2 unchanged sentences
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: (in millions, except share and per share data) September 30, 2023 December 31, 2022
+Added: (in millions, except share and per share data) March 31, 2024 December 31, 2023
Assets (unaudited)
26 unchanged sentences
Short-term contract liabilities and deferred income 219.0 226.4
−Removed: Short-term acquisition-related obligations 20.8 23.1
Warehouse facilities 322.2 662.7
7 unchanged sentences
Deferred compensation 594.2 580.0
−Removed: Long-term acquisition-related obligations 57.6 76.3
Long-term operating lease liabilities 758.9 754.5
1 unchanged sentence
Total liabilities 9,074.8 9,654.9
−Removed: Redeemable noncontrolling interest 6.8 7.0
Company shareholders' equity:
11 unchanged sentences
Total equity 6,407.6 6,409.9
−Removed: Total liabilities, redeemable noncontrolling interest and equity $ 15,480.5 15,593.7
+Added: Total liabilities and equity $ 15,482.4 16,064.8
See accompanying notes to Condensed Consolidated Financial Statements.
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
−Removed: (in millions, except share and per share data) (unaudited) Three Months Ended September 30, Nine Months Ended September 30,
−Removed: 2023 2022 2023 2022
+Added: (in millions, except share and per share data) (unaudited) Three Months Ended March 31,
Revenue $ 5,124.5 4,715.5
7 unchanged sentences
Interest expense, net of interest income 30.5 26.3
−Removed: Equity (losses) earnings ( 11.2 ) 0.5 ( 117.3 ) 72.6
+Added: Equity losses ( 3.7 ) ( 2.6 )
Other income 1.5 0.1
−Removed: Income before income taxes and noncontrolling interest 73.8 180.4 66.8 772.9
−Removed: Income tax provision 14.5 42.3 13.0 155.4
−Removed: Net income 59.3 138.1 53.8 617.5
+Added: Income (loss) before income taxes and noncontrolling interest 81.5 ( 11.0 )
+Added: Income tax provision (benefit) 15.9 ( 2.3 )
+Added: Net income (loss) 65.6 ( 8.7 )
Net (loss) income attributable to noncontrolling interest ( 0.5 ) 0.5
−Removed: Net income attributable to common shareholders $ 59.7 140.2 $ 53.0 479.7
−Removed: Basic earnings per common share $ 1.25 2.93 $ 1.11 9.83
+Added: Net income (loss) attributable to common shareholders $ 66.1 ( 9.2 )
+Added: Basic earnings (loss) per common share $ 1.39 ( 0.19 )
Basic weighted average shares outstanding (in 000's) 47,485 47,555
−Removed: Diluted earnings per common share $ 1.23 2.88 $ 1.10 9.65
+Added: Diluted earnings (loss) per common share $ 1.37 ( 0.19 )
Diluted weighted average shares outstanding (in 000's) 48,280 47,555
−Removed: Net income attributable to common shareholders $ 59.7 140.2 $ 53.0 479.7
+Added: Net income (loss) attributable to common shareholders $ 66.1 ( 9.2 )
Change in pension liabilities, net of tax 0.3 —
Foreign currency translation adjustments ( 37.7 ) 26.8
−Removed: Comprehensive (loss) income attributable to common shareholders $ ( 0.3 ) 1.1 $ 29.8 152.1
+Added: Comprehensive income attributable to common shareholders $ 28.7 17.6
See accompanying notes to Condensed Consolidated Financial Statements.
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
−Removed: FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
+Added: FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023
Company Shareholders' Equity
4 unchanged sentences
December 31, 2023 47,509,750 $ 0.5 2,019.7 5,795.6 ( 10.4 ) ( 920.1 ) ( 591.5 ) 116.1 $ 6,409.9
−Removed: Net (loss) income — — — ( 9.2 ) — — — 0.5 ( 8.7 )
−Removed: Shares issued under stock-based compensation programs 146,727 — ( 60.3 ) ( 14.5 ) — 81.8 — — 7.0
−Removed: Shares repurchased for payment of taxes on stock-based compensation ( 45,281 ) — 2.3 — — ( 30.7 ) — — ( 28.4 )
−Removed: Amortization of stock-based compensation — — 16.7 — — — — — 16.7
−Removed: Foreign currency translation adjustments — — — — — — 26.8 — 26.8
−Removed: Decrease in amounts attributable to noncontrolling interest — — — — — — — ( 0.7 ) ( 0.7 )
−Removed: March 31, 2023 47,609,204 $ 0.5 1,981.3 5,566.7 ( 9.8 ) ( 883.5 ) ( 621.4 ) 121.4 $ 6,155.2
−Removed: Net income (3)
−Removed: — — — 2.5 — — — 0.6 3.1
−Removed: Shares issued under stock-based compensation programs 288,834 — ( 2.3 ) ( 1.6 ) — 7.1 — — 3.2
−Removed: Shares repurchased for payment of taxes on stock-based compensation ( 104,766 ) — — — — 0.1 — — 0.1
−Removed: Amortization of stock-based compensation — — 36.3 — — — — — 36.3
−Removed: Shares held in trust — — — — ( 1.8 ) — — — ( 1.8 )
−Removed: Repurchase of common stock ( 72,322 ) — — — — ( 19.5 ) — — ( 19.5 )
−Removed: Change in pension liabilities, net of tax — — — — — — ( 1.1 ) — ( 1.1 )
−Removed: Foreign currency translation adjustments — — — — — — 11.1 — 11.1
−Removed: Decrease in amounts attributable to noncontrolling interest — — — — — — — ( 1.8 ) ( 1.8 )
−Removed: June 30, 2023 47,720,950 $ 0.5 2,015.3 5,567.6 ( 11.6 ) ( 895.8 ) ( 611.4 ) 120.2 $ 6,184.8
Net income (loss) — — — 66.1 — — — ( 0.5 ) 65.6
−Removed: — — — 59.7 — — — ( 0.1 ) 59.6
−Removed: Shares issued under stock-based compensation programs 67,398 — ( 12.3 ) ( 2.8 ) — 13.8 — — ( 1.3 )
−Removed: Shares repurchased for payment of taxes on stock-based compensation ( 25,983 ) — — — — ( 5.3 ) — — ( 5.3 )
−Removed: Amortization of stock-based compensation — — 6.5 — — — — — 6.5
+Added: Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes 132,118 — ( 55.1 ) ( 4.1 ) — 38.9 — — ( 20.3 )
+Added: Stock-based compensation — — 11.2 — — — — — 11.2
Shares held in trust — — — — 0.1 — — — 0.1
Repurchase of common stock ( 144,523 ) — — — — ( 20.0 ) — — ( 20.0 )
+Added: Change in pension liabilities, net of tax — — — — — — 0.3 — 0.3
Foreign currency translation adjustments — — — — — — ( 37.7 ) — ( 37.7 )
Decrease in amounts attributable to noncontrolling interest — — — — — — — ( 1.5 ) ( 1.5 )
−Removed: September 30, 2023 47,612,205 $ 0.5 2,009.5 5,624.5 ( 11.4 ) ( 907.2 ) ( 671.4 ) 118.4 $ 6,162.9
−Removed: Accumulated other comprehensive income (loss)
−Removed: Noncontrolling interest
−Removed: (3) Excludes net (loss) income attributable to redeemable noncontrolling interest of $( 0.3 ) million and $ 0.1 million for the three months ended September 30, 2023 and June 30, 2023.
