Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Unaudited)
The following Management’s Discussion and Analysis (“MD&A”) provides a narrative of the results of operations and financial condition of S&P Global Inc. (together with its consolidated subsidiaries, “S&P Global,” the “Company,” “we,” “us” or “our”) for the three months ended March 31, 2025. The MD&A should be read in conjunction with the consolidated financial statements, accompanying notes and MD&A included in our Form 10-K for the year ended December 31, 2024 (our “Form 10-K”), which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The MD&A includes the following sections:
• Overview
• Results of Operations — Comparing the Three Months Ended March 31, 2025 and 2024
• Liquidity and Capital Resources
• Reconciliation of Non-GAAP Financial Information
• Critical Accounting Estimates
• Recently Issued or Adopted Accounting Standards
• Forward-Looking Statements
OVERVIEW
We are a provider of credit ratings, benchmarks, analytics and workflow solutions in the global capital, commodity and automotive markets. The capital markets include asset managers, investment banks, commercial banks, insurance companies, exchanges, trading firms and issuers; the commodity markets include producers, consumers, traders and intermediaries within energy, chemicals, shipping, metals, carbon and agriculture; and the automotive markets include manufacturers, suppliers, dealerships, service shops and customers.
Our operations consist of five reportable segments: S&P Global Market Intelligence (“Market Intelligence”), S&P Global Ratings (“Ratings”), S&P Global Commodity Insights (“Commodity Insights”), S&P Global Mobility (“Mobility”) and S&P Dow Jones Indices (“Indices”).
• Market Intelligence is a global provider of multi-asset-class data and analytics integrated with purpose-built workflow solutions.
• Ratings is an independent provider of credit ratings, research, and analytics, offering investors and other market participants information, ratings and benchmarks.
• Commodity Insights is a leading independent provider of information and benchmark prices for the commodity and energy markets.
• Mobility is a leading provider of solutions serving the full automotive value chain including vehicle manufacturers (Original Equipment Manufacturers or OEMs), automotive suppliers, mobility service providers, retailers, consumers, and finance and insurance companies.
• Indices is a global index provider maintaining a wide variety of valuation and index benchmarks for investment advisors, wealth managers and institutional investors.
On April 29, 2025, we announced that our Board of Directors decided to pursue a full separation of our Mobility segment, creating a new publicly traded company. The transaction, which would be implemented through the spin-off of shares of the new company to S&P Global shareholders, is expected to be tax-free for U.S. federal income tax purposes for S&P Global shareholders and is expected to be completed over the upcoming 12 to 18 months, subject to the satisfaction of customary legal and regulatory requirements and approvals.
Key results for the three months ended March 31 are as follows:
(in millions, except per share amounts) 2025 2024 % Change 1
Revenue $ 3,777 $ 3,491 8%
Operating profit 2
$ 1,578 $ 1,385 14%
Operating margin % 42 % 40 %
Diluted earnings per share from net income $ 3.54 $ 3.16 12%
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1 % changes in the tables throughout the MD&A are calculated off of the actual number, not the rounded number presented.
2 2025 includes employee severance charges of $33 million, Executive Leadership Team transition costs of $12 million, acquisition-related costs of $9 million, a lease impairment of $6 million and disposition-related costs of $1 million. 2024 includes IHS Markit merger costs of $36 million, employee severance charges of $35 million, acquisition-related costs of $5 million and recovery of lease-related costs of $1 million. 2025 and 2024 also include amortization of intangibles from acquisitions of $281 million and $278 million, respectively.
Revenue increased 8% driven by increases at all of our reportable segments. The increase at Ratings was driven by growth in both non-transaction revenue and transaction revenue. Non-transaction revenue increased primarily due to an increase in volume related to surveillance, commercial paper, and medium-term notes. Transaction revenue increased primarily due to structured finance revenue driven by increased collateralized loan obligations, bank loan ratings revenue due to higher M&A activity, and U.S. Public Finance revenue due to an increase in issuance volumes. The increase at Market Intelligence was primarily due to subscription revenue growth in Data, Analytics & Insights driven by the favorable impact of the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and Credit Analytics within Credit & Risk Solutions and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024. The increase at Indices was primarily due to higher asset-linked fees revenue, higher exchange-traded derivative revenue and higher data subscription revenue. The increase at Commodity Insights was primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts and an increase in conference revenue driven by increased attendance at CERAWeek in 2025. The increase at Mobility was primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business and strong underwriting volumes and market share growth within the Financial business. Foreign exchange rates had an unfavorable impact of 1 percentage point.
Operating profit increased 14%. Excluding the impact of IHS Markit merger costs in 2024 of 11 percentage points, partially offset by Executive Leadership Team transition costs in 2025 of 4 percentage points, a lease impairment in 2025 of 2 percentage points and higher acquisition-related costs in 2025 of 1 percentage point, operating profit increased 10%. The increase was primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and investments in strategic initiatives. Foreign exchange rates had an unfavorable impact of 1 percentage point.
Our Strategy
We are a provider of credit ratings, benchmarks, analytics and workflow solutions in the global capital, commodity and automotive markets. Our purpose is to accelerate progress. We seek to deliver on this purpose in line with our core values of integrity, discovery and partnership.
Powering Global Markets is the framework for our forward-looking business strategy. Through this framework, we seek to deliver an exceptional, differentiated customer experience by enhancing our foundational capabilities, evolving and growing our core businesses, and pursuing growth via adjacencies. In 2025, we are striving to deliver on our strategic priorities in the following key areas:
Financial
• Meeting or exceeding our 2025 enterprise financial and sustainability goals; and
• Delivering targeted capital return to shareholders.
Customer at the Core
• Enhancing customer support and seamless user experience with an enterprise mindset and focus on ease of discoverability, distribution, and delivery of our product and services and integrated cross-divisional capabilities;
• Generating value from technology consolidation projects; and
• Expanding value for targeted strategic accounts.
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Grow and Innovate
• Protecting and growing revenue by integrating generative artificial intelligence (“AI”) into product and creating new products; and
• Accelerating growth in transformational adjacencies.
Data and Technology
• Maximizing the value of our data estate for our internal and external customers at scale to drive efficiency, leveraging cutting edge tools and technologies; and
• Driving speed and efficiency by integrating AI into internal workflows and processes.
Lead and Inspire
• Maintaining our enterprise engagement through appropriate actions, messaging and ongoing activities;
• Sustaining an inclusive culture where every individual feels valued, respected and empowered; and
• Continuing to promote AI skills development for all employees.
Execute and Deliver
• Enhancing our capital allocation framework to assess and reallocate capital to the highest value opportunities across S&P Global;
• Driving continuous commitment to risk management, compliance, and control across the Enterprise and strengthening and standardizing first line risk management; and
• Creating a more sustainable impact.
There can be no assurance that we will achieve success in implementing any one or more of these strategies as a variety of factors could unfavorably impact operating results, including prolonged difficulties in the global credit markets and a change in the regulatory environment affecting our businesses. See Item 1A, Risk Factors in this Form 10-Q and our most recently filed Annual Report on Form 10-K.
