8.1 (8.0) 13.3 Rest of World 1.9 0.2 0.4 1.7 (0.2) Financing leases $ 75.1 92.0 65.7 $ (16.9) 26.3 Total: North America $ 101.0 103.2 87.7 $ (2.2) 15.5 Latin America 54.4 59.8 61.0 (5.4) (1.2) Europe 90.3 93.5 58.6 (3.2) 34.9 Rest of World 47.5 30.8 34.8 16.7 (4.0) Corporate 4.4 7.4 6.2 (3.0) 1.2 Total property and equipment acquired $ 297.6 294.7 248.3 $ 2.9 46.4 Depreciation and amortization (a) North America $ 82.4 73.9 69.1 $ 8.5 4.8 Latin America 53.9 53.6 49.1 0.3 4.5 Europe 57.0 54.2 39.6 2.8 14.6 Rest of World 26.2 24.4 23.6 1.8 0.8 Total reportable segments 219.5 206.1 181.4 13.4 24.7 Corporate 3.5 5.3 8.4 (1.8) (3.1) Argentina highly inflationary impact 12.0 5.4 2.9 6.6 2.5 Reorganization and restructuring — 1.2 1.0 (1.2) 0.2 Acquisitions and dispositions — — 0.1 — (0.1) Depreciation and amortization of property and equipment $ 235.0 218.0 193.8 $ 17.0 24.2 Amortization of intangible assets (a) 58.3 57.8 52.0 0.5 5.8 Total depreciation and amortization $ 293.3 275.8 245.8 $ 17.5 30.0 (a) Amortization of acquisition-related intangible assets has been excluded from reportable segment amounts. Our reinvestment ratio, which we define as the annual amount of property and equipment acquired during the year divided by the annual amount of depreciation, was 1.3 in 2024, 1.4 in 2023, and 1.3 in 2022. Capital expenditures in 2024 for our operating units were primarily for cash devices, information technology, armored vehicles, and machinery and equipment. Capital expenditures in 2024 were $19.8 million higher compared to 2023. Total property and equipment acquired in 2024 was $2.9 million higher than the prior year. This increase was primarily due to an increase in investments in armored vehicles and DRS devices. Corporate capital expenditures in the last three years were primarily for IT investments. 42 Financing Activities Years Ended December 31, $ change (In millions) 2024 2023 2022 2024 2023 Cash flows from financing activities Borrowings and repayments: Short-term borrowings $ 12.9 98.6 37.7 $ (85.7) 60.9 Long-term revolving credit facilities, net (7.7) (8.1) 226.0 0.4 (234.1) Other long-term debt, net 320.0 (71.7) 102.9 391.7 (174.6) Borrowings (repayments) 325.2 18.8 366.6 306.4 (347.8) Acquisition of noncontrolling interest (0.2) (0.6) (7.8) 0.4 7.2 Debt financing costs (10.6) — (5.6) (10.6) 5.6 Repurchase shares of Brink's common stock (203.6) (169.9) (52.2) (33.7) (117.7) Dividends to: Shareholders of Brink’s (41.8) (39.6) (37.6) (2.2) (2.0) Noncontrolling interests in subsidiaries (6.1) (7.7) (7.1) 1.6 (0.6) Payment of acquisition-related obligation (0.8) (11.1) (2.8) 10.3 (8.3) Tax withholdings associated with share-based compensation (18.6) (8.0) (12.2) (10.6) 4.2 Other (1.3) 11.0 3.9 (12.3) 7.1 Financing activities $ 42.2 (207.1) 245.2 $ 249.3 (452.3) Debt borrowings and repayments Cash flows from financing activities increased by $249.3 million in 2024 compared to 2023 as we had net cash provided by financing activities of $42.3 million in 2024 compared to net cash used in financing activities of $207.1 million in 2023. The change was driven primarily by an increase in net borrowings (as discussed in Note 15) compared to the prior year, partially offset by increased cash used to to repurchase shares of common stock in the current year (we used $203.6 million in cash to repurchase shares of common stock in 2024, compared to $169.9 million in 2023). Dividends We paid dividends to Brink’s shareholders of $0.9475 per share or $41.8 million in 2024 compared to $0.86 per share or $39.6 million in 2023 and $0.80 per share or $37.6 million in 2022. Future dividends are dependent on our earnings, financial condition, shareholders’ equity levels, our cash flow and business requirements, as determined by the Board. Effect of Exchange Rate Changes on Cash and Cash Equivalents Changes in currency exchange rates decreased the amount of cash and cash equivalents by $95.2 million during 2024, compared to a decrease of $42.4 million in 2023 and a decrease of $70.1 million in 2022. The decrease in 2024 was due to the strengthening of the U.S. dollar in 2024, primarily against the euro, Mexican peso, and Argentine peso. 43 Capitalization We use a combination of debt, leases and equity to capitalize our operations. As of December 31, 2024, debt as a percentage of capitalization (defined as total debt and equity) was 93%, which increased from 87% at December 31, 2023. Summary of Debt, Equity and Other Liquidity Information Amount available under credit facilities Outstanding balance December 31, December 31, (In millions) 2024 2024 2023 $ change (a) Debt: Short-term borrowings Other $ 75.2 $ 149.3 151.7 $ (2.4) Total Short-term borrowings $ 75.2 $ 149.3 151.7 $ (2.4) Long-term debt Revolving Facility $ 600.3 $ 399.7 542.1 (142.4) Term Loans — 1,292.2 1,343.5 (51.3) Senior Unsecured Notes — 1,387.8 994.4 393.4 Letter of Credit Facilities 41.0 — — — Other facilities 178.4 432.1 265.8 166.3 Financing leases — 235.1 233.8 1.3 Total Long-term debt $ 819.7 $ 3,746.9 3,379.6 $ 367.3 Total Debt $ 894.9 $ 3,896.2 3,531.3 $ 364.9 Total equity $ 312.5 520.2 $ (207.7) (a) In addition to cash borrowings and repayments, the change in the debt balance also includes changes in currency exchange rates. Reconciliation of Net Debt to U.S. GAAP Measures December 31, (In millions) 2024 2023 $ change Debt: Short-term borrowings $ 149.3 151.7 $ (2.4) Long-term debt 3,746.9 3,379.6 367.3 Total Debt 3,896.2 3,531.3 364.9 Less: Cash and cash equivalents 1,395.3 1,176.6 218.7 Amounts held by cash management services operations (a) (81.3) (166.2) 84.9 Cash and cash equivalents available for general corporate purposes 1,314.0 1,010.4 303.6 Net Debt (a) $ 2,582.2 2,520.9 $ 61.3 (a) Net Debt is a supplemental