−Removed: JONES LANG LASALLE INCORPORATED
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED)
−Removed: FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
+Added: March 31, 2024 47,497,345 $ 0.5 1,975.8 5,857.6 ( 10.3 ) ( 901.2 ) ( 628.9 ) 114.1 $ 6,407.6
Company Shareholders' Equity
4 unchanged sentences
December 31, 2022 47,507,758 $ 0.5 2,022.6 5,590.4 ( 9.8 ) ( 934.6 ) ( 648.2 ) 121.6 $ 6,142.5
−Removed: Net income (loss)
−Removed: — — — 145.6 — — — ( 1.7 ) 143.9
−Removed: Shares issued under stock-based compensation programs 305,435 — ( 3.6 ) — — 5.5 — — 1.9
−Removed: Shares repurchased for payment of taxes on stock-based compensation ( 105,295 ) — ( 1.9 ) — — ( 1.9 ) — — ( 3.8 )
−Removed: Amortization of stock-based compensation — — 18.6 — — — — — 18.6
−Removed: Shares held in trust — — — — 0.1 — — — 0.1
−Removed: Repurchase of common stock ( 615,351 ) — — — — ( 150.0 ) — — ( 150.0 )
−Removed: Foreign currency translation adjustments — — — — — — ( 24.1 ) — ( 24.1 )
−Removed: Increase in amounts attributable to noncontrolling interest — — — — — — — 15.2 15.2
−Removed: March 31, 2022 49,608,928 $ 0.5 2,066.8 5,083.2 ( 5.1 ) ( 552.7 ) ( 419.5 ) 242.0 $ 6,415.2
−Removed: Net income (3)
−Removed: — — — 193.9 — — — 141.7 335.6
−Removed: Shares issued under stock-based compensation programs 36,251 — ( 25.4 ) ( 1.7 ) — 42.2 — — 15.1
−Removed: Shares repurchased for payment of taxes on stock-based compensation ( 6,592 ) — ( 16.5 ) — — ( 16.5 ) — — ( 33.0 )
−Removed: Amortization of stock-based compensation — — 25.8 — — — — — 25.8
−Removed: Repurchase of common stock ( 1,397,915 ) — — — — ( 297.7 ) — — ( 297.7 )
−Removed: Foreign currency translation adjustments — — — — — — ( 164.4 ) — ( 164.4 )
−Removed: Decrease in amounts attributable to noncontrolling interest — — — — — — — ( 149.9 ) ( 149.9 )
−Removed: June 30, 2022 48,240,672 $ 0.5 2,050.7 5,275.4 ( 5.1 ) ( 824.7 ) ( 583.9 ) 233.8 $ 6,146.7
−Removed: Net income (loss) (3)
+Added: Net (loss) income
— — — ( 9.2 ) — — — 0.5 ( 8.7 )
−Removed: Shares issued under stock-based compensation programs 209,110 — ( 23.6 ) — — 40.6 — — 17.0
−Removed: Shares repurchased for payment of taxes on stock-based compensation ( 85,659 ) — ( 17.9 ) — — ( 17.9 ) — — ( 35.8 )
−Removed: Amortization of stock-based compensation — — 25.3 — — — — — 25.3
−Removed: Repurchase of common stock ( 847,549 ) — — — — ( 148.9 ) — — ( 148.9 )
+Added: Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes 101,446 — ( 58.0 ) ( 14.5 ) — 51.1 — — ( 21.4 )
+Added: Stock-based compensation — — 16.7 — — — — — 16.7
Foreign currency translation adjustments — — — — — — 26.8 — 26.8
Decrease in amounts attributable to noncontrolling interest — — — — — — — ( 0.7 ) ( 0.7 )
−Removed: September 30, 2022 47,516,574 $ 0.5 2,034.5 5,415.6 ( 5.1 ) ( 950.9 ) ( 723.0 ) 230.6 $ 6,002.2
+Added: March 31, 2023 47,609,204 $ 0.5 1,981.3 5,566.7 ( 9.8 ) ( 883.5 ) ( 621.4 ) 121.4 $ 6,155.2
Accumulated other comprehensive income (loss)
Noncontrolling interest
−Removed: (3) Excludes net loss attributable to redeemable noncontrolling interest of $ 0.1 million for both the three months ended September 30, 2022 and June 30, 2022.
See accompanying notes to Condensed Consolidated Financial Statements.
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
(in millions) (unaudited) 2024 2023
Cash flows from operating activities:
−Removed: Net income $ 53.8 617.5
+Added: Net income (loss) $ 65.6 ( 8.7 )
Reconciliation of net income to net cash used in operating activities:
Depreciation and amortization 61.0 57.5
−Removed: Equity losses (earnings) 117.3 ( 72.6 )
−Removed: Net loss (gain) on dispositions 0.5 ( 134.8 )
+Added: Equity losses 3.7 2.6
Distributions of earnings from investments 3.2 3.8
7 unchanged sentences
Prepaid expenses and other assets ( 18.7 ) ( 26.5 )
−Removed: Deferred tax assets, net ( 36.0 ) 95.0
−Removed: Accounts payable and accrued liabilities ( 174.5 ) ( 390.7 )
−Removed: Accrued compensation ( 356.4 ) ( 492.0 )
+Added: Income taxes receivable, payable and deferred ( 24.4 ) ( 43.7 )
+Added: Accounts payable, accrued liabilities and other liabilities ( 154.5 ) ( 56.0 )
+Added: Accrued compensation (including net deferred compensation) ( 599.1 ) ( 651.8 )
Net cash used in operating activities ( 677.5 ) ( 716.3 )
1 unchanged sentence
Net capital additions – property and equipment ( 43.2 ) ( 49.3 )
−Removed: Net investment asset activity (less than wholly-owned) — 132.4
−Removed: Business acquisitions, net of cash acquired ( 13.6 ) ( 5.7 )
Capital contributions to investments ( 17.4 ) ( 32.8 )
5 unchanged sentences
Repayments of borrowings under credit facility ( 1,990.0 ) ( 1,793.0 )
−Removed: Repayment of senior notes — ( 275.0 )
−Removed: Net (repayments of) proceeds from short-term borrowings ( 46.4 ) 109.6
+Added: Net repayments of short-term borrowings ( 18.7 ) ( 62.3 )
Payments of deferred business acquisition obligations and earn-outs ( 3.1 ) ( 13.6 )
14 unchanged sentences
Operating leases 48.7 47.2
−Removed: Non-cash activities:
−Removed: Business acquisitions (including contingent consideration) $ — 5.3
−Removed: Non-cash consideration received for disposition — 15.8
−Removed: Deferred business acquisition obligations — 3.1
See accompanying notes to Condensed Consolidated Financial Statements.