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RESULTS OF OPERATIONS — COMPARING THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024
Consolidated Review
(in millions) 2025 2024 % Change
Revenue $ 3,777 $ 3,491 8%
Total Expenses:
Operating-related expenses 1,153 1,111 4%
Selling and general expenses 764 714 7%
Depreciation and amortization 293 287 2%
Total expenses 2,210 2,112 5%
Equity in income on unconsolidated subsidiaries (11) (6) 87%
Operating profit 1,578 1,385 14%
Other expense (income), net 4 (9) N/M
Interest expense, net 78 78 (1)%
Provision for taxes on income 325 248 31%
Net income 1,171 1,068 10%
Less: net income attributable to noncontrolling interests (81) (77) (5)%
Net income attributable to S&P Global Inc. $ 1,090 $ 991 10%
N/M – Represents a change equal to or in excess of 100% or not meaningful
Revenue
The following table provides consolidated revenue information for the three months ended March 31:
(in millions) 2025 2024 % Change
Revenue $ 3,777 $ 3,491 8%
Subscription revenue 1,898 1,778 7%
Non-subscription / transaction revenue 850 794 7%
Non-transaction revenue 481 435 11%
Asset-linked fees 288 244 18%
Sales usage-based royalties 110 99 11%
Recurring variable 150 141 7%
% of total revenue:
Subscription revenue 50 % 51 %
Non-subscription / transaction revenue 22 % 23 %
Non-transaction revenue 13 % 12 %
Asset-linked fees 8 % 7 %
Sales usage-based royalties 3 % 3 %
Recurring variable 4 % 4 %
U.S. revenue $ 2,342 $ 2,150 9%
International revenue:
European region 849 776 9%
Asia 382 356 7%
Rest of the world 204 209 (3)%
Total international revenue $ 1,435 $ 1,341 7%
% of total revenue:
U.S. revenue 62 % 62 %
International revenue 38 % 38 %
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Revenue increased 8% as compared to the three months ended March 31, 2024. Subscription revenue increased in the three month period primarily due to growth in Data, Analytics & Insights driven by the favorable impact of the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and Credit Analytics within Credit & Risk Solutions and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024 at Market Intelligence, continued demand for Commodity Insights market data and market insights products, new business growth within the Dealer business and strong underwriting volumes and market share growth within the Financial business at Mobility, and higher data subscription revenue at Indices. Non-subscription / transaction revenue increased primarily due to structured finance revenue driven by increased collateralized loan obligations, bank loan ratings revenue due to higher M&A activity, and U.S. Public Finance revenue due to an increase in issuance volumes at Ratings, and an increase in conference revenue at Commodity Insights. Non-transaction revenue increased primarily due to an increase in volume related to surveillance, commercial paper, and medium-term notes at Ratings. Asset linked fees increased at Indices primarily due to higher levels of assets under management for ETFs and mutual funds. The increase in sales-usage based royalties was driven by higher exchange-traded derivative revenue at Indices and the licensing of our proprietary market data to commodity exchanges at Commodity Insights. Recurring variable revenue at Market Intelligence increased due to increased volumes. See “Segment Review” below for further information.
The unfavorable impact of foreign exchange rates reduced revenue by 1 percentage point. This impact refers to constant currency comparisons estimated by recalculating current year results of foreign operations using the average exchange rate from the prior year.
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Total Expenses
The following tables provide an analysis by segment of our operating-related expenses and selling and general expenses for the three months ended March 31:
(in millions) 2025 2024 % Change
Operating-
related expenses Selling and
general expenses Operating-
related expenses Selling and
general expenses Operating-
related expenses Selling and
general expenses
Market Intelligence 1
$ 523 $ 298 $ 512 $ 294 2% 2%
Ratings 2
260 125 253 117 3% 6%
Commodity Insights 3
208 114 194 104 7% 9%
Mobility 4
131 123 123 113 7% 9%
Indices 5
63 56 57 49 10% 16%
Intersegment eliminations 6
(48) — (45) — (6)% N/M
Total segments 1,137 716 1,094 677 4% 6%
Corporate Unallocated expense 7
16 48 17 37 (13)% 32%
Total $ 1,153 $ 764 $ 1,111 $ 714 4% 7%
N/M – Represents a change equal to or in excess of 100% or not meaningful
1 In 2025, selling and general expenses include employee severance charges of $14 million, acquisition-related costs of $7 million, Executive Leadership Team transition costs of $4 million and disposition-related costs of $1 million. In 2024, selling and general expenses include employee severance charges of $31 million, IHS Markit merger costs of $11 million and acquisition-related costs of $3 million.
2 In 2025 and 2024, selling and general expenses include employee severance charges of $2 million.
3 In 2025, selling and general expenses include employee severance charges of $6 million. In 2024, selling and general expenses include IHS Markit merger costs of $5 million.
4 In 2024, selling and general expenses include IHS Markit merger costs of $1 million.
5 In 2024, selling and general expenses include IHS Markit merger costs of $1 million and employee severance charges of $1 million.
6 Intersegment eliminations primarily relate to a royalty charged to Market Intelligence for the rights to use and distribute content and data developed by Ratings.
7 In 2025, selling and general expenses include employee severance charges of $10 million, Executive Leadership Team transition costs of $8 million, a lease impairment of $6 million and acquisition-related costs of $2 million. In 2024, selling and general expenses include IHS Markit merger costs of $18 million, employee severance charges of $2 million, acquisition-related costs of $1 million and recovery of lease-related costs of $1 million.
Operating-Related Expenses
Operating-related expenses increased 4% primarily driven by higher compensation costs driven by annual merit increases and additional headcount, partially offset by lower outside services expenses.
Intersegment eliminations primarily relate to a royalty charged to Market Intelligence for the rights to use and distribute content and data developed by Ratings.
Selling and General Expenses
Selling and general expenses increased 7%. Excluding the impact of IHS Markit merger costs in 2024 of 8 percentage points, partially offset by Executive Leadership Team transition costs in 2025 of 3 percentage points, a lease impairment in 2025 of 1 percentage point and higher acquisition-related costs in 2025 of 1 percentage point, selling and general expenses increased 10%. The increase was primarily driven by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic initiatives, partially offset by lower outside services expenses.
Depreciation and Amortization
Depreciation and amortization increased 2% to $293 million primarily due to higher intangible asset amortization driven by the acquisition of Visible Alpha in May of 2024.
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Operating Profit
We consider operating profit to be an important measure for evaluating our operating performance and we evaluate operating profit for each of the reportable business segments in which we operate.
We internally manage our operations by reference to operating profit with economic resources allocated primarily based on each segment's contribution to operating profit. Segment operating profit is defined as operating profit before Corporate Unallocated expense and Equity in Income on Unconsolidated Subsidiaries. Segment operating profit is not, however, a measure of financial performance under U.S. GAAP, and may not be defined and calculated by other companies in the same manner.