non-GAAP financial measure that is not required by or presented in accordance with GAAP. See page 34 for further information on this non-GAAP measure, and see page 35 for a description of the adjustment. Included within Net Debt is net cash from our Argentina operations of $104 million at December 31, 2024 and $63 million at December 31, 2023 (see Note 1 to the consolidated financial statements for a discussion of currency controls in Argentina). Debt and Net Debt at the end of 2024 increased versus the prior year to provide funding for corporate purposes and other working capital needs. Liquidity Needs Our liquidity needs include not only the working capital requirements of our operations but also investments in our operations, business development activities, payments on outstanding debt, dividend payments and share repurchases. Our operating liquidity needs are typically financed by cash from operations, short-term borrowings and the available borrowing capacity under our Revolving Credit Facility (our debt facilities are described in more detail in Note 15 to the consolidated financial statements, 44 including certain limitations and considerations related to the cash and borrowing capacity). As of December 31, 2024, $600 million was available under the Revolving Credit Facility. Based on our current cash generated from operations, and amounts available under our credit facilities and our ability to access capital from financial markets, we believe that we will be able to meet our liquidity needs for the next 12 months and thereafter the foreseeable future. Limitations on dividends from foreign subsidiaries A significant portion of our operations are outside the U.S., which may make it difficult to or costly to repatriate additional cash for use in the U.S. See Item 1A., Risk Factors , for more information on the risks associated with having businesses outside the U.S. Our conclusion that we will be able to fund our cash requirements for the next 12 months by using existing capital resources, cash on hand, and cash generated from operations does not take into account any potential material worsening of economic conditions or material increases in inflation that would adversely affect our business. The anticipated cash needs of our business could change significantly if we pursue and complete additional business acquisitions, if our business plans change, or if other economic conditions change, such as material increases in inflation, from those currently prevailing or from those now anticipated, such as higher inflation or if other unexpected circumstances arise that may have a material effect on the cash flow or profitability of our business, including material negative changes in the health and welfare of our employees or changes in the condition of our customers or suppliers, and the operating performance or financial results of our business. Any of these events or circumstances, including any new business opportunities, could involve significant additional funding needs in excess of the identified currently available sources and could require us to raise additional debt or equity funding to meet those needs. Our ability to raise additional capital, if necessary, is subject to a variety of factors that we cannot predict with certainty, including: • our future profitability; • the quality of our accounts receivable; • our relative levels of debt and equity; • the volatility and overall condition of the capital markets; and • the market prices of our securities. Cash and Cash Equivalents At December 31, 2024, we had $1,395.3 million in cash and cash equivalents, compared to $1,176.6 million at December 31, 2023. We plan to use the current cash and cash equivalents for working capital needs, capital expenditures, acquisitions, share repurchases, and other general corporate purposes. Equity Common Stock At December 31, 2024, we had 100 million shares of common stock authorized and 42.9 million shares issued and outstanding. Preferred Stock At December 31, 2024, we had the authority to issue up to 2 million shares of preferred stock, par value $10 per share. Share Repurchase Program 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 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. During the twelve months ended December 31, 2024, we repurchased a total of 2,108,544 shares of our common stock for an aggregate of $203.6 million and an average price of $96.54 per share. These shares were retired upon repurchase. At December 31, 2024, $296 million remained available under the 2023 Repurchase Program. In October 2021, we announced that our Board 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. These shares were retired upon repurchase. The 2021 Repurchase Program expired on December 31, 2023 with approximately $28 million remaining available. Our Board 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. In each case, in exchange for an upfront payment at the beginning of each purchase period, the financial institution delivered to us shares of our common stock. The shares received were retired in the period they were delivered to us, and the upfront payment was accounted for as a reduction to shareholders' equity in the consolidated balance sheet. In 2022, we received 546,993 additional shares upon the termination of an ASR. For purposes of calculating earnings per share, we reported each ASR as a repurchase of our common stock and as a forward contract indexed to our common stock. Each ASR met the applicable criteria for equity classification, and, as a result, none were accounted for as a derivative instrument. 