5 unchanged sentences
Management's Discussion and Analysis of Financial Condition and Results of Operations and to Note 2, Summary of Significant Accounting Policies, in the Notes to Consolidated Financial Statements in our 2023 Annual Report on Form 10-K for further discussion of our significant accounting policies and estimates.
−Removed: Our Condensed Consolidated Financial Statements as of September 30, 2023, and for the periods ended September 30, 2023 and 2022, are unaudited.
+Added: Our Condensed Consolidated Financial Statements as of March 31, 2024, and for the periods ended March 31, 2024 and 2023, are unaudited.
In the opinion of management, we have included all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the Condensed Consolidated Financial Statements for these interim periods.
+Added: As discussed within our 2023 Annual Report on Form 10-K, specific to our Condensed Consolidated Statements of Changes in Equity and Condensed Consolidated Statements of Cash Flows, we have made certain presentation changes and recast prior-period information to conform with the current presentation.
Historically, our quarterly revenue and profits have tended to increase from quarter to quarter as the year progresses.
9 unchanged sentences
Changes in the geographic mix of income can impact our estimated effective tax rate.
−Removed: As a result of the items mentioned above, the results for the periods ended September 30 are not fully indicative of what our results will be for the full fiscal year.
+Added: As a result of the items mentioned above, the results for the periods ended March 31 are not fully indicative of what our results will be for the full fiscal year.
NEW ACCOUNTING STANDARDS
Recently adopted accounting guidance
−Removed: In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2022‑04, Liabilities-Supplier Finance Programs (Subtopic 450-50):
−Removed: Disclosure of Supplier Finance Program Obligations , which requires entities that use supplier finance programs in connection with the purchase of goods and services to disclose the key terms of the programs and information about their outstanding obligations at the end of the reporting period.
−Removed: The guidance is intended to address requests from stakeholders for information about an entity’s use of supplier finance programs and their effect on the entity’s working capital, liquidity and cash flows.
−Removed: We adopted this guidance effective January 1, 2023, and the adoption did not impact our financial statements and related disclosures.
+Added: In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):
+Added: Improvements to Reportable Segment Disclosures , which requires a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually.
+Added: The FASB issued the ASU in response to requests from investors for companies to disclose more information about their financial performance at the segment level.
+Added: The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments.
+Added: This ASU is effective for annual periods beginning after December 15, 2023, and for interim periods beginning after December 15, 2024, with early adoption permitted.
+Added: We are evaluating the effect this guidance will have on our segment disclosures.
+Added: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
+Added: Improvements to Income Tax Disclosures , which enhances the income tax disclosures to provide information to better assess how an entity’s operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows.
+Added: This ASU is effective for annual periods beginning after December 15, 2024, with early adoption permitted.
+Added: We are evaluating the effect this guidance will have on our tax disclosures.
REVENUE RECOGNITION
2 unchanged sentences
Such out-of-scope revenue is presented below.
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
(in millions) 2024 2023
4 unchanged sentences
Such contract assets and liabilities are presented below.
−Removed: (in millions) September 30, 2023 December 31, 2022
+Added: (in millions) March 31, 2024 December 31, 2023
Contract assets, gross $ 375.5 402.3
4 unchanged sentences
Remaining performance obligations represent the aggregate transaction price for contracts where our performance obligations have not yet been satisfied.
−Removed: As of September 30, 2023, the aggregate amount of transaction price allocated to remaining performance obligations represented less than 5 % of our total revenue.
+Added: As of March 31, 2024, the aggregate amount of transaction price allocated to remaining performance obligations represented less than 5 % of our total revenue.
In accordance with ASC Topic 606, excluded from the aforementioned remaining performance obligations are (i) amounts attributable to contracts expected to be completed within 12 months and (ii) variable consideration for services performed as a series of daily performance obligations, such as facilities management, property management and LaSalle contracts.
12 unchanged sentences
Allocated expenses primarily consist of corporate functional costs across the globe, which we allocate to the business segments using an expense-specific driver-based methodology.
−Removed: Adjusted EBITDA does not include (i) Restructuring and acquisition charges, (ii) gain/loss on disposal, (iii) interest on employee loans, net of forgiveness, (iv) net non-cash MSR and mortgage banking derivative activity, (v) Interest expense, net of interest income, (vi) Income tax provision and (vii) Depreciation and amortization, which are otherwise included in Net income on the Condensed Consolidated Statements of Comprehensive Income.
The Chief Operating Decision Maker ("CODM") of JLL measures and evaluates the segment results based on Adjusted EBITDA for purposes of making decisions about allocating resources and assessing performance.
+Added: Adjusted EBITDA does not include (i) Restructuring and acquisition charges, (ii) gain/loss on disposal, (iii) interest on employee loans, net of forgiveness, (iv) Equity earnings/losses for JLL Technologies and LaSalle (v) net non-cash MSR and mortgage banking derivative activity, (vi) Interest expense, net of interest income, (vii) Income tax provision (benefit) and (viii) Depreciation and amortization, which are otherwise included in Net income on the Condensed Consolidated Statements of Comprehensive Income.
+Added: In the first quarter of 2024, we revised the definition of Adjusted EBITDA to exclude certain Equity earnings/losses.
+Added: Comparable periods have been recast to conform to the revised presentation.
Our CODM is not provided with total asset information by segment and accordingly does not measure or allocate resources based on total assets information.
1 unchanged sentence
Summarized financial information by business segment is as follows.
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
(in millions) 2024 2023
5 unchanged sentences
Depreciation and amortization (1)
−Removed: $ 15.9 16.6 $ 48.5 50.0
−Removed: Equity earnings (losses) $ 0.1 ( 0.2 ) $ 0.3 0.7
+Added: Equity earnings $ 0.4 0.3
Adjusted EBITDA $ 95.3 71.6
18 unchanged sentences
Depreciation and amortization $ 4.5 3.9
−Removed: Equity (losses) earnings $ ( 3.0 ) 1.0 $ ( 102.0 ) 64.5
Adjusted EBITDA (2)
+Added: $ ( 5.1 ) ( 18.2 )
+Added: Equity (losses) earnings $ ( 1.0 ) 4.9
Advisory fees $ 92.3 100.5
3 unchanged sentences
Depreciation and amortization $ 2.0 1.3
−Removed: Equity (losses) earnings $ ( 9.1 ) ( 1.1 ) $ ( 23.0 ) 4.0
Adjusted EBITDA (2)
+Added: Equity losses $ ( 3.9 ) ( 8.8 )
(1) Excludes the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders.
+Added: (2) JLL Technologies and LaSalle Adjusted EBITDA excludes Equity (losses) earnings.
The following table is a reconciliation of Adjusted EBITDA to Net income attributable to common shareholders.
