Cover Page
Cover Page shares in Millions | 6 Months Ended |
Jun. 30, 2020shares | |
Entity Information [Line Items] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Jun. 30, 2020 |
Document Transition Report | false |
Entity File Number | 1-14037 |
Entity Registrant Name | Moody’s Corporation |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 13-3998945 |
Entity Address, Address Line One | 7 World Trade Center at 250 Greenwich Street |
Entity Address, City or Town | New York |
Entity Address, State or Province | NY |
Entity Address, Postal Zip Code | 10007 |
City Area Code | (212) |
Local Phone Number | 553-0300 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding (in shares) | 187.7 |
Entity Central Index Key | 0001059556 |
Document Fiscal Period Focus | Q2 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2020 |
Common Stock, par value $0.01 per share | |
Entity Information [Line Items] | |
Title of 12(b) Security | Common Stock, par value $0.01 per share |
Trading Symbol | MCO |
Security Exchange Name | NYSE |
1.75% Senior Notes Due 2027 | |
Entity Information [Line Items] | |
Title of 12(b) Security | 1.75% Senior Notes Due 2027 |
Trading Symbol | MCO 27 |
Security Exchange Name | NYSE |
0.950% Senior Notes Due 2030 | |
Entity Information [Line Items] | |
Title of 12(b) Security | 0.950% Senior Notes Due 2030 |
Trading Symbol | MCO 30 |
Security Exchange Name | NYSE |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
Expenses | ||||
Operating | 362 | 340 | 702 | 682 |
Selling, general and administrative | 307 | 275 | 608 | 556 |
Restructuring | (2) | 53 | (3) | 59 |
Depreciation and amortization | 58 | 52 | 107 | 102 |
Acquisition-Related Expenses | 0 | 2 | 0 | 3 |
Loss pursuant to the divestiture of MAKS | 0 | 9 | 9 | 9 |
Total expenses | 725 | 731 | 1,423 | 1,411 |
Operating income | 710 | 483 | 1,302 | 945 |
Non-operating (expense) income, net | ||||
Interest expense, net | (60) | (51) | (100) | (103) |
Other non-operating income, net | 16 | 0 | 28 | 2 |
Total non-operating expense, net | (44) | (51) | (72) | (101) |
Income before provisions for income taxes | 666 | 432 | 1,230 | 844 |
Provision for income taxes | 157 | 121 | 234 | 159 |
Net income | 509 | 311 | 996 | 685 |
Less: Net (loss) income attributable to noncontrolling interests | 0 | 1 | (1) | 2 |
Net income attributable to Moody's | $ 509 | $ 310 | $ 997 | $ 683 |
Earnings per share attributable to Moody's common shareholders | ||||
Basic (in usd per share) | $ 2.71 | $ 1.64 | $ 5.31 | $ 3.60 |
Diluted (in usd per share) | $ 2.69 | $ 1.62 | $ 5.27 | $ 3.56 |
Weighted average number of shares outstanding | ||||
Basic (in shares) | 187.7 | 189.4 | 187.6 | 189.9 |
Diluted (in shares) | 189 | 191.3 | 189.3 | 192.1 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ 509 | $ 311 | $ 996 | $ 685 |
Foreign Currency Adjustments: | ||||
Foreign currency translation adjustment - Pre Tax | 78 | 42 | (97) | 15 |
Foreign currency translation adjustments - Tax | 1 | 0 | 6 | 0 |
Foreign currency translation adjustments - Net of Tax | 79 | 42 | (91) | 15 |
Net gains on net investment hedges - Pre Tax | (97) | (36) | 22 | (6) |
Net gains on net investment hedges, Tax | 24 | 7 | (6) | 1 |
Net gains on net investment hedges, Net of Tax | (73) | (29) | 16 | (5) |
Cash Flow Hedges: | ||||
Net realized and unrealized (losses) gains on cash flow hedges - Pre Tax | (20) | 0 | (68) | 0 |
Net realized and unrealized (losses) gains on cash flow hedges - Tax | 6 | 0 | 18 | 0 |
Net realized and unrealized (losses) gains on cash flow hedges - Net of Tax | (14) | 0 | (50) | 0 |
Reclassification of losses (gains) included in net income - Pre Tax | 1 | 0 | ||
Reclassification of losses (gains) included in net income - Tax | 0 | 0 | ||
Reclassification of losses (gains) included in net income - Net of Tax | 1 | 0 | ||
Pension and Other Retirement Benefits: | ||||
Amortization of actuarial losses and prior service costs included in net income - Pre Tax | 1 | 1 | 3 | 2 |
Amortization of actuarial losses and prior service costs included in net income - Tax | 0 | 0 | (1) | (1) |
Amortization of actuarial losses and prior service costs included in net income - Net of Tax | 1 | 1 | 2 | 1 |
Net actuarial (losses) gains and prior service costs - Pre Tax | 9 | (3) | 8 | (2) |
Net actuarial (losses) gains and prior service costs - Tax | (2) | 1 | (2) | 1 |
Net actuarial (losses) gains and prior service costs - Net of Tax | 7 | (2) | 6 | (1) |
Total other comprehensive income (loss) - Pre Tax | (29) | 4 | (131) | 9 |
Total other comprehensive income (loss) - Tax | 29 | 8 | 15 | 1 |
Total other comprehensive income (loss) - Net of Tax | 0 | 12 | (116) | 10 |
Comprehensive income | 509 | 323 | 880 | 695 |
Less: comprehensive (loss) income attributable to noncontrolling interests | (11) | 4 | (13) | 12 |
Comprehensive Income Attributable to Moody's | $ 520 | $ 319 | $ 893 | $ 683 |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 2,099 | $ 1,832 |
Short-term investments | 100 | 98 |