45 Off Balance Sheet Arrangements We have certain operating leases that are considered short term and are not capitalized to the balance sheet. We use operating leases both on and off balance sheet to lower our cost of financings. We believe that operating leases are an important component of our capital structure. 46 U.S. Retirement Liabilities Assumptions for U.S. Retirement Obligations We have made various assumptions to estimate the amount of payments to be made in the future. The most significant assumptions include: • Changing discount rates and other assumptions in effect at measurement dates (normally December 31) • Investment returns on plan assets • Addition of new claimants (historically immaterial due to freezing of pension benefits and exit from coal business) • Mortality rates • Change in laws Funded Status of U.S. Retirement Plans Actual Projected (In millions) 2024 2025 2026 2027 2028 2029 Primary U.S. pension plan Beginning funded status $ (10.9) 8.2 14.0 19.9 26.9 39.5 Net periodic pension credit (a) 16.0 13.4 11.3 9.0 9.4 9.6 Payment from Brink’s — — — 1.3 5.5 1.5 Benefit plan actuarial gain (loss) 3.1 (7.6) (5.4) (3.3) (2.3) (1.6) Ending funded status $ 8.2 14.0 19.9 26.9 39.5 49.0 UMWA plans Beginning funded status $ (77.9) (42.7) (42.2) (41.8) (41.5) (41.4) Net periodic postretirement cost (a) 0.6 0.5 0.4 0.3 0.1 (0.1) Benefit plan actuarial gain 42.9 — — — — — Other (8.3) — — — — — Ending funded status $ (42.7) (42.2) (41.8) (41.5) (41.4) (41.5) Black Lung plans Beginning funded status $ (74.4) (69.8) (64.4) (59.4) (54.9) (50.7) Net periodic postretirement cost (a) (3.6) (3.6) (3.3) (3.1) (2.8) (2.6) Payment from Brink’s 8.0 9.0 8.3 7.6 7.0 6.4 Benefit plan actuarial loss 0.2 — — — — — Ending funded status $ (69.8) (64.4) (59.4) (54.9) (50.7) (46.9) (a) Excludes amounts reclassified from accumulated other comprehensive income (loss). Primary U.S. Pension Plan Pension benefits provided to eligible U.S. employees were frozen on December 31, 2005, and benefits are not provided to employees hired after 2005 or to those covered by a collective bargaining agreement. We did not make cash contributions to the primary U.S. pension plan in 2024. There are approximately 10,300 beneficiaries in the plan. Based on our current assumptions, we do not expect to make contributions until 2027. UMWA Plan Retirement benefits related to former coal operations include medical benefits provided by the Pittston Coal Group Companies Employee Benefit Plan for UMWA Represented Employees. There are approximately 2,200 beneficiaries in the UMWA plans. The company does not expect to make contributions to these plans until 2040, based on our actuarial assumptions. Black Lung Under the Federal Black Lung Benefits Act of 1972, Brink’s is responsible for paying lifetime black lung benefits to miners and their dependents for claims filed and approved after June 30, 1973. There are approximately 700 black lung beneficiaries as of December 31, 2024. Non-U.S. defined-benefit pension plans We have various defined-benefit pension plans covering eligible current and former employees of some of our international operations. See Note 4 to the consolidated financial statements for information about these non-U.S. plans' benefit obligation and estimated future benefit payments over the next 10 years. 47 Summary of Total Expenses Related to All U.S. Retirement Liabilities This table summarizes actual and projected expense (income) related to U.S. retirement liabilities. These expenses are not allocated to segment results. Actual Projected (In millions) 2024 2025 2026 2027 2028 2029 Primary U.S. pension plan $ (10.9) (8.1) (0.6) 6.6 4.9 3.9 UMWA plans (8.3) (9.5) (4.8) (4.6) (4.5) (4.3) Black Lung plans 8.2 7.7 7.1 6.6 6.1 5.6 Total $ (11.0) (9.9) 1.7 8.6 6.5 5.2 Summary of Total Payments from U.S. Plans to Participants This table summarizes actual and estimated payments from the plans to participants. Actual Projected (In millions) 2024 2025 2026 2027 2028 2029 Payments from U.S. Plans to participants Primary U.S. pension plan $ 44.4 47.8 47.7 47.3 46.9 46.3 UMWA plans 20.7 16.2 16.0 15.8 15.7 15.4 Black Lung plans 8.0 9.0 8.3 7.6 7.0 6.4 Total $ 73.1 73.0 72.0 70.7 69.6 68.1 Summary of Projected Payments from Brink’s to U.S. Plans This table summarizes estimated payments from Brink’s to U.S. retirement plans. Projected Payments to Plans from Brink's (In millions) Primary U.S. Pension Plan UMWA Plans Black Lung Plans Total Projected payments 2025 $ — — 9.0 9.0 2026 — — 8.3 8.3 2027 1.3 — 7.6 8.9 2028 5.5 — 7.0 12.5 2029 1.5 — 6.4 7.9 2030 — — 5.9 5.9 2031 — — 5.5 5.5 2032 — — 5.2 5.2 2033 — — 4.8 4.8 2034 — — 4.5 4.5 2035 — — 4.2 4.2 2036 — — 3.9 3.9 2037 — — 3.6 3.6 2038 — — 3.3 3.3 2039 and thereafter — 82.0 31.8 113.8 Total projected payments $ 8.3 82.0 111.0 201.3 The amounts in the tables above are based on a variety of estimates, including actuarial assumptions as of December 31, 2024. The estimated amounts will change in the future to reflect payments made, investment returns, actuarial revaluations, and other changes in estimates. Actual amounts could differ materially from the estimated amounts. 