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
(in millions) 2024 2023
6 unchanged sentences
Restructuring and acquisition charges $ ( 1.7 ) ( 35.7 )
−Removed: Net gain (loss) on disposition 1.3 — ( 0.5 ) ( 7.5 )
Interest on employee loans, net of forgiveness 1.0 ( 0.2 )
+Added: Equity losses - JLL Technologies and LaSalle ( 4.9 ) ( 3.9 )
Net non-cash MSR and mortgage banking derivative activity ( 9.0 ) ( 1.8 )
Interest expense, net of interest income ( 30.5 ) ( 26.3 )
−Removed: Income tax provision ( 14.5 ) ( 42.3 ) ( 13.0 ) ( 155.4 )
+Added: Income tax (provision) benefit ( 15.9 ) 2.3
Depreciation and amortization (1)
( 60.0 ) ( 56.5 )
−Removed: Net income attributable to common shareholders $ 59.7 140.2 $ 53.0 479.7
+Added: Net income (loss) attributable to common shareholders $ 66.1 ( 9.2 )
(1) This adjustment excludes the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders.
1 unchanged sentence
2024 Business Combinations Activity
−Removed: During the nine months ended September 30, 2023, we completed one strategic acquisition.
−Removed: This strategic acquisition is presented below.
−Removed: Acquired Company Quarter of Acquisition Country Primary Segment
−Removed: Kensington Capital Advisors (KCA) Q2 United States Capital Markets
−Removed: Aggregate terms of our acquisition included:
−Removed: (1) cash paid at closing of $ 13.6 million and (2) prior 50.0% ownership previously accounted for as an equity method investment which had a fair value of $ 10.0 million.
−Removed: A preliminary allocation of purchase consideration resulted in goodwill of $ 18.7 million, identifiable intangibles of $ 2.1 million and other net assets (acquired assets less assumed liabilities) of $ 2.8 million.
−Removed: As of September 30, 2023, we have not completed our analysis to assign fair values to all of the identifiable intangible and tangible assets acquired and, therefore, we may further refine the purchase price allocations for this acquisition during the open measurement period.
−Removed: During the nine months ended September 30, 2023, we paid $ 22.8 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.
+Added: During the three months ended March 31, 2024, there were no strategic acquisitions.
+Added: We paid $ 3.1 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.
2023 Business Combinations Activity
−Removed: During the nine months ended September 30, 2022, we completed no strategic acquisitions.
+Added: During the three months ended March 31, 2023, we completed no strategic acquisitions.
+Added: We paid $ 13.8 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.
Earn-Out Payments
−Removed: ($ in millions) September 30, 2023 December 31, 2022
+Added: ($ in millions) March 31, 2024 December 31, 2023
Number of acquisitions with earn-out payments subject to the achievement of certain performance criteria 12 14
2 unchanged sentences
Long-term earn-out liabilities (fair value) (1)
−Removed: (1) Included in Short-term and Long-term acquisition-related obligations on the Condensed Consolidated Balance Sheets.
+Added: (1) Included in Other current and Other long-term liabilities on the Condensed Consolidated Balance Sheets.
Assuming the achievement of the applicable performance criteria, we anticipate making these earn-out payments over the next five years.
1 unchanged sentence
Goodwill and Other Intangible Assets
−Removed: Goodwill and unamortized intangibles as of September 30, 2023 consisted of:
+Added: Goodwill and unamortized intangibles as of March 31, 2024 consisted of:
(1) goodwill of $ 4,569.1 million, (2) identifiable intangibles of $ 714.0 million amortized over their remaining finite useful lives and (3) $ 48.6 million of identifiable intangibles with indefinite useful lives that are not amortized.
5 unchanged sentences
Additions, net of adjustments — — — — — —
−Removed: Dispositions ( 0.4 ) ( 0.2 ) — — — ( 0.6 )
Impact of exchange rate movements ( 7.5 ) ( 8.3 ) ( 2.3 ) — ( 0.2 ) ( 18.3 )
−Removed: Balance as of September 30, 2023 $ 1,740.8 1,965.7 532.1 247.6 55.6 $ 4,541.8
+Added: Balance as of March 31, 2024 $ 1,751.8 1,978.1 535.4 247.7 56.1 $ 4,569.1
(in millions) Markets Advisory Capital Markets Work Dynamics JLL Technologies LaSalle Consolidated
−Removed: Balance as of January 1, 2022 $ 1,782.9 1,983.9 539.9 247.5 57.4 $ 4,611.6
+Added: Balance as of December 31, 2022 $ 1,742.9 1,949.2 532.6 247.7 55.6 $ 4,528.0
Additions, net of adjustments — — — — — —
Impact of exchange rate movements 6.5 7.2 1.9 — 0.3 15.9
−Removed: Balance as of September 30, 2022 $ 1,713.1 1,916.0 523.7 247.7 54.3 $ 4,454.8
+Added: Balance as of March 31, 2023 $ 1,749.4 1,956.4 534.5 247.7 55.9 $ 4,543.9
The following tables detail, by intangible type, movements in the gross carrying amount and accumulated amortization of our identifiable intangibles.
3 unchanged sentences
Additions, net of adjustments 21.9 — 21.9
−Removed: 72.5 5.8 78.3
Adjustment for fully amortized intangibles ( 5.3 ) ( 9.2 ) ( 14.5 )
Impact of exchange rate movements — ( 2.2 ) ( 2.2 )
−Removed: Balance as of September 30, 2023 $ 794.1 541.5 $ 1,335.6
+Added: Balance as of March 31, 2024 $ 818.4 534.8 $ 1,353.2
Accumulated Amortization
Balance as of December 31, 2023 $ ( 309.8 ) ( 253.2 ) $ ( 563.0 )
−Removed: Amortization, net (2)
+Added: Amortization expense, net (1)
( 26.5 ) ( 16.2 ) ( 42.7 )
1 unchanged sentence
Impact of exchange rate movements — 0.6 0.6
−Removed: Balance as of September 30, 2023 $ ( 296.6 ) ( 235.8 ) $ ( 532.4 )
−Removed: Net book value as of September 30, 2023 $ 497.5 305.7 $ 803.2
−Removed: (1) Included in this amount for MSRs was $ 8.4 million relating to prepayments/write-offs due to prepayments of the underlying obligation for which we assumed, acquired or retained the servicing rights.
+Added: Balance as of March 31, 2024 $ ( 331.0 ) ( 259.6 ) $ ( 590.6 )
+Added: Net book value as of March 31, 2024 $ 487.4 275.2 $ 762.6
+Added: (1) Included in this amount for MSRs was $ 1.6 million relating to write-offs due to prepayments of sold warehouse receivables for which we retained the servicing rights.
Amortization of MSRs is included in Revenue within the Condensed Consolidated Statements of Comprehensive Income.