The tables below reconcile segment operating profit to total operating profit for the three months ended March 31:
(in millions) 2025 2024 % Change
Market Intelligence 1
$ 220 $ 189 16%
Ratings 2
757 679 11%
Commodity Insights 3
255 226 13%
Mobility 4
86 70 22%
Indices 5
315 272 16%
Total segment operating profit 1,633 1,436 14%
Corporate Unallocated expense 6
(66) (57) (16)%
Equity in income on unconsolidated subsidiaries 7
11 6 87%
Total operating profit $ 1,578 $ 1,385 14%
1 2025 includes employee severance charges of $14 million, acquisition-related costs of $7 million, Executive Leadership Team transition costs of $4 million and disposition-related costs of $1 million. 2024 includes employee severance charges of $31 million, IHS Markit merger costs of $11 million and acquisition-related costs of $3 million. 2025 and 2024 include amortization of intangibles from acquisitions of $148 million and $140 million, respectively.
2 2025 and 2024 include employee severance charges of $2 million and amortization of intangibles from acquisitions of $2 million and $7 million, respectively.
3 2025 includes employee severance charges of $6 million. 2024 includes IHS Markit merger costs of $5 million. 2025 and 2024 include amortization of intangibles from acquisitions of $33 million and $32 million, respectively.
4 2024 includes IHS Markit merger costs of $1 million. 2025 and 2024 include amortization of intangibles from acquisitions of $76 million.
5 2024 includes IHS Markit merger costs of $1 million and employee severance charges of $1 million. 2025 and 2024 include amortization of intangibles from acquisitions of $9 million.
6 2025 includes employee severance charges of $10 million, Executive Leadership Team transition costs of $8 million, a lease impairment of $6 million and acquisition-related costs of $2 million. 2024 includes IHS Markit merger costs of $18 million, employee severance charges of $2 million, acquisition-related costs of $1 million and recovery of lease-related costs of $1 million.
7 2025 and 2024 include amortization of intangibles from acquisitions of $13 million and $14 million, respectively.
Segment Operating Profit — Segment operating profit increased 14% as compared to 2024. Excluding the impact of IHS merger costs in 2024 of 10 percentage points, partially offset by Executive Leadership Team transition costs in 2025 of 4 percentage points and a lease impairment in 2025 of 2 percentage points, segment operating profit increased 10%. The increase was primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and investments in strategic initiatives. See “Segment Review” below for further information.
Corporate Unallocated Expense — Corporate Unallocated expense includes costs for corporate functions, select initiatives, unoccupied office space and Kensho, included in selling and general expenses. Corporate Unallocated expense increased 16% compared to 2024. Excluding the impact of IHS merger costs in 2024 of 24 percentage points, partially offset by higher employee severance charges in 2025 of 11 percentage points, Executive Leadership Team transition costs in 2025 of 11 percentage points, a lease impairment in 2025 of 8 percentage points and recovery of lease-related costs in 2024 of 1 percentage point, Corporate Unallocated expense increased 7% primarily due to disposition-related income in 2024 and higher incentives in 2025.
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Equity in Income on Unconsolidated Subsidiaries — The Company holds an investment in a 50/50 joint venture arrangement with shared control with CME Group that combines each company’s post-trade services into a joint venture, OSTTRA. The joint venture provides trade processing and risk mitigation operations and incorporates CME’s optimization businesses (Traiana, TriOptima, and Reset) and the Company’s MarkitSERV business. The combination is intended to increase operating efficiencies of both businesses to more effectively service clients with enhanced platforms and services for OTC markets across interest rate, FX, equity, and credit asset classes. Equity in Income on Unconsolidated Subsidiaries includes the OSTTRA joint venture. Equity in Income on Unconsolidated Subsidiaries was $11 million for the three months ended March 31, 2025 compared to $6 million for the three months ended March 31, 2024.
On April 14, 2025, the Company and CME Group entered into an agreement to sell OSTTRA to investment funds managed by Kohlberg Kravis Roberts & Co. (“KKR”), a leading global investment firm. The terms of the deal for OSTTRA equaled total enterprise value at $3.1 billion, subject to customary purchase price adjustments, which will be divided evenly between the Company and CME Group pursuant to the 50/50 joint venture. We currently anticipate the sale to result in a pre-tax gain of $220 million ($140 million after-tax) for the Company, including the impact of accumulated other comprehensive income related to our investment. The transaction is expected to close in the second half of 2025, subject to customary closing conditions and receipt of required regulatory approvals.
Foreign exchange rates had an unfavorable impact on operating profit of 1 percentage point. This impact refers to currency comparisons and the remeasurement of monetary assets and liabilities. Currency impacts are estimated by re-calculating current year results of foreign operations using the average exchange rate from the prior year. Remeasurement impacts are based on the variance between current-year and prior-year foreign exchange rate fluctuations on assets and liabilities denominated in currencies other than the individual business’s functional currency.
Other Expense (Income), net
Other expense (income), net includes gains and losses on our mark-to-market investments and the net periodic benefit cost for our retirement and post retirement plans. Other expense, net was $4 million for the three months ended March 31, 2025 compared to other income, net of $9 million for the three months ended March 31, 2024 primarily due to losses on our mark-to-market investments in 2025 compared to gains in 2024.
Interest Expense, net
Interest expense, net remained unchanged compared to the three months ended March 31, 2024 primarily due to an increase in interest expense related to uncertain tax liabilities offset by higher interest income from invested cash due to a more favorable interest rate environment combined with a benefit from our net investment hedge program.
Provision for Income Taxes
The effective income tax rate was 21.7% and 18.8% for the three months ended March 31, 2025 and 2024, respectively. The higher rate for the three months ended March 31, 2025 was primarily due to change in mix of income by jurisdiction. The lower rate for the three months ended March 31, 2024 was primarily due to a combination of discrete adjustments.
The Organization for Economic Co-operation and Development (“OECD”) introduced an international tax framework under Pillar Two which includes a global minimum tax of 15%. This framework has been implemented by several jurisdictions, including jurisdictions in which we operate, with effect from January 1, 2024, and many other jurisdictions, including jurisdictions in which we operate, are in the process of implementing it. The effect of enacted Pillar Two taxes has been included in the results disclosed and did not have a significant impact on our consolidated financial statements. The Company continues to monitor jurisdictions that are expected to implement Pillar Two in the future, and it is in the process of evaluating the potential impact of the enactment of Pillar Two by such jurisdictions on its consolidated financial statements.
Segment Review
Market Intelligence
Market Intelligence is a global provider of multi-asset-class data and analytics integrated with purpose-built workflow solutions. Market Intelligence's portfolio of capabilities are designed to help trading and investment professionals, government agencies, corporations and universities track performance, generate alpha, identify investment ideas, understand competitive and industry dynamics, perform valuations and manage credit risk.