48 Contingent Matters In August 2020, the Company received a subpoena issued in connection with an investigation being conducted by the U.S. Department of Justice (the “DOJ”), primarily related to cross-border shipments of cash and things of value and anti-money laundering (“AML”) compliance. Subsequently, in March 2024, as is commonly the case with this type of matter, the Company received a Notice of Investigation from the U.S. Treasury’s Financial Crimes Enforcement Network (“FinCEN”) related to Bank Secrecy Act/AML compliance that involves substantially the same conduct that was the subject to the DOJ’s investigation. On January 31, 2025, Brink’s Global Services USA, a subsidiary of the Company, entered into a Consent Order Imposing Civil Money Penalty with FinCEN and a Non-Prosecution Agreement (the “NPA”) with the DOJ, to fully resolve these matters. As part of these resolutions, the Company agreed to pay $42 million to these agencies over three years, beginning in January 2025 and, as of December 31, 2024, accrued $42 million for the settlement amounts. The Company agreed to pay FinCEN $17 million (which represents the amount due after crediting $20 million to the Company’s payment to the DOJ from the total $37 million penalty assessed by FinCEN). The Company agreed to pay $25 million to the DOJ (which represents the amount due after crediting $5 million for the Company’s swift resolution and acceptance of responsibility as well as $20 million that will be forgiven at the end of the two-year term of the NPA so long as the Company has not breached the NPA). At the end of the fourth quarter of 2018, we became aware of an investigation initiated by the Chilean Fiscalía Nacional Económica (the Chilean antitrust agency) (“FNE”) related to potential anti-competitive practices among competitors in the cash logistics industry in Chile. In October 2021, the FNE filed a complaint before the Chilean antitrust court alleging that Brink’s Chile (as well as competitor companies) engaged in collusion in 2017 and 2018 and requested that the court approve a fine of $30.5 million. The Company filed its response to the complaint in November 2022, which signaled the beginning of the evidentiary phase. The Company intends to vigorously defend itself against the FNE's complaint. 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. After the third quarter of 2021, all adjustments to the contingent liability have resulted primarily from changes in currency rates. In addition to the matters discussed above, we are involved in various other lawsuits and claims in the ordinary course of business. We are not able to estimate the loss or range of losses for some of these matters. 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 legal matters currently pending against the Company could have a material adverse effect on our liquidity, financial position or results of operations. 49 APPLICATION OF CRITICAL ACCOUNTING POLICIES The application of accounting principles requires the use of assumptions, estimates and judgments. We make assumptions, estimates and judgments based on, among other things, knowledge of operations, markets, historical trends and likely future changes, similarly situated businesses and, when appropriate, the opinions of advisors with relevant knowledge and experience. Reported results could have been materially different had we used a different set of assumptions, estimates and judgments. Deferred Tax Asset Valuation Allowance Deferred tax assets result primarily from net operating losses, tax credit carryforwards, and the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial statement and income tax purposes, as determined under enacted tax laws and rates. Accounting Policy We establish valuation allowances, in accordance with the Financial Accounting Standards Board ("FASB") ASC Topic 740, Income Taxes , when we estimate it is not more-likely-than-not that a deferred tax asset will be realized. We decide to record valuation allowances primarily based on an assessment of positive and negative evidence including historical earnings and future taxable income that incorporates prudent, feasible tax-planning strategies. We assess deferred tax assets on an individual jurisdiction basis. Changes in tax statutes, the timing of deductibility of expenses or expectations for future performance could result in material adjustments to our valuation allowances, which would increase or decrease tax expense. Our valuation allowances are as follows. Valuation Allowances December 31, (In millions) 2024 2023 U.S. $ 44.0 54.9 Non-U.S. 74.1 73.1 Total $ 118.1 128.0 Application of Accounting Policy U.S. Deferred Tax Assets We had $176 million of net deferred tax assets at December 31, 2024, of which $183 million in gross deferred tax assets are related to U.S. jurisdictions. In 2024, we concluded that we were more-likely-than-not to realize assets related to certain attributes with a limited statutory carryforward and we recorded a $7 million valuation allowance benefit through income from continuing operations and an additional $2 million valuation allowance reduction through other comprehensive income (loss). In 2023, we concluded that we were not more-likely-than-not to realize assets related to certain attributes with a limited statutory carryforward, and we recorded a $33 million valuation allowance detriment through income from continuing operations and an additional $1 million valuation allowance increase through other comprehensive income (loss). Our conclusion was based upon Internal Revenue Notices 2023-55 and 2023-80, both issued in 2023 (the "Notices"), which provide taxpayers relief in determining whether a foreign tax meets the definition of a foreign income tax as required under final foreign tax credit regulations the U.S. Treasury published in the Federal Register on January 4, 2022. The Notices 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 future tax prior to their expiration. Additionally, we concluded that we were more-likely-than-not to realize certain state deferred tax assets, and as a result we recorded a $4 million valuation allowance benefit through income from continuing operations. In 2022, we concluded that we were more-likely-than-not to realize assets related to certain attributes with a limited statutory carryforward and we recorded a $56 million valuation allowance benefit through income from continuing operations and an additional $14 million valuation allowance reduction through other comprehensive income (loss). Our conclusion was based upon the final foreign tax credit regulations that the U.S. Treasury published in the Federal Register on January 4, 2022. We determined a significant amount of the post-2021 foreign withholding taxes will now be ineligible for U.S. foreign income tax credit treatment and therefore our U.S. 