3 unchanged sentences
Additions, net of adjustments 17.3 — 17.3
−Removed: 103.3 19.1 122.4
Adjustment for fully amortized intangibles ( 9.0 ) ( 0.4 ) ( 9.4 )
Impact of exchange rate movements — 1.3 1.3
−Removed: Balance as of September 30, 2022 $ 725.1 560.1 $ 1,285.2
+Added: Balance as of March 31, 2023 $ 755.6 557.9 $ 1,313.5
Accumulated Amortization
Balance as of December 31, 2022 $ ( 242.2 ) ( 203.6 ) $ ( 445.8 )
−Removed: Amortization, net (2)
+Added: Amortization expense, net (1)
( 26.1 ) ( 17.5 ) ( 43.6 )
1 unchanged sentence
Impact of exchange rate movements — ( 0.4 ) ( 0.4 )
−Removed: Balance as of September 30, 2022 $ ( 229.8 ) ( 193.8 ) $ ( 423.6 )
−Removed: Net book value as of September 30, 2022 $ 495.3 366.3 $ 861.6
−Removed: (1) Included in this amount for MSRs was $ 22.5 million relating to prepayments/write-offs due to prepayments of the underlying obligation for which we assumed, acquired or retained the servicing rights.
+Added: Balance as of March 31, 2023 $ ( 259.3 ) ( 221.1 ) $ ( 480.4 )
+Added: Net book value as of March 31, 2023 $ 496.3 336.8 $ 833.1
+Added: (1) Included in this amount for MSRs was $ 2.9 million relating to write-offs due to prepayments of sold warehouse receivables for which we retained the servicing rights.
Amortization of MSRs is included in Revenue within the Condensed Consolidated Statements of Comprehensive Income.
−Removed: Summarized investment balances as of September 30, 2023 and December 31, 2022 are presented in the following table.
−Removed: (in millions) September 30, 2023 December 31, 2022
+Added: Summarized investment balances as of March 31, 2024 and December 31, 2023 are presented in the following table.
+Added: (in millions) March 31, 2024 December 31, 2023
JLL Technologies investments $ 402.3 397.6
3 unchanged sentences
Our JLL Technologies investments are, generally, investments in early to mid-stage proptech companies as well as proptech funds, while our LaSalle co-investments are, primarily, direct investments in 49 separate property or commingled funds, where we co-invest alongside our clients and for which we also have an advisory agreement.
−Removed: We have maximum potential unfunded commitments to direct investments or investment vehicles of $ 361.9 million and $ 14.2 million as of September 30, 2023 for our LaSalle Investment Management business and JLL Technologies, respectively.
+Added: We have maximum potential unfunded commitments to direct investments or investment vehicles of $ 332.7 million and $ 12.5 million as of March 31, 2024 for our LaSalle Investment Management business and JLL Technologies, respectively.
Of the $ 332.7 million related to LaSalle, while we remain contractually obligated, we do not expect a call on the $ 60.3 million relating to a specific investment since the underlying fund moved into its liquidation phase in January 2020.
−Removed: We evaluate our less-than-wholly-owned investments to determine whether the underlying entities are classified as variable interest entities ("VIEs");
−Removed: we assess each identified VIE to determine whether we are the primary beneficiary.
−Removed: In prior periods, we determined we were the primary beneficiary of certain VIEs and, accordingly, we consolidated such entities.
−Removed: In December of 2022, as a result of a reconsideration event, we concluded we were no longer the primary beneficiary of these VIEs and, therefore, no longer consolidate these VIEs.
−Removed: Summarized financial information for our consolidated VIEs is presented in the following table.
−Removed: As a result of the reconsideration event described above, there were no consolidated VIE balances as of September 30, 2023 and December 31, 2022;
−Removed: net income was consolidated up to the reconsideration date.
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
−Removed: (in millions) 2023 2022 2023 2022
−Removed: Revenue $ — 4.6 $ — 13.2
−Removed: Operating and other expenses — ( 6.2 ) — ( 17.9 )
−Removed: Net gains on sale of investments (1)
−Removed: Net (loss) income $ — ( 1.6 ) $ — 137.6
−Removed: (1) The gain was included in Other income on the Condensed Consolidated Statements of Comprehensive Income.
−Removed: We allocated the net (loss) income of the consolidated VIEs to the noncontrolling interest holders as Net (loss) income attributable to noncontrolling interest in our Condensed Consolidated Statements of Comprehensive Income.
−Removed: There were no significant other-than-temporary impairment charges on investments for the nine months ended September 30, 2023 and 2022.
+Added: There were no significant other-than-temporary impairment charges on investments for the three months ended March 31, 2024 and 2023.
We report a majority of our investments at fair value.
−Removed: For such investments, we increase or decrease our investment each reporting period by the change in the fair value and we report these fair value adjustments in our Condensed Consolidated Statements of Comprehensive Income within Equity (losses) earnings.
+Added: For such investments, we increase or decrease our investment each reporting period by the change in the fair value and we report these fair value adjustments in our Condensed Consolidated Statements of Comprehensive Income within Equity losses.
The table below shows the movement in our investments reported at fair value.
5 unchanged sentences
Foreign currency translation adjustments, net ( 6.3 ) 7.7
−Removed: Fair value investments as of September 30, $ 792.8 786.7
−Removed: (1) In 2023, $66.9 million in Notes receivable matured and (inclusive of accrued interest) converted to equity.
+Added: Fair value investments as of March 31, $ 743.8 825.5
+Added: (1) In the first quarter of 2024, $ 3.2 million in Notes receivable, inclusive of accrued interest, converted to an unconsolidated equity investment.
+Added: There were no conversions in the prior year quarter.
See Note 8, Fair Value Measurements, for additional discussion of our investments reported at fair value.
7 unchanged sentences
Contractual Life
−Removed: Unvested as of June 30, 2023
−Removed: 1,003.4 463.6 1,467.0 $ 174.54 1.85
−Removed: Granted 175.3 2.4 177.7 165.96
−Removed: Vested ( 66.4 ) — ( 66.4 ) 145.97
−Removed: Forfeited ( 39.6 ) ( 4.2 ) ( 43.8 ) 176.43
−Removed: Unvested as of September 30, 2023
−Removed: 1,072.7 461.8 1,534.5 $ 174.73 1.78
−Removed: Unvested as of June 30, 2022
−Removed: 939.0 576.9 1,515.9 $ 167.23 1.98
−Removed: Granted 59.9 1.6 61.5 172.22
−Removed: Vested ( 203.7 ) — ( 203.7 ) 141.15
−Removed: Forfeited ( 10.2 ) ( 10.6 ) ( 20.8 ) 158.85
−Removed: Unvested as of September 30, 2022
−Removed: 785.0 567.9 1,352.9 $ 171.51 1.85
−Removed: (in 000's) PSU Shares
−Removed: (in 000's) Total Shares
−Removed: (in 000's) Weighted Average
−Removed: Fair Value Weighted Average
−Removed: Contractual Life
Unvested as of December 31, 2023
3 unchanged sentences
Forfeited ( 22.6 ) ( 6.5 ) ( 29.1 ) 172.26
−Removed: Unvested as of September 30, 2023
+Added: Unvested as of March 31, 2024
776.0 343.5 1,119.5 $ 172.40 1.30
4 unchanged sentences
Forfeited ( 7.3 ) ( 24.4 ) ( 31.7 ) 125.84
−Removed: Unvested as of September 30, 2022
+Added: Unvested as of March 31, 2023
688.4 316.4 1,004.8 $ 192.36 1.66
−Removed: As of September 30, 2023, we had $ 99.4 million of unamortized deferred compensation related to unvested RSUs and PSUs, which we anticipate recognizing over varying periods into 2027.