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On April 24, 2025, we entered into an agreement to acquire the Automatic Identification System (AIS) data services business of ORBCOMM Inc. The AIS business is a leading provider of satellite data services used to track and monitor vessels, enhancing maritime visibility and delivering critical insights that support business intelligence and decision-making for government and commercial clients worldwide. The AIS business is expected to be integrated within our Market Intelligence segment. We also expect to enter into a strategic alliance with ORBCOMM. Under this strategic alliance, the two organizations expect to develop a range of differentiated supply chain data and insight offerings and we will make an equity investment in ORBCOMM, underscoring our commitment to further investing in this sector while helping customers navigate the complex supply chain environment. The proposed acquisition is subject to customary closing conditions, including receipt of certain regulatory approvals and is expected to close during 2025. The proposed acquisition is not expected to be material to our consolidated financial statements.
Market Intelligence includes the following business lines:
• Data, Analytics & Insights — a desktop product suite that provides data, analytics and third-party research for global finance and corporate professionals, which includes the Capital IQ platforms (which are inclusive of S&P Capital IQ Pro, Capital IQ, Office and Mobile products) and a broad range of research, reference data, market data, derived analytics and valuation services covering both the public and private capital markets, delivered through flexible feed-based or API delivery mechanisms. This also includes issuer solutions for public companies, a range of products for the maritime & trade market, data and insight into Financial Institutions, the telecoms, technology and media space as well as ESG and supply chain data analytics;
• Enterprise Solutions — software and workflow solutions that help our customers manage and analyze data; identify risk; reduce costs; and meet global regulatory requirements. The portfolio includes industry leading financial technology solutions like Wall Street Office, Enterprise Data Manager, Information Mosaic, and iLevel. Our Global Markets Group offering delivers bookbuilding platforms across multiple assets including municipal bonds, equities and fixed income; and
• Credit & Risk Solutions — commercial arm that sells Ratings' credit ratings and related data and research, advanced analytics, and financial risk solutions which includes subscription-based offerings, RatingsXpress®, RatingsDirect® and Credit Analytics.
Subscription revenue at Market Intelligence is primarily derived from distribution of data, valuation services, analytics, third party research, and credit ratings-related information through both feed and web-based channels. Subscription revenue also includes software and hosted product offerings which provide maintenance and continuous access to our platforms over the contract term. Recurring variable revenue at Market Intelligence represents revenue from contracts for services that specify a fee based on, among other factors, the number of trades processed, assets under management, or the number of positions valued. Non-subscription revenue at Market Intelligence is primarily related to certain advisory, pricing conferences and events, and analytical services.
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The following table provides revenue and segment operating profit information for the three months ended March 31:
(in millions) 2025 2024 % Change
Revenue $ 1,199 $ 1,142 5%
Subscription revenue $ 993 $ 947 5%
Recurring variable revenue $ 150 $ 141 7%
Non-subscription revenue $ 56 $ 54 4%
% of total revenue:
Subscription revenue 83 % 83 %
Recurring variable revenue 12 % 12 %
Non-subscription revenue 5 % 5 %
U.S. revenue $ 704 $ 685 3%
International revenue $ 495 $ 457 8%
% of total revenue:
U.S. revenue 59 % 60 %
International revenue 41 % 40 %
Operating profit 1
$ 220 $ 189 16%
Operating margin % 18 % 17 %
1 2025 includes employee severance charges of $14 million, acquisition-related costs of $7 million, Executive Leadership Team transition costs of $4 million and disposition-related costs of $1 million. 2024 includes employee severance charges of $31 million, IHS Markit merger costs of $11 million and acquisition-related costs of $3 million. 2025 and 2024 also include amortization of intangibles from acquisitions of $148 million and $140 million, respectively.
Revenue increased 5% primarily due to subscription revenue growth in Data, Analytics & Insights driven by the favorable impact of the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and Credit Analytics within Credit & Risk Solutions and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024. An increase in recurring variable revenue due to increased volumes also contributed to revenue growth. Foreign exchange rates had an unfavorable impact of less than 1 percentage point.
Operating profit increased 16%. Excluding the impact of higher employee severance charges in 2024 of 17 percentage points and IHS merger costs in 2024 of 11 percentage points, partially offset by higher amortization of intangibles from acquisitions in 2025 of 8 percentage points, Executive Leadership Team transition costs in 2025 of 5 percentage points, higher acquisition-related costs in 2025 of 3 percentage points and disposition-related costs in 2025 of 1 percentage point, operating profit increased 5% primarily due to revenue growth and lower outside services expenses, partially offset by higher compensation costs driven by annual merit increases and additional headcount and expenses associated with the acquisition of Visible Alpha. Foreign exchange rates had a favorable impact of less than 1 percentage point.
For a further discussion of competitive and other risks inherent in our Market Intelligence business, see Item 1A, Risk Factors in this Form 10-Q and our most recently filed Annual Report on Form 10-K. For a further discussion of the legal and regulatory matters see Note 12 – Commitments and Contingencies to the consolidated financial statements of this Form 10-Q.
Ratings
Ratings is an independent provider of credit ratings, research, and analytics, offering investors and other market participants information, ratings and benchmarks. Credit ratings are one of several tools investors can use when making decisions about purchasing bonds and other fixed income investments. They are opinions about credit risk and our ratings express our opinion about the ability and willingness of an issuer, such as a corporation or state or city government, to meet its financial obligations in full and on time. Our credit ratings can also relate to the credit quality of an individual debt issue, such as a corporate or municipal bond, and the relative likelihood that the issue may default.
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Ratings disaggregates its revenue between transaction and non-transaction. Transaction revenue primarily includes fees associated with:
• ratings related to new issuance of corporate and government debt instruments, as well as structured finance debt instruments; and
• bank loan ratings.
Non-transaction revenue primarily includes fees for surveillance of a credit rating, annual fees for customer relationship-based pricing programs, fees for entity credit ratings and global research and analytics at Crisil. Non-transaction revenue also includes an intersegment royalty charged to Market Intelligence for the rights to use and distribute content and data developed by Ratings. Royalty revenue was $42 million and $40 million for the three months ended March 31, 2025 and 2024, respectively.
The following table provides revenue and segment operating profit information for the three months ended March 31:
(in millions) 2025 2024 % Change
Revenue $ 1,149 $ 1,062 8%
Transaction revenue $ 620 $ 582 7%
Non-transaction revenue $ 529 $ 480 10%
% of total revenue:
Transaction revenue
54 % 55 %
Non-transaction revenue
46 % 45 %
U.S. revenue $ 683 $ 609 12%
International revenue $ 466 $ 453 3%
% of total revenue:
U.S. revenue 59 % 57 %
International revenue 41 % 43 %
Operating profit 1
$ 757 $ 679 11%
Operating margin % 66 % 64 %
1 2025 and 2024 include employee severance charges of $2 million and amortization of intangibles from acquisitions of $2 million and $7 million, respectively.