Accounts receivable, net of allowance for credit losses of $41 in 2020 and $20 in 2019 | 1,401 | 1,419 |
Other current assets | 363 | 330 |
Total current assets | 3,963 | 3,679 |
Property and equipment, net of accumulated depreciation of $880 in 2020 and $839 in 2019 | 298 | 292 |
Operating lease right-of-use assets | 429 | 456 |
Goodwill | 4,162 | 3,722 |
Intangible assets, net | 1,697 | 1,498 |
Deferred tax assets, net | 188 | 229 |
Other assets | 561 | 389 |
Total assets | 11,298 | 10,265 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 795 | 773 |
Current portion of operating lease liabilities | 90 | 89 |
Deferred revenue | 1,001 | 1,050 |
Total current liabilities | 1,886 | 1,912 |
Non-current portion of deferred revenue | 104 | 112 |
Long-term debt | 6,333 | 5,581 |
Deferred tax liabilities, net | 414 | 357 |
Uncertain tax positions | 455 | 477 |
Operating lease liabilities | 451 | 485 |
Other liabilities | 418 | 504 |
Total liabilities | 10,061 | 9,428 |
Contingencies (Note 19) | ||
Redeemable noncontrolling interest | 5 | 6 |
Shareholders' equity: | ||
Preferred stock, par value $.01 per share; 10,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock | 3 | 3 |
Capital surplus | 651 | 642 |
Retained earnings | 10,442 | 9,656 |
Treasury stock, at cost; 155,206,451 and 155,215,143 shares of shares of common stock at June 30, 2020 and December 31, 2019 | (9,513) | (9,250) |
Accumulated other comprehensive loss | (542) | (439) |
Total Moody's shareholders' equity | 1,041 | 612 |
Noncontrolling interests | 191 | 219 |
Total shareholders' equity | 1,232 | 831 |
Total liabilities, noncontrolling interests and shareholders' equity | 11,298 | 10,265 |
Series Common Stock | ||
Shareholders' equity: | ||
Common stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Accounts receivable, allowances | $ 41 | $ 20 |
Accumulated depreciation, property and equipment | $ 880 | $ 839 |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 342,902,272 | 342,902,272 |
Treasury stock, shares (in shares) | 155,206,451 | 155,215,143 |
Series Common Stock | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Common stock, shares issued (in shares) | 0 | 0 |
Common stock, shares outstanding (in shares) | 0 | 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities | ||
Net Income | $ 996 | $ 685 |
Reconciliation of net income to net cash provided by operating activities: | ||
Depreciation and amortization | 107 | 102 |
Stock-based compensation | 72 | 70 |
Deferred income taxes | 46 | (3) |
ROU Asset impairment & other non-cash restructuring/impairment charges | 0 | 29 |
Loss pursuant to the divestiture of MAKS | 9 | 9 |
Changes in assets and liabilities: | ||
Accounts receivable | 11 | 30 |
Other current assets | (45) | (58) |
Other assets | (39) | (33) |
Accounts payable and accrued liabilities | (37) | (96) |
Deferred revenue | (60) | (8) |
Unrecognized tax benefits and other non-current tax liabilities | (13) | (15) |
Other liabilities | (70) | 43 |
Net cash provided by operating activities | 977 | 755 |
Cash flows from investing activities | ||
Capital additions | (62) | (39) |
Purchases of investments | (108) | (70) |
Sales and maturities of investments | 45 | 93 |
Cash paid for acquisitions, net of cash acquired | (698) | (37) |
Net cash used in investing activities | (823) | (53) |
Cash flows from financing activities | ||
Issuance of notes | 995 | 0 |
Repayment of notes | (300) | (450) |
Issuance of commercial paper | 789 | 942 |
Repayment of commercial paper | (792) | (815) |
Proceeds from stock-based compensation plans | 29 | 29 |
Repurchase of shares related to stock-based compensation | (100) | (75) |
Treasury shares | (253) | (615) |
Dividends | (210) | (189) |
Debt issuance costs, extinguishment costs and related fees | (17) | 0 |
Dividends to noncontrolling interest | (1) | (1) |
Payment to acquire noncontrolling interests | (17) | (12) |
Net cash provided by (used in) financing activities | 123 | (1,186) |
Reclassification of cash to assets held for sale | 0 | (8) |
Effect of exchange rate changes on cash and cash equivalents | (10) | 3 |
Increase (decrease) in cash and cash equivalents | 267 | (489) |
Cash and cash equivalents, beginning of period | 1,832 | 1,685 |
Cash and cash equivalents, end of period | $ 2,099 | $ 1,196 |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Capital Surplus | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss | Total Moody's Shareholders' Equity | Non- Controlling Interests | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, AdjustmentRetained Earnings | Cumulative Effect, Period of Adoption, AdjustmentAccumulated Other Comprehensive Loss | Cumulative Effect, Period of Adoption, AdjustmentTotal Moody's Shareholders' Equity |
Beginning Balance (in shares) at Dec. 31, 2018 | 342.9 | 151.6 | ||||||||||
Beginning Balance at Dec. 31, 2018 | $ 656 | $ 3 | $ 601 | $ 8,594 | $ (8,313) | $ (426) | $ 459 | $ 197 | $ 0 | $ 20 | $ (20) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 685 | 683 | 683 | 2 | ||||||||
Dividends | (190) | (189) | (189) | (1) | ||