−Removed: For the three and nine months ended September 30, 2023, we recorded $ 13.5 million of stock-based compensation expense reversal associated with the expected achievement against performance measures of certain PSU awards.
+Added: As of March 31, 2024, we had $ 61.0 million of unamortized deferred compensation related to unvested RSUs and PSUs, which we anticipate recognizing over varying periods into 2027.
FAIR VALUE MEASUREMENTS
10 unchanged sentences
The fair value and carrying value of our debt are presented in the following table.
−Removed: (in millions) September 30, 2023 December 31, 2022
+Added: (in millions) March 31, 2024 December 31, 2023
Long-term debt, fair value $ 795.2 798.1
2 unchanged sentences
We report a significant portion of our investments at fair value.
−Removed: For such investments, we increase or decrease our investment each reporting period by the change in the fair value, and we report these fair value adjustments in our Condensed Consolidated Statements of Comprehensive Income within Equity (losses) earnings.
+Added: For such investments, we increase or decrease our investment each reporting period by the change in the fair value, and we report these fair value adjustments in our Condensed Consolidated Statements of Comprehensive Income within Equity losses.
For a subset of our investments reported at fair value, we estimate the fair value using the NAV per share (or its equivalent) our investees provide.
1 unchanged sentence
We did not consider any adjustments to NAV estimates provided by investees, including adjustments for any restrictions to the transferability of ownership interests embedded within investment agreements to which we are a party, to be necessary based upon (i) our understanding of the methodology utilized and inputs incorporated to estimate NAV at the investee level, (ii) consideration of market demand for the specific types of real estate assets held by each venture and (iii) contemplation of real estate and capital markets conditions in the localities in which these ventures operate.
−Removed: As of September 30, 2023 and December 31, 2022, investments at fair value using NAV were $ 307.8 million and $ 284.6 million, respectively.
+Added: As of March 31, 2024 and December 31, 2023, investments at fair value using NAV were $ 325.1 million and $ 321.8 million, respectively.
As these investments are not required to be classified in the fair value hierarchy, they have been excluded from the following table.
1 unchanged sentence
The following table categorizes by level in the fair value hierarchy the estimated fair value of our assets and liabilities measured at fair value on a recurring basis.
−Removed: September 30, 2023 December 31, 2022
+Added: March 31, 2024 December 31, 2023
(in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
12 unchanged sentences
We increase or decrease our investment each reporting period by the change in the fair value of the investment.
−Removed: We report the fair value adjustments in our Condensed Consolidated Statements of Comprehensive Income within Equity (losses) earnings.
−Removed: Investments classified as Level 3 in the fair value hierarchy represent investments in early to mid-stage non-public entities where we elected the fair value option.
−Removed: To the extent there are changes in fair value, we recognize such changes through Equity (losses) earnings.
−Removed: Such changes are generally the result of pricing in subsequent funding rounds, changes in business strategy or performance updates from the investee.
+Added: We report the fair value adjustments in our Condensed Consolidated Statements of Comprehensive Income within Equity losses.
+Added: Investments classified as Level 3 in the fair value hierarchy represent investments in early-stage non-public entities where we elected the fair value option.
For most of our investments, the carrying value was deemed to approximate fair value due to the proximity of the investment date, or date of most recent financing raise, to the balance sheet date, as well as consideration of investee-level performance updates.
+Added: The fair value of certain investments is estimated using significant unobservable inputs which requires judgment due to the absence of market data.
+Added: In determining the estimated fair value of these investments, we utilize appropriate valuation techniques including discounted cash flow analyses, scorecard method, Black-Scholes models and other methods as appropriate.
+Added: Key inputs include projected cash flows, discount rates, peer group multiples and volatility.
+Added: To the extent there are changes in fair value, we recognize such changes through Equity losses.
Foreign Currency Forward Contracts
We regularly use foreign currency forward contracts to manage our currency exchange rate risk related to intercompany lending and cash management practices.
+Added: These contracts are on the Consolidated Balance Sheets as current assets and current liabilities.
We determine the fair values of these contracts based on current market rates.
−Removed: The inputs for these valuations are Level 2 inputs in the fair value hierarchy.
+Added: The inputs for these valuations are Level 2 in the fair value hierarchy.
The following table details the gross notional value and net basis of these contracts.
−Removed: (in billions) September 30, 2023 December 31, 2022
+Added: (in billions) March 31, 2024 December 31, 2023
Foreign currency forward contracts, gross notional value $ 2.10 2.07
2 unchanged sentences
The outstanding balances of these contracts are presented in the following table.
−Removed: (in millions) September 30, 2023 December 31, 2022
+Added: (in millions) March 31, 2024 December 31, 2023
Net asset, receivable positions $ 6.4 15.2
5 unchanged sentences
Warehouse Receivables
−Removed: As of September 30, 2023 and December 31, 2022, all of our Warehouse receivables were under commitment to be purchased by government-sponsored enterprises ("GSEs") or by a qualifying investor as part of a U.S.
+Added: As of March 31, 2024 and December 31, 2023, all of our Warehouse receivables were under commitment to be purchased by government-sponsored enterprises ("GSEs") or by a qualifying investor as part of a U.S.
government or GSE mortgage-backed security program.
4 unchanged sentences
The components of the plan are presented in the following table.
−Removed: (in millions) September 30, 2023 December 31, 2022
+Added: (in millions) March 31, 2024 December 31, 2023
Deferred compensation plan assets $ 627.1 604.3
5 unchanged sentences
Mortgage Banking Derivatives
−Removed: Both our interest rate lock commitments to prospective borrowers and forward sale contracts with prospective investors are undesignated derivatives and considered Level 3 valuations due to significant unobservable inputs related to counterparty credit risk.
−Removed: An increase in counterparty credit risk assumptions would result in a lower fair value measurement.
+Added: Both our interest rate lock commitments to prospective borrowers and forward sale contracts with prospective investors are undesignated derivatives and considered Level 3 valuations due to significant unobservable inputs related to nonperformance risk.
+Added: An increase in nonperformance risk assumptions would result in a lower fair value measurement.
The tables below present a reconciliation for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3).