Revenue increased 8%, with an unfavorable impact from foreign exchange rates of 1 percentage point. Non-transaction revenue increased primarily due to an increase in volume related to surveillance, commercial paper, and medium-term notes. Transaction revenue increased primarily due to structured finance revenue driven by increased collateralized loan obligations (“CLOs”), bank loan ratings revenue due to higher M&A activity, and U.S. Public Finance revenue due to an increase in issuance volumes.
Operating profit increased 11% primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic investments. Foreign exchange rates had an unfavorable impact of 2 percentage points.
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Billed Issuance Volumes
We monitor billed issuance volumes regularly within Ratings. Billed issuance excludes items that do not impact transaction revenue, such as issuance from frequent issuer programs, unrated debt, and most international public finance to more effectively correlate issuance activity to movements in transaction revenue.
The following table provides billed issuance levels based on Ratings’ internal data feeds for the three months ended March 31:
(in billions) 2025 2024 % Change
Investment-grade billed issuance *
$ 440 $ 456 (4)%
High-yield billed issuance *
$ 113 $ 120 (6)%
Other billed issuance **
$ 530 $ 417 27%
Total billed issuance $ 1,083 $ 993 9%
Note - Totals presented may not sum due to rounding.
* Includes Corporates, Financial Services and Infrastructure.
** Includes Bank Loans, Structured Finance and Government.
First quarter billed issuance was up due to increases in bank loans and structured finance. Structured finance billed issuance increases were driven primarily by new CLO issuance.
For a further discussion of competitive and other risks inherent in our Ratings business, see Item 1A, Risk Factors in this Form 10-Q and our most recently filed Annual Report on Form 10-K. For a further discussion of the legal and regulatory matters see Note 12 – Commitments and Contingencies to the consolidated financial statements of this Form 10-Q.
Commodity Insights
Commodity Insights is a leading independent provider of information and benchmark prices for the commodity and energy markets. Commodity Insights provides essential price data, analytics, industry insights and software & services, enabling the commodity and energy markets to perform with greater transparency and efficiency.
Commodity Insights includes the following business lines:
• Energy & Resources Data & Insights — includes data, news, insights, and analytics for petroleum, gas, power & renewables, petrochemicals, metals & steel, agriculture, and other commodities;
• Price Assessments — includes price assessments and benchmarks, and forward curves;
• Upstream Data & Insights — includes exploration & production data and insights, software and analytics; and
• Advisory & Transactional Services — includes consulting services, conferences, events and global trading services.
Commodity Insights’ revenue is generated primarily through the following sources:
• Subscription revenue — primarily from subscriptions to our market data and market insights (price assessments, market reports and commentary and analytics) along with other information products and software term licenses;
• Sales usage-based royalties — primarily from licensing our proprietary market price data and price assessments to commodity exchanges; and
• Non-subscription revenue — conference sponsorship, consulting engagements, events, and perpetual software licenses.
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The following table provides revenue and segment operating profit information for the three months ended March 31:
(in millions) 2025 2024 % Change
Revenue $ 612 $ 559 9%
Subscription revenue $ 486 $ 450 8%
Sales usage-based royalties $ 29 $ 26 13%
Non-subscription revenue $ 97 $ 83 17%
% of total revenue:
Subscription revenue 79 % 81 %
Sales usage-based royalties 5 % 4 %
Non-subscription revenue 16 % 15 %
U.S. revenue $ 275 $ 247 11%
International revenue $ 337 $ 312 8%
% of total revenue:
U.S. revenue 45 % 44 %
International revenue 55 % 56 %
Operating profit 1
$ 255 $ 226 13%
Operating margin % 42 % 40 %
1 2025 includes employee severance charges of $6 million. 2024 includes IHS Markit merger costs of $5 million. 2025 and 2024 also include amortization of intangibles from acquisitions of $33 million and $32 million, respectively.
Revenue increased 9% primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts and an increase in conference revenue driven by increased attendance at CERAWeek in 2025. An increase in sales usage-based royalties from the licensing of our proprietary market data to commodity exchanges due to increased trading volumes for Platts based contracts across most commodity sectors also contributed to revenue growth. Revenue was favorably impacted by the acquisition of World Hydrogen Leaders in May of 2024. All four business lines contributed to revenue growth in the first quarter of 2025 with the Advisory & Transactional Services and Energy & Resources Data & Insights businesses being the most significant drivers, followed by the Price Assessments and Upstream Data & Insights businesses. Foreign exchange rates had an unfavorable impact of 1 percentage point.
Operating profit increased 13%. Excluding the impact of higher employee severance charges in 2025 of 9 percentage points, partially offset by IHS Markit merger costs in 2024 of 7 percentage points, operating profit increased 11%. The increase was primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, investment in strategic initiatives and expenses associated with the acquisition of World Hydrogen Leaders. Foreign exchange rates had an unfavorable impact of 1 percentage point.
For a further discussion of competitive and other risks inherent in our Commodity Insights business, see Item 1A, Risk Factors in this Form 10-Q and our most recently filed Annual Report on Form 10-K. For a further discussion of the legal and regulatory matters see Note 12 – Commitments and Contingencies to the consolidated financial statements of this Form 10-Q.
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Mobility
Mobility is a leading provider of solutions serving the full automotive value chain including vehicle manufacturers (Original Equipment Manufacturers or OEMs), automotive suppliers, mobility service providers, retailers, consumers, and finance and insurance companies.
Mobility includes the following business lines:
• Dealer — includes analytics to predict future buyers, targeted marketing, and vehicle history data to allow people to shop, buy, service and sell used cars;
• Manufacturing — includes insights, forecasts and advisory services spanning the entire automotive value chain, from product planning to marketing, sales and the aftermarket; and
• Financial — includes reports and data feeds to support lenders and insurance companies .
Mobility’s revenue is generated primarily through the following sources:
• Subscription revenue — Mobility’s core information products provide critical information and insights to all global OEMs, most of the world’s leading suppliers, and the majority of North American dealerships. Mobility operates across both the new and used car markets. Mobility provides data and insight on future vehicles sales and production, including detailed forecasts on technology and vehicle components; supplies car makers and dealers with market reporting products, predictive analytics and marketing automation software; and supports dealers with vehicle history reports, used car listings and service retention services. Mobility also sells a range of services to financial institutions, to support their marketing, insurance underwriting and claims management activities; and
• Non-subscription revenue — One-time transactional sales of data that are non-cyclical in nature – and that are usually tied to underlying business metrics such as OEM marketing spend or safety recall activity – as well as consulting and advisory services.
The following table provides revenue and segment operating profit information for the three months ended March 31:
(in millions) 2025 2024 % Change
Revenue $ 420 $ 386 9%
Subscription revenue $ 343 $ 311 10%
Non-subscription revenue $ 77 $ 75 3%
% of total revenue:
Subscription revenue 82 % 81 %
Non-subscription revenue 18 % 19 %
U.S. revenue $ 350 $ 318 10%
International revenue $ 70 $ 68 4%
% of total revenue:
U.S. revenue 83 % 82 %
International revenue 17 % 18 %
Operating profit 1
$ 86 $ 70 22%
Operating margin % 20 % 18 %
1 2024 includes IHS Markit merger costs of $1 million. 2025 and 2024 also include amortization of intangibles from acquisitions of $76 million.