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. We used various estimates and assumptions to evaluate the need for the valuation allowance in the U.S. These included 50 • projected revenues and operating income for our U.S. entities, • projected royalties and management fees paid to U.S. entities from subsidiaries outside the U.S., • projected Global Intangible Low-Taxed Income ("GILTI") inclusion in our U.S. taxable income, • estimated required contributions to our U.S. retirement plans, • the estimated impact of U.S. tax reform and other U.S. tax legislation, and • interest rates on projected U.S. borrowings. Our projections assumed continued growth of our revenues and operating profit both in the U.S. and outside the U.S. Had we used different assumptions, we might have made different conclusions about the need for valuation allowances. For example, if we did not have growth in either the U.S. or non-U.S. jurisdictions with respect to the GILTI inclusions or using different assumptions, we might have concluded that we require a full valuation allowance offsetting our U.S. deferred tax assets. Non-U.S. Deferred Tax Assets In 2024, we recognized a tax expense of $1 million through income from continuing operations from a change in judgment about the need for valuation allowances for deferred tax assets in certain non-U.S. jurisdictions. In 2023, we recognized a tax expense of $2 million through income from continuing operations from a change in judgment about the need for valuation allowances for deferred tax assets in certain non-U.S. jurisdictions. Business Acquisitions Accounting Policy In the three years ended December 31, 2024, we have completed multiple business acquisitions. When we acquire a controlling interest in an entity that is determined to meet the definition of a business, we apply the acquisition method described in FASB ASC Topic 805, Business Combinations . Using the acquisition method, we allocate the total purchase price to the assets acquired and the liabilities assumed based on their estimated fair values at the acquisition date. Any excess purchase price over the fair value of the assets acquired and the liabilities assumed is recognized as goodwill. Application of Accounting Policy The purchase price allocation process requires us to make significant estimates and assumptions, primarily related to intangible assets. The allocation of the purchase consideration transferred may be subject to revision based on the final determination of fair values during the measurement period. We use all available information to make these fair value determinations and, for material business acquisitions, we engage an outside valuation specialist to assist in the fair value determination of the acquired intangible assets. We typically use an income method to estimate the fair value of intangible assets, which is based primarily on future cash flow projections. The forecasted cash flows also reflect significant assumptions related to expected customer attrition rates, revenue growth rates, market participant synergies and discount rates applied to the cash flows. Unanticipated events and circumstances may occur which may affect the accuracy or validity of such assumptions. The estimated fair values assigned to assets acquired and liabilities assumed in a purchase price allocation can have a significant effect on future results of operations. For example, a higher fair value assigned to intangible assets results in higher amortization expense, which results in lower net income. 51 Goodwill, Other Intangible Assets and Property and Equipment Valuations Accounting Policy At December 31, 2024, we had property and equipment of $982.7 million, goodwill of $1,434.9 million and other intangible assets of $422.3 million, net of accumulated depreciation and amortization. We review these assets for possible impairment using the guidance in FASB ASC Topic 350, Intangibles - Goodwill and Other , for goodwill and other intangible assets and FASB ASC Topic 360, Property, Plant and Equipment , for property and equipment. Our review for impairment requires the use of significant judgments about the future performance of our operating subsidiaries. Due to the many variables inherent in the estimates of the fair value of these assets, differences in assumptions could have a material effect on the impairment analyses. Goodwill We review goodwill for impairment annually and whenever events or circumstances make it more-likely-than-not that impairment may have occurred. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. Under U.S. GAAP, the annual impairment test may be either a quantitative test or a qualitative assessment. The qualitative assessment can be performed in order to determine whether facts and circumstances support a determination that reporting unit fair values are greater than their carrying values. We performed a goodwill impairment test on these reporting units as of October 1, 2024 and elected to forego the optional qualitative assessment and performed a quantitative goodwill impairment assessment instead. We estimated the fair value of each reporting unit using a weighting of two valuation methodologies: the Income Approach and the Public Company Market Multiple Method, with greatest weight placed on the Income Approach. The resulting reporting unit fair values were compared to each reporting unit's carrying value. As a result of the