−Removed: (in millions) Balance as of June 30, 2023 Net change in fair value Foreign CTA (1)
−Removed: Purchases / Additions Settlements Transfers in (2)
−Removed: Balance as of
−Removed: September 30, 2023
−Removed: Investments $ 438.1 ( 2.0 ) ( 1.0 ) 0.5 — 3.1 $ 438.7
−Removed: Mortgage banking derivative assets and liabilities, net 59.1 18.0 — 25.3 ( 71.5 ) — 30.9
−Removed: Earn-out liabilities 64.3 0.1 ( 0.1 ) — ( 0.1 ) — 64.2
−Removed: (in millions) Balance as of June 30, 2022 Net change in fair value Foreign CTA (1)
−Removed: Purchases / Additions Settlements Transfers out Balance as of September 30, 2022
−Removed: Investments $ 460.4 2.5 — 1.8 — ( 11.2 ) $ 453.5
−Removed: Mortgage banking derivative assets and liabilities, net 21.6 34.1 — 33.6 ( 29.0 ) — 60.3
−Removed: Earn-out liabilities 74.9 ( 0.1 ) ( 0.3 ) 3.3 ( 1.2 ) — 76.6
+Added: (in millions)
+Added: (in millions)
(in millions) Balance as of December 31, 2023 Net change in fair value Foreign CTA (1)
−Removed: Purchases / Additions Settlements Transfers in (2)
−Removed: Balance as of
−Removed: September 30, 2023
+Added: Purchases / Additions Settlements Transfers in Balance as of March 31, 2024
Investments $ 367.3 ( 1.1 ) ( 0.2 ) 0.5 — 3.2 $ 369.7
2 unchanged sentences
(in millions) Balance as of December 31, 2022 Net change in fair value Foreign CTA (1)
−Removed: Purchases / Additions Settlements Transfers out Balance as of September 30, 2022
+Added: Purchases / Additions Settlements Balance as of March 31, 2023
Investments $ 452.0 4.9 0.5 9.1 — $ 466.5
2 unchanged sentences
Currency translation adjustments
−Removed: (2) Notes receivable (inclusive of accrued interest) converted to equity upon maturity and was classified as a Level 3 investment immediately.
Net change in fair value, included in the tables above, is reported in Net income as follows.
2 unchanged sentences
Earn-out liabilities (short-term and long-term) Restructuring and acquisition charges
−Removed: Investments Equity (losses) earnings
+Added: Investments Equity losses
Other current assets - Mortgage banking derivative assets Revenue
4 unchanged sentences
Our determination of fair value primarily relies on Level 3 inputs.
−Removed: We did not recognize any significant investment-level impairment losses during either of the nine months ended September 30, 2023 or 2022.
+Added: We did not recognize any significant investment-level impairment losses during either of the three months ended March 31, 2024 or 2023.
See Note 6, Investments, for additional information, including information related to impairment charges recorded at the investee level.
Debt is composed of the following obligations.
−Removed: ($ in millions) September 30, 2023 December 31, 2022
+Added: ($ in millions) March 31, 2024 December 31, 2023
Local overdraft facilities $ 10.4 13.4
4 unchanged sentences
Long-term senior notes, 1.96 %, face amount of € 175.0 , due June 2027, net of debt issuance costs of $ 0.4 and $ 0.4
+Added: Long-term senior notes, 6.875 %, face amount of $ 400.0 , due December 2028, net of debt issuance costs of $ 6.7 and $ 7.1
Long-term senior notes, 2.21 %, face amount of € 175.0 , due June 2029, net of debt issuance costs of $ 0.6 and $ 0.6
1 unchanged sentence
Credit Facilities
−Removed: We have a $ 3.35 billion unsecured revolving credit facility (the "Facility") that matures on April 14, 2026.
−Removed: Pricing on the Facility ranges from Adjusted Term Secured Overnight Financing Rate ("SOFR") plus 0.875% to 1.35% , with pricing as of September 30, 2023 at Adjusted Term SOFR plus 0.98 %.
−Removed: In addition to outstanding borrowings under the Facility presented in the above table, we had outstanding letters of credit under the Facility of $ 0.4 million as of both September 30, 2023 and December 31, 2022.
+Added: We have a $ 3.30 billion unsecured revolving credit facility (the "Facility") that matures on November 3, 2028.
+Added: Pricing on the Facility ranges from Adjusted Term Secured Overnight Financing Rate ("SOFR") plus 0.875% to 1.35% , with pricing including facility fees, as of March 31, 2024 at Adjusted Term SOFR plus 0.98 %.
+Added: In addition to outstanding borrowings under the Facility presented in the above table, we had outstanding letters of credit under the Facility of $ 0.4 million as of both March 31, 2024 and December 31, 2023.
In addition, we have an uncommitted credit agreement (the "Uncommitted Facility"), which allows for discretionary short-term liquidity of up to $ 400.0 million.
1 unchanged sentence
Between quarter-end dates, we intend to use the proceeds to reduce indebtedness under the Facility at a lower interest rate.
−Removed: As such, the Uncommitted Facility had no outstanding balance as of both September 30, 2023 and December 31, 2022.
+Added: As such, the Uncommitted Facility had no outstanding balance as of both March 31, 2024 and December 31, 2023.
The following table provides additional information on our Facility and Uncommitted Facility, collectively.
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
($ in millions) 2024 2023
5 unchanged sentences
Amounts outstanding are presented in the debt table above.
−Removed: As of September 30, 2023, our issuer and senior unsecured ratings are investment grade:
+Added: As of March 31, 2024, our issuer and senior unsecured ratings are investment grade:
Baa1 from Moody’s Investors Service, Inc.
1 unchanged sentence
Our Facility and senior notes are subject to customary financial and other covenants, including cash interest coverage ratios and leverage ratios, as well as event of default conditions.
−Removed: We remained in compliance with all covenants as of September 30, 2023.
+Added: We remained in compliance with all covenants as of March 31, 2024.
Warehouse Facilities
−Removed: September 30, 2023 December 31, 2022
+Added: March 31, 2024 December 31, 2023
($ in millions) Outstanding Balance Maximum Capacity Outstanding Balance Maximum Capacity
12 unchanged sentences
(1) Bloomberg Short-Term Bank Yield Index rate ("BSBY")
−Removed: (2) In the third quarter of 2023, JLL extended the Warehouse facility;
−Removed: previously, the facility had a maturity date of September 18, 2023.
−Removed: (3) In the third quarter of 2023, JLL extended the Warehouse facility;
−Removed: previously, the facility had a maturity date of September 15, 2023.
−Removed: (4) In the third quarter of 2023, JLL extended the Warehouse facility;
−Removed: previously, the facility had a maturity date of July 28, 2023.
(2) As Soon As Pooled ("ASAP") funding program.
2 unchanged sentences
Pursuant to these facilities, we are required to comply with certain financial covenants regarding (i) minimum net worth, (ii) minimum servicing-related loans and (iii) minimum adjusted leverage ratios.
−Removed: We remained in compliance with all covenants under our facilities as of September 30, 2023.
+Added: We remained in compliance with all covenants under our facilities as of March 31, 2024.
COMMITMENTS AND CONTINGENCIES
2 unchanged sentences
In order to better manage our global insurance program and support our risk management efforts, we supplement our traditional insurance coverage for certain types of claims by using a wholly-owned captive insurance company.
−Removed: The level of risk retained by our captive insurance company, with respect to professional indemnity claims, is up to $ 10.0 million per claim, inclusive of the deductible.
+Added: The level of risk retained by our captive insurance company, with respect to professional indemnity claims, is up to $ 10.0 million per claim.
We contract third-party insurance companies to provide coverage of risk in excess of this amount.
1 unchanged sentence
In addition, we have established receivables from third-party insurance providers for claim amounts in excess of the risk retained by our captive insurance company.