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Revenue increased 9% primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business and strong underwriting volumes and market share growth within the Financial business. Non-subscription revenue was unfavorably impacted by lower recall activity in the Manufacturing business. Foreign exchange rates had an unfavorable impact of 1 percentage point.
Operating profit increased 22%. Excluding the impact of IHS merger related costs in 2024 of 18 percentage points and employee severance costs in 2024 of 2 percentage points, partially offset by higher amortization of intangibles in 2025 of 8 percentage points, operating profit increased 10%. The increase was primarily driven by revenue growth, partially offset by an increase in strategic investments and higher compensation costs driven by annual merit increases and additional headcount. Foreign exchange rates had an unfavorable impact of 3 percentage points.
For a further discussion of competitive and other risks inherent in our Mobility business, see Item 1A, Risk Factors in this Form 10-Q and our most recently filed Annual Report on Form 10-K. For a further discussion of the legal and regulatory matters see Note 12 – Commitments and Contingencies to the consolidated financial statements of this Form 10-Q.
Indices
Indices is a global index provider maintaining a wide variety of valuation and index benchmarks for investment advisors, wealth managers and institutional investors. Indices’ mission is to provide transparent benchmarks to help with decision making, collaborate with the financial community to create innovative products, and provide investors with tools to monitor world markets.
Indices derives revenue from asset-linked fees when investors direct funds into its proprietary designed or owned indexes, sales usage-based royalties of its indices, as well as data subscription arrangements. Specifically, Indices generates revenue from the following sources:
• Investment vehicles — asset-linked fees such as ETFs and mutual funds, that are based on the S&P Dow Jones Indices’ benchmarks that generate revenue through fees based on assets and underlying funds;
• Exchange traded derivatives — generate sales usage-based royalties based on trading volumes of derivatives contracts listed on various exchanges;
• Index-related licensing fees — fixed or variable annual and per-issue asset-linked fees for over-the-counter derivatives and retail-structured products; and
• Data and customized index subscription fees — fees from supporting index fund management, portfolio analytics and research.
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The following table provides revenue and segment operating profit information for the three months ended March 31:
(in millions) 2025 2024 % Change
Revenue $ 445 $ 387 15%
Asset-linked fees $ 288 $ 244 18%
Subscription revenue $ 76 $ 70 7%
Sales usage-based royalties $ 81 $ 73 11%
% of total revenue:
Asset-linked fees 65 % 63 %
Subscription revenue 17 % 18 %
Sales usage-based royalties 18 % 19 %
U.S. revenue $ 361 $ 317 14%
International revenue $ 84 $ 70 18%
% of total revenue:
U.S. revenue 81 % 82 %
International revenue 19 % 18 %
Operating profit 1
$ 315 $ 272 16%
Less: net operating profit attributable to noncontrolling interests 77 70
Net operating profit $ 238 $ 202 18%
Operating margin % 71 % 70 %
Net operating margin % 53 % 52 %
1 2024 includes IHS Markit merger costs of $1 million and employee severance charges of $1 million. 2025 and 2024 also include amortization of intangibles from acquisitions of $9 million.
Revenue at Indices increased 15% primarily due to an increase in asset linked fees revenue driven by higher levels of assets under management (“AUM”) for ETFs and mutual funds, higher exchange-traded derivative revenue driven by continued strength in trading volume and higher data subscription revenue. Ending AUM for ETFs increased 18% to $4.304 trillion compared to March 31, 2024 and average levels of AUM for ETFs increased 30% to $4.462 trillion compared to the three months ended March 31, 2024. Foreign exchange rates had an unfavorable impact of less than 1 percentage point.
Operating profit increased 16%. Excluding the impact of IHS Markit merger costs in 2024 of 1 percentage point, operating profit increased 15% due to revenue growth partially offset by higher compensation costs driven by annual merit increases, an increase in bad debt expense and an increase in strategic investments. Foreign exchange rates had an unfavorable impact of 1 percentage point.
For a further discussion of competitive and other risks inherent in our Indices business, see Item 1A, Risk Factors in this Form 10-Q and our most recently filed Annual Report on Form 10-K. For a further discussion of the legal and regulatory matters see Note 12 – Commitments and Contingencies to the consolidated financial statements of this Form 10-Q.
LIQUIDITY AND CAPITAL RESOURCES
We continue to maintain a strong financial position. Our primary source of funds for operations is cash from our businesses. Cash on hand, cash flows from operations and availability under our existing credit facility are expected to be sufficient to meet any additional operating and recurring cash needs into the foreseeable future. We use our cash for a variety of needs, including but not limited to: ongoing investments in our businesses, strategic acquisitions, share repurchases, dividends, repayment of debt, capital expenditures and investment in our infrastructure.
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Cash Flow Overview
Cash, cash equivalents, and restricted cash were $1,469 million as of March 31, 2025, a decrease of $197 million from December 31, 2024.
The following table provides cash flow information for the three months ended March 31:
(in millions) 2025 2024 % Change
Net cash provided by (used for):
Operating activities $ 953 $ 948 —%
Investing activities $ (79) $ (20) N/M
Financing activities $ (1,103) $ (657) 68%
N/M – Represents a change equal to or in excess of 100% or not meaningful
In the first three months of 2025, free cash flow decreased $35 million to $816 million compared to $851 million in the first three months of 2024. The decrease is primarily due to an increase in cash used for capital expenditures and distributions to noncontrolling interest holders. Free cash flow is a non-GAAP financial measure and reflects our cash flow provided by operating activities less capital expenditures and distributions to noncontrolling interest holders. Capital expenditures include purchases of property and equipment and additions to technology projects. See “Reconciliation of Non-GAAP Financial Information” below for a reconciliation of cash flow provided by operating activities, the most directly comparable U.S. GAAP financial measure, to free cash flow.
Operating activities
Cash provided by operating activities remained relatively unchanged for the first three months of 2025 compared to 2024. This is primarily attributable to higher operating results and higher billings in 2025, partially offset by higher compensation payments in 2025 and proceeds received from the termination of interest rate swaps in 2024.
The Organization for Economic Co-operation and Development (“OECD”) introduced an international tax framework under Pillar Two which includes a global minimum tax of 15%. This framework has been implemented by several jurisdictions, including jurisdictions in which we operate, with effect from January 1, 2024, and many other jurisdictions, including jurisdictions in which we operate, are in the process of implementing it. The effect of enacted Pillar Two taxes has been included in the results disclosed and did not have a significant impact on our consolidated financial statements. The Company continues to monitor jurisdictions that are expected to implement Pillar Two in the future, and it is in the process of evaluating the potential impact of the enactment of Pillar Two by such jurisdictions on its consolidated financial statements.
Investing activities
Our cash outflows from investing activities are primarily for acquisitions and capital expenditures, while cash inflows are primarily proceeds from dispositions.