evaluation, we concluded that goodwill was not impaired, and the fair value of each reporting unit exceeded its carrying value for all reporting units. Finite-lived Intangible Assets and Property and Equipment We review finite-lived intangible assets and property and equipment for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. For purposes of assessing impairment, assets are grouped at the lowest levels for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets. To determine whether impairment has occurred, we compare estimates of the future undiscounted net cash flows of groups of assets to their carrying value. Estimates of Future Cash Flows We made significant assumptions when preparing financial projections of cash flow used in our impairment analyses, including assumptions of future results of operations including revenue growth rate and operating income over the forecast period, capital requirements, income taxes, long-term growth rates for determining terminal value, and discount rates. Our projections assumed continued growth of our revenues and operating profit both in the U.S. and outside the U.S. Our conclusions regarding asset impairment may have been different if we had used different assumptions. 52 Retirement and Post employment Benefit Obligations We provide benefits through defined benefit pension plans and retiree medical benefit plans and under statutory requirements. Accounting Policy We account for pension and other retirement benefit obligations under FASB ASC Topic 715, Compensation – Retirement Benefits. We account for post employment benefit obligations, including workers’ compensation obligations, under FASB ASC Topic 712, Compensation – Non retirement Post employment Benefits . To account for these benefits, we make assumptions of expected return on assets, discount rates, inflation, demographic factors and changes in the laws and regulations covering the benefit obligations. Because of the inherent volatility of these items and because the obligations are significant, changes in the assumptions could have a material effect on our liabilities and expenses related to these benefits. Our most significant retirement plans include our primary U.S. pension plan and the retiree medical plans of our former coal business that were collectively bargained with the United Mine Workers of America (the “UMWA”). The critical accounting estimates that determine the carrying values of liabilities and the resulting annual expense are discussed below. Application of Accounting Policy Discount Rate Assumptions For plans accounted under FASB ASC Topic 715, we discount estimated future payments using discount rates based on market conditions at the end of the year. In general, our liability changes in an inverse relationship to interest rates. That is, the lower the discount rate, the higher the associated plan obligation. U.S. Plans For our largest retirement plans, including the primary U.S. pension and UMWA plans and Black Lung obligations, we derive the discount rates used to measure the present value of benefit obligations using the cash flow matching method. Under this method, we compare the plan’s projected payment obligations by year with the corresponding yields on a Mercer yield curve. Each year’s projected cash flows are then discounted back to their present value at the measurement date and an overall discount rate is determined. The overall discount rate is then rounded to the nearest tenth of a percentage point. We used Mercer’s Above-Mean Curve to determine the discount rates for retirement cost and the year-end benefit obligation. To derive the Above-Mean Curve, Mercer uses only those bonds with a yield higher than the mean yield of the same portfolio of high quality bonds. The Above-Mean Curve reflects the way an active investment manager would select high-quality bonds to match the cash flows of the plan. Non-U.S. Plans We use the same cash flow matching method to derive the discount rates for our major non-U.S. retirement plans. Where the cash flow matching method is not possible, rates of local high-quality long-term government bonds are used to estimate the discount rate. The discount rates for the primary U.S. pension plan, UMWA retiree medical plans and Black Lung obligations were: Primary U.S. Plan UMWA Plans Black Lung 2024 2023 2022 2024 2023 2022 2024 2023 2022 Discount rate: Retirement cost 5.1 % 5.4 % 2.8 % 5.1 % 5.4 % 2.8 % 5.1 % 5.4 % 2.7 % Benefit obligation at year end 5.6 % 5.1 % 5.4 % 5.6 % 5.1 % 5.4 % 5.5 % 5.1 % 5.4 % Sensitivity Analysis The discount rate we select at year end materially affects the valuations of plan obligations at year end and the calculations of net periodic expenses for the following year. The tables below compare hypothetical plan obligation valuations for our largest plans as of December 31, 2024, actual expenses for 2024 and projected expenses for 2025 assuming we had used discount rates that were one percentage point lower or higher. Plan Obligations at December 31, 2024 (In millions) Hypothetical 1% lower Actual Hypothetical 1% higher Primary U.S. pension plan $ 635.7 579.5 531.7 UMWA plans 186.8 172.2 159.7 53 Actual 2024 and Projected 2025 Expense (Income) (In millions, except for percentages) Hypothetical sensitivity analysis for discount rate assumption Hypothetical sensitivity analysis for discount rate assumption Actual 1% lower 1% higher Projected 1% lower 1% higher Years Ending December 31, 2024 2024 2024 2025 2025 2025 Primary U.S. pension plan Discount rate assumption 5.1 % 4.1 % 6.1 % 5.6 % 4.6 % 6.6 % Retirement cost $ (10.9) (5.6) (13.3) $ (8.1) (3.6) (11.0) UMWA plans Discount rate assumption 5.1 % 4.1 % 6.1 % 5.6 % 4.6 % 6.6 % Retirement cost $ (8.3) (7.9) (8.7) $ (9.5) (9.2) (9.9) Expected-Return-on-Assets