−Removed: As of September 30, 2023 and December 31, 2022, these receivables were $ 2.2 million and $ 22.5 million, respectively, and are included in Notes and other receivables on our Condensed Consolidated Balance Sheets.
+Added: In total, these receivables were $ 2.5 million as of both March 31, 2024 and December 31, 2023, and are included in Notes and other receivables on our Condensed Consolidated Balance Sheets.
The following table shows the professional indemnity accrual activity and related payments.
4 unchanged sentences
Claims paid ( 2.4 )
−Removed: September 30, 2023 $ 5.7
+Added: March 31, 2024 $ 7.2
December 31, 2022 $ 2.2
+Added: New claims 0.1
Prior year claims adjustments (including foreign currency changes) —
Claims paid —
−Removed: September 30, 2022 $ 0.9
+Added: March 31, 2023 $ 2.3
Delegated Underwriting and Servicing ("DUS") Program Loan Loss-Sharing
2 unchanged sentences
Generally, we share approximately one-third of incurred losses, subject to a cap of 20% of the principal balance of the mortgage at origination.
−Removed: As of September 30, 2023 and December 31, 2022, we had loans, funded and sold, subject to such loss-sharing arrangements with an aggregate unpaid principal balance of $ 20.5 billion and $ 18.3 billion, respectively.
+Added: As of March 31, 2024 and December 31, 2023, we had loans, funded and sold, subject to such loss-sharing arrangements with an aggregate unpaid principal balance of $ 21.4 billion and $ 20.8 billion, respectively.
For all DUS program loans with loss-sharing obligations, we record a non-contingent liability equal to the estimated fair value of the guarantee obligations undertaken upon sale of the loan, which reduces our gain on sale of the loan.
Subsequently, this liability is amortized over the estimated life of the loan and recognized as Revenue on the Condensed Consolidated Statements of Comprehensive Income.
−Removed: As of September 30, 2023 and December 31, 2022, the loss-sharing guarantee obligations were $ 31.1 million and $ 29.0 million, respectively, and are included in Other liabilities on our Condensed Consolidated Balance Sheets.
−Removed: There were no loan losses incurred during the nine months ended September 30, 2023 and 2022.
+Added: As of March 31, 2024 and December 31, 2023, the loss-sharing guarantee obligations were $ 31.6 million and $ 30.9 million, respectively, and are included in Other liabilities on our Condensed Consolidated Balance Sheets.
+Added: There were no loan losses incurred during the three months ended March 31, 2024 and 2023.
The loss-sharing aspect of the program represents an off-balance sheet credit exposure.
We record a separate contingent reserve for this risk calculated on an individual loan level.
−Removed: The loan loss guarantee reserve was $ 24.8 million as of both September 30, 2023 and December 31, 2022, and is included within Other liabilities on our Condensed Consolidated Balance Sheets.
+Added: As of March 31, 2024 and December 31, 2023, the loan loss guarantee reserve was $ 24.9 million and $ 23.4 million, respectively, and is included within Other liabilities on our Condensed Consolidated Balance Sheets.
RESTRUCTURING AND ACQUISITION CHARGES
3 unchanged sentences
Restructuring and acquisition charges are presented in the table below.
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
(in millions) 2024 2023
2 unchanged sentences
Stock-based compensation expense for post-acquisition retention awards 0.3 1.8
−Removed: ( 0.4 ) 0.3 2.9 5.7
Fair value adjustments to earn-out liabilities ( 10.5 ) —
Restructuring and acquisition charges $ 1.7 35.7
−Removed: (1) Includes the impact of shares forfeited during the third quarter.
−Removed: We expect nearly all expenses related to (i) severance and other employment-related charges and (ii) restructuring, pre-acquisition and post-acquisition charges as of September 30, 2023 will be paid during the next twelve months.
+Added: We expect nearly all expenses related to (i) severance and other employment-related charges and (ii) restructuring, pre-acquisition and post-acquisition charges as of March 31, 2024 will be paid during the next twelve months.
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) BY COMPONENT
1 unchanged sentence
(in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total
−Removed: Balance as of June 30, 2023 $ ( 65.3 ) ( 546.1 ) $ ( 611.4 )
−Removed: Other comprehensive loss before reclassification — ( 60.0 ) ( 60.0 )
−Removed: Amounts reclassified from AOCI after tax expense of
−Removed: $ -, $ - and $ -
−Removed: Other comprehensive loss after tax expense of $ - , $ - and $ - — ( 60.0 ) ( 60.0 )
−Removed: Balance as of September 30, 2023 $ ( 65.3 ) ( 606.1 ) $ ( 671.4 )
−Removed: (in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total
−Removed: Balance as of June 30, 2022 $ ( 42.7 ) ( 541.2 ) $ ( 583.9 )
−Removed: Other comprehensive loss before reclassification — ( 139.1 ) ( 139.1 )
−Removed: Amounts reclassified from AOCI after tax expense of
−Removed: $ - , $ - and $ - — — —
−Removed: Other comprehensive loss after tax expense of $ - , $ - and $ - — ( 139.1 ) ( 139.1 )
−Removed: Balance as of September 30, 2022 $ ( 42.7 ) ( 680.3 ) $ ( 723.0 )
−Removed: (in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total
Balance as of December 31, 2023 $ ( 63.8 ) ( 527.7 ) $ ( 591.5 )
−Removed: Other comprehensive loss before reclassification ( 1.1 ) ( 22.1 ) ( 23.2 )
+Added: Other comprehensive income (loss) before reclassification 0.3 ( 37.7 ) ( 37.4 )
Amounts reclassified from AOCI after tax expense of
$ - , $ - and $ - — — —
−Removed: Other comprehensive loss after tax expense of $ - , $ - and $ - ( 1.1 ) ( 22.1 ) ( 23.2 )
−Removed: Balance as of September 30, 2023 $ ( 65.3 ) ( 606.1 ) $ ( 671.4 )
+Added: Other comprehensive income (loss) after tax expense of $ - , $ - and $ - 0.3 ( 37.7 ) ( 37.4 )
+Added: Balance as of March 31, 2024 $ ( 63.5 ) ( 565.4 ) $ ( 628.9 )
(in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total
Balance as of December 31, 2022 $ ( 64.2 ) ( 584.0 ) $ ( 648.2 )
−Removed: Other comprehensive loss before reclassification — ( 327.6 ) ( 327.6 )
+Added: Other comprehensive income before reclassification — 26.8 26.8
Amounts reclassified from AOCI after tax expense of
$ - , $ - and $ - — — —
−Removed: Other comprehensive loss after tax expense of $ - , $ - and $ - — ( 327.6 ) ( 327.6 )
−Removed: Balance as of September 30, 2022 $ ( 42.7 ) ( 680.3 ) $ ( 723.0 )
+Added: Other comprehensive income after tax expense of $ - , $ - and $ - — 26.8 26.8
+Added: Balance as of March 31, 2023 $ ( 64.2 ) ( 557.2 ) $ ( 621.4 )
For pension and postretirement benefits, we report amounts reclassified from Accumulated other comprehensive income (loss) in Other income within the Condensed Consolidated Statements of Comprehensive Income.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.