Cash used for investing activities increased to $79 million for the first three months of 2025 compared to $20 million in the first three months of 2024, primarily due to higher cash paid for short-term investments and capital expenditures in 2025.
Financing activities
Our cash outflows from financing activities consist primarily of share repurchases, dividends to shareholders and repayments of short-term and long-term debt, while cash inflows are primarily attributable to the borrowing of short-term and long-term debt.
Cash used for financing activities increased $446 million to $1,103 million for the first three months of 2025. The increase is primarily attributable to proceeds received from commercial paper borrowings in 2024 and an increase in cash used for share repurchases in 2025.
During the three months ended March 31, 2025, we purchased a total of 1.0 million shares for $650 million of cash. During the three months ended March 31, 2024, we purchased a total of 1.0 million shares for $500 million of cash. See Note 8 — Equity to the consolidated financial statements of this Form 10-Q for further discussion.
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Additional Financing
We have the ability to borrow a total of $2.0 billion through our commercial paper program, which is supported by our $2.0 billion five-year credit agreement (our “credit facility”) that will terminate on December 17, 2029. As of March 31, 2025, and December 31, 2024, we had no outstanding commercial paper.
Commitment fees for the unutilized commitments under the credit facility and applicable margins for borrowings thereunder are linked to the Company achieving three environmental sustainability performance indicators related to emissions, tested annually. For the three months ended March 31, 2025, we paid a commitment fee of 7 basis points. There will be no sustainability pricing adjustment to our commitment fees or our margins under the credit facility for the approximately year-long period beginning April 7, 2025 as a result of our emissions performance for the year ended December 31, 2024. The credit facility contains customary affirmative and negative covenants and customary events of default. The occurrence of an event of default could result in an acceleration of the obligations under the credit facility.
T he only financial covenant required is that our indebtedness to cash flow ratio, as defined in our credit facility, was not greater than 4 to 1, and this covenant level has never been exceeded.
Dividends
On January 28, 2025, the Board of Directors approved a quarterly common stock dividend of $0.96 per share.
Supplemental Guarantor Financial Information
The senior notes described below were issued by S&P Global Inc. and are fully and unconditionally guaranteed by Standard & Poor's Financial Services LLC, a 100% owned subsidiary of the Company.
• On August 22, 2024, S&P Global Inc. issued $746 million of 5.25% Senior Notes due 2033 that have been registered with the SEC and guaranteed by Standard & Poor’s Financial Services LLC in exchange for unregistered senior notes of like principal amounts and terms that were originally issued on September 12, 2023.
• On March 1, 2023, S&P Global Inc. issued new senior notes that have been registered with the SEC and guaranteed by Standard & Poor’s Financial Services LLC in exchange for the following series of unregistered senior notes of like principal amount and terms:
• $700 million of 4.75% Senior Notes due 2028 that were originally issued on March 2, 2022;
• $921 million of 4.25% Senior Notes due 2029 that were originally issued on March 2, 2022;
• $1,237 million of 2.45% Senior Notes due 2027 that were originally issued on March 18, 2022;
• $1,227 million of 2.70% Sustainability-Linked Senior Notes due 2029 that were originally issued on March 18, 2022;
• $1,492 million of 2.90% Senior Notes due 2032 that were originally issued on March 18, 2022;
• $974 million of 3.70% Senior Notes due 2052 that were originally issued on March 18, 2022; and
• $500 million of 3.90% Senior Notes due 2062 that were originally issued on March 18, 2022.
• On August 13, 2020, we issued $600 million of 1.25% senior notes due in 2030 and $700 million of 2.3% senior notes due in 2060.
• On November 26, 2019, we issued $500 million of 2.5% senior notes due in 2029 and $600 million of 3.25% senior notes due in 2049.
• On May 17, 2018, we issued $500 million of 4.5% senior notes due in 2048.
• On September 22, 2016, we issued $500 million of 2.95% senior notes due in 2027.
• On November 2, 2007, we issued $400 million of 6.55% Senior Notes due 2037.
The notes above are unsecured and unsubordinated and rank equally and ratably with all of our existing and future unsecured and unsubordinated debt. The guarantees are the subsidiary guarantor’s unsecured and unsubordinated debt and rank equally and ratably with all of the subsidiary guarantor’s existing and future unsecured and unsubordinated debt.
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The guarantees of the subsidiary guarantor may be released and discharged upon (i) a sale or other disposition (including by way of consolidation or merger) of the subsidiary guarantor or the sale or disposition of all or substantially all the assets of the subsidiary guarantor (in each case other than to the Company or a person who, prior to such sale or other disposition, is an affiliate of the Company); (ii) upon defeasance or discharge of any applicable series of the notes, as described above; or (iii) at such time as the subsidiary guarantor ceases to guarantee indebtedness for borrowed money, other than a discharge through payment thereon, under any Credit Facility of the Company, other than any such Credit Facility of the Company the guarantee of which by the subsidiary guarantor will be released concurrently with the release of the subsidiary guarantor’s guarantees of the notes.
Other subsidiaries of the Company do not guarantee the registered debt securities of either S&P Global Inc. or Standard & Poor's Financial Services LLC (the “Obligor Group”) which are referred to as the “Non-Obligor Group”.
The following tables set forth the summarized financial information of the Obligor Group on a combined basis. This summarized financial information excludes the Non-Obligor Group. Intercompany balances and transactions between members of the Obligor Group have been eliminated. This information is not intended to present the financial position or results of operations of the Obligor Group in accordance with U.S. GAAP.
Summarized results of operations for the three months ended March 31, 2025 are as follows:
(in millions) 2025
Revenue $ 1,087
Operating Profit 823
Net Income 419
Net income attributable to S&P Global Inc. 419
Summarized balance sheet information as of March 31, 2025 and December 31, 2024 is as follows:
(in millions) March 31, December 31,
2025 2024
Current assets (excluding intercompany from Non-Obligor Group) $ 1,397 $ 1,400
Non-current assets 776 782
Current liabilities (excluding intercompany to Non-Obligor Group) 430 339
Non-current liabilities 11,467 11,541
Intercompany payables to Non-Obligor Group 17,182 16,100
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
Free cash flow is a non-GAAP financial measure and reflects our cash flow provided by operating activities less capital expenditures and distributions to noncontrolling interest holders. Capital expenditures include purchases of property and equipment and additions to technology projects. Our cash flow provided by operating activities is the most directly comparable U.S. GAAP financial measure to free cash flow.
We believe the presentation of free cash flow allows our investors to evaluate the cash generated from our underlying operations in a manner similar to the method used by management. We use free cash flow to conduct and evaluate our business because we believe it typically presents a more conservative measure of cash flows since capital expenditures and distributions to noncontrolling interest holders are considered a necessary component of ongoing operations. Free cash flow is useful for management and investors because it allows management and investors to evaluate the cash available to us to prepay debt, make strategic acquisitions and investments and repurchase stock.