Assumption Our expected-return-on-assets assumption, which materially affects our net periodic benefit cost, reflects the long-term average rate of return we expect the plan assets to earn. We select the expected-return-on-assets assumption using advice from our investment advisor considering each plan’s asset allocation targets and expected overall investment manager performance and a review of the most recent long-term historical average compounded rates of return, as applicable. We selected 7.00% as the expected-return-on-assets assumption for our primary U.S. pension plan and 8.00% for our UMWA retiree medical plans for actual 2024 expense. We selected 7.00% as the expected-return-on-assets assumption for our primary U.S. pension plan and 8.00% for our UMWA retiree medical plans for projected 2025 expense. Sensitivity Analysis Effect of using different expected-rate-of-return assumptions. Our 2024 and projected 2025 expense would have been different if we had used different expected-rate-of-return assumptions. For every hypothetical change of one percentage point in the assumed long-term rate of return on plan assets (and holding other assumptions constant), our actual 2024 and projected 2025 expense would be as follows: (In millions, except for percentages) Hypothetical sensitivity analysis for expected-return-on asset assumption Hypothetical sensitivity analysis for expected-return-on asset assumption Actual 1% lower 1% higher Projected 1% lower 1% higher Years Ending December 31, 2024 2024 2024 2025 2025 2025 Expected-return-on-asset assumption Primary U.S. pension plan 7.00 % 6.00 % 8.00 % 7.00 % 6.00 % 8.00 % UMWA plans 8.00 % 7.00 % 9.00 % 8.00 % 7.00 % 9.00 % Primary U.S. pension plan $ (10.9) (4.3) (17.5) $ (8.1) (1.7) (14.5) UMWA plans (8.3) (7.0) (9.6) (9.5) (8.3) (10.7) 54 Effect of improving or deteriorating actual future market returns. Our funded status at December 31, 2025, and our 2026 expense will be different from currently projected amounts if our projected 2025 returns are better or worse than the returns we have assumed for each plan. (In millions, except for percentages) Hypothetical sensitivity analysis of 2025 asset return better or worse than expected Years Ending December 31, Projected Better return Worse return Return on investments in 2025 Primary U.S. pension plan 7.00 % 14.00 % — % UMWA plans 8.00 % 16.00 % — % Projected Funded Status at December 31, 2025 Primary U.S. pension plan $ 14 53 (25) UMWA plans (42) (32) (52) 2026 Expense (a) Primary U.S. pension plan $ (1) (2) 1 UMWA plans (5) (7) (3) (a) Actual future returns on investments will not affect our earnings until 2026 since the earnings in 2025 will be based on the "expected return on assets" assumption. Effect of using fair market value of assets to determine expense. For our defined-benefit pension plans, we calculate expected investment returns by applying the expected long-term rate of return to the market-related value of plan assets. In addition, our plan asset actuarial gains and losses that are subject to amortization are based on the market-related value. The market-related value of the plan assets is different from the actual or fair market value of the assets. The actual or fair market value is, at a point in time, the value of the assets that is available to make payments to pensioners and to cover any transaction costs. The market-related value recognizes changes in fair value from the expected value on a straight-line basis over five years. This recognition method spreads the effects of year-over-year volatility in the financial markets over several years. Our expenses related to our primary U.S. pension plan would have been different if our accounting policy were to use the fair market value of plan assets instead of the market-related value to recognize investment gains and losses. (In millions) Based on market-related value of assets Hypothetical (a) Actual Projected Projected Years Ending December 31, 2024 2025 2026 2024 2025 2026 Primary U.S. pension plan expense $ (10.9) (8.1) (0.6) $ 5.3 5.3 4.0 (a) Assumes that our accounting policy was to use the fair market value of assets instead of the market-related value of assets to determine our expense related to our primary U.S. pension plan. For our UMWA plans, we calculate expected investment returns by applying the expected long-term rate of return to the fair market value of the assets at the beginning of the year. This method is likely to cause the expected return on assets, which is recorded in earnings, to fluctuate more than had we used the accounting methodology of our defined-benefit pension plans. Medical Inflation Assumption We estimate the trend in healthcare cost inflation to predict future cash flows related to our retiree medical plans. Our assumption is based on recent plan experience and industry trends. For the UMWA plans, our largest retiree medical plans, we have assumed a medical inflation rate of 6.5% for 2025, and we project this rate to decline to 5% in 2031 and hold at 5% thereafter. Our overall medical inflation rate assumption, including the assumption that medical inflation rates will gradually decline over the next seven years and hold at 5%, is based on macroeconomic assumptions of gross domestic growth rates, the excess of national health expenditures over other goods and services, and population growth. Our assumption of a medical inflation rate of 6.5% for 2025 is based on the above-described factors, combined with our recent actual experience. Workers’ Compensation Besides the effects of changes in medical costs, worker’s compensation costs are affected by the severity and types of injuries, changes in state and federal regulations and their application and the quality of programs which assist an employee’s return to work. Our liability for future payments for workers’ compensation claims is evaluated annually with the assistance of an actuary. 