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The presentation of free cash flow is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. Free cash flow, as we calculate it, may not be comparable to similarly titled measures employed by other companies. The following table presents a reconciliation of our cash flow provided by operating activities to free cash flow for the three months ended March 31:
(in millions) 2025 2024 % Change
Cash provided by operating activities $ 953 $ 948 —%
Capital expenditures (43) (24)
Distributions to noncontrolling interest holders (94) (73)
Free cash flow $ 816 $ 851 (4)%
(in millions) 2025 2024 % Change
Cash used for investing activities (79) (20) N/M
Cash used for financing activities (1,103) (657) 68%
N/M – Represents a change equal to or in excess of 100% or not meaningful
CRITICAL ACCOUNTING ESTIMATES
Our accounting policies are described in Note 1 — Accounting Policies to the consolidated financial statements in our most recent Form 10-K. As discussed in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations , in our most recent Form 10-K, we consider an accounting estimate to be critical if it required assumptions to be made that were uncertain at the time the estimate was made and changes in the estimate or different estimates could have a material effect on our results of operations. These critical estimates include those related to revenue recognition, business combinations, allowance for doubtful accounts, valuation of long-lived assets, goodwill and other intangible assets, pension plans, incentive compensation and stock-based compensation, income taxes, contingencies and redeemable noncontrolling interests. We base our estimates on historical experience, current developments and on various other assumptions that we believe to be reasonable under these circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that cannot readily be determined from other sources. There can be no assurance that actual results will not differ from those estimates. Since the date of our most recent Form 10-K, there have been no material changes to our critical accounting estimates.
RECENTLY ISSUED OR ADOPTED ACCOUNTING STANDARDS
See Note 13 – Recently Issued or Adopted Accounting Standards to the consolidated financial statements of this Form 10-Q for further information.
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FORWARD-LOOKING STATEMENTS
This report contains “forward-looking statements,” as defined in the Private Securities Litigation Reform Act of 1995. These statements, which express management’s current views concerning future events, trends, contingencies or results, appear at various places in this report and use words like “anticipate,” “assume,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “future,” “intend,” “plan,” “potential,” “predict,” “project,” “strategy,” “target” and similar terms, and future or conditional tense verbs like “could,” “may,” “might,” “should,” “will” and “would.” For example, management may use forward-looking statements when addressing topics such as: the outcome of contingencies; future actions by regulators; changes in the Company’s business strategies and methods of generating revenue; the development and performance of the Company’s services and products; the expected impact of acquisitions and dispositions; the Company’s effective tax rates; the Company’s cost structure, dividend policy, cash flows or liquidity; and the anticipated separation of Mobility into a standalone public company.
Forward-looking statements are subject to inherent risks and uncertainties. Factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements include, among other things:
• worldwide economic, financial, political, and regulatory conditions (including slower GDP growth or recession, restrictions on trade (e.g., tariffs), instability in the banking sector and inflation), and factors that contribute to uncertainty and volatility (e.g., supply chain risk), natural and man-made disasters, civil unrest, public health crises (e.g., pandemics), geopolitical uncertainty (including military conflict), and conditions that result from legislative, regulatory, trade and policy changes, including from the U.S. administration;
• the volatility and health of debt, equity, commodities, energy and automotive markets, including credit quality and spreads, the composition and mix of credit maturity profiles, the level of liquidity and future debt issuances, equity flows from active to passive, fluctuations in average asset prices in global equities, demand for investment products that track indices and assessments and trading volumes of certain exchange traded derivatives;
• the demand and market for credit ratings in and across the sectors and geographies where the Company operates;
• the Company’s ability to maintain adequate physical, technical and administrative safeguards to protect the security of confidential information and data, and the potential for a system or network disruption that results in regulatory penalties and remedial costs or improper disclosure of confidential information or data;
• the outcome of litigation, government and regulatory proceedings, investigations and inquiries;
• concerns in the marketplace affecting the Company’s credibility or otherwise affecting market perceptions of the integrity or utility of independent credit ratings, benchmarks, indices and other services;
• the level of merger and acquisition activity in the United States and abroad;
• the level of the Company’s future cash flows and capital investments;
• the effect of competitive products (including those incorporating generative artificial intelligence ("AI")) and pricing, including the level of success of new product developments and global expansion;
• the impact of customer cost-cutting pressures;
• a decline in the demand for our products and services by our customers and other market participants;
• our ability to develop new products or technologies, to integrate our products with new technologies (e.g., AI), or to compete with new products or technologies offered by new or existing competitors;
• our ability to attract, incentivize and retain key employees, especially in a competitive business environment;
• our ability to successfully navigate key organizational changes, including among our executive leadership;
• the Company’s exposure to potential criminal sanctions or civil penalties for noncompliance with foreign and U.S. laws and regulations that are applicable in the jurisdictions in which it operates, including sanctions laws relating to countries such as Iran, Russia and Venezuela, anti-corruption laws such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act of 2010, and local laws prohibiting corrupt payments to government officials, as well as import and export restrictions;
• the continuously evolving regulatory environment in Europe, the United States and elsewhere around the globe affecting each of our businesses and the products they offer, and our compliance therewith;
• the Company’s ability to make acquisitions and dispositions and successfully integrate the businesses we acquire;
• consolidation of the Company’s customers, suppliers or competitors;
• the introduction of competing products or technologies by other companies;
• the ability of the Company, and its third-party service providers, to maintain adequate physical and technological infrastructure;
• the Company’s ability to successfully recover from a disaster or other business continuity problem, such as an earthquake, hurricane, flood, civil unrest, protests, military conflict, terrorist attack, outbreak of pandemic or contagious diseases, security breach, cyber attack, data breach, power loss, telecommunications failure or other natural or man-made event;
• the impact on the Company’s revenue and net income caused by fluctuations in foreign currency exchange rates;
• the impact of changes in applicable tax or accounting requirements on the Company;
• the separation of Mobility not being consummated within the anticipated time period or at all;
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• the ability of the separation of Mobility to qualify for tax-free treatment for U.S. federal income tax purposes;
• any disruption to the Company’s business in connection with the proposed separation of Mobility;
• any loss of synergies from separating the businesses of Mobility and the Company that adversely impact the results of operations of both businesses, or the companies resulting from the separation of Mobility not realizing all of the expected benefits of the separation; and
• following the separation of Mobility, the combined value of the common stock of the two publicly-traded companies not being equal to or greater than the value of the Company’s common stock had the separation not occurred.
The factors noted above are not exhaustive. The Company and its subsidiaries operate in a dynamic business environment in which new risks emerge frequently. Accordingly, the Company cautions readers not to place undue reliance on any forward-looking statements, which speak only as of the dates on which they are made. The Company undertakes no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date on which it is made, except as required by applicable law. Further information about the Company’s businesses, including information about factors that could materially affect its results of operations and financial condition, is contained in the Company’s filings with the SEC, including Item 1A, Risk Factors in this Form 10-Q and Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.
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