55 Numbers of Participants Mortality tables. We use the Society of Actuaries base mortality tables for private sector plans, Pri-2012, and the Mercer modified MP-2021 projection scale, with a Blue Collar adjustment factor for the majority of our U.S. retirement plans and a White Collar adjustment factor for our nonqualified U.S. pension plan. Number of participants . The number of participants by major plan in the past five years is as follows: Number of participants Plan 2024 2023 2022 2021 2020 UMWA plans 2,200 2,400 2,500 2,700 2,900 Black Lung 700 700 800 800 700 U.S. pension 10,300 10,500 10,700 10,800 11,000 Because we are no longer operating in the coal industry, we anticipate that the number of participants in the UMWA retirement medical plan will decline over time due to mortality. Because the U.S. pension plan has been frozen, the number of its participants will also decline over time. 56 Foreign Currency Translation The majority of our subsidiaries outside the U.S. conduct business in their local currencies. Our financial results are reported in U.S. dollars, which include the results of these subsidiaries. Accounting Policy Our accounting policy for foreign currency translation is different depending on whether the economy in which our foreign subsidiary operates has been designated as highly inflationary. Economies with a three-year cumulative inflation rate of more than 100% are considered highly inflationary. Subsequent reductions in cumulative inflation rates below 100% do not change the method of translation unless the reduction is deemed to be other than temporary. Non-Highly Inflationary Economies Assets and liabilities of foreign subsidiaries in non-highly inflationary economies are translated into U.S. dollars using rates of exchange at the balance sheet date. Translation adjustments are recorded in other comprehensive income (loss). Revenues and expenses are translated at rates of exchange in effect during the year. Transaction gains and losses are recorded in net income. Highly Inflationary Economies Foreign subsidiaries that operate in highly inflationary countries must use the reporting currency (the U.S. dollar) as the functional currency. Local-currency monetary assets and liabilities are remeasured into dollars each balance sheet date, with remeasurement adjustments and other transaction gains and losses recognized in earnings. Other than nonmonetary equity and available-for-sale debt securities, nonmonetary assets and liabilities do not fluctuate with changes in local currency exchange rates to the dollar. For nonmonetary equity securities traded in highly inflationary economies, the fair market value of the equity securities are remeasured at the current exchange rates to determine gain or loss to be recorded in net income. For nonmonetary available-for-sale debt securities traded in highly inflationary economies, the fair market value of these debt securities are remeasured at the current exchange rates, with changes recorded in the gains (losses) on available-for-sale securities component of accumulated other comprehensive income (loss). We reclassify amounts from accumulated other comprehensive income (loss) into earnings when these debt securities are sold. Application of Accounting Policy Argentina 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 years ended December 31, 2024, 2023, and 2022. The operating environment in Argentina continues to present business challenges, including ongoing devaluation of the Argentine peso and significant inflation. 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. dollar). For the year ended December 31, 2023, the Argentine peso declined by approximately 79% (from 178.6 to 833.3 pesos to the U.S. dollar). For the year ended December 31, 2024, the Argentine peso declined by approximately 19% (from 833.3 to 1,031.0 pesos to the U.S. dollar). Beginning July 1, 2018, we designated Argentina's economy as highly inflationary for accounting purposes. 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 2024, we recognized $18.4 million in pretax remeasurement losses. In 2023 and in 2022, we recognized $79.1 million and $37.6 million in pretax remeasurement losses, respectively. At December 31, 2024, Argentina's economy remained highly inflationary for accounting purposes. At December 31, 2024, we had net monetary assets denominated in Argentine pesos of $115.9 million, including cash of $104.0 million. At December 31, 2024, we had net nonmonetary assets of $147.5 million (including $103.1 million of goodwill and $21.2 million in debt securities denominated in Argentine pesos). At December 31, 2023, we had net monetary assets denominated in Argentine pesos of $72.1 million (including cash of $62.5 million) and net nonmonetary assets of $141.9 million (including $99.8 million of goodwill, $1.1 million in equity securities denominated in Argentine pesos and $5.6 million in debt securities denominated in Argentine pesos). During September 2019, the Argentine government announced currency controls on both companies and individuals. Under the exchange procedures implemented by the central bank, approval is required for many transactions, including dividend repatriation abroad. We have previously elected to use other market mechanisms to convert Argentine pesos into U.S. dollars. 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. 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. We continue to control our Argentina business for purposes of consolidation of our financial statements and continue to monitor the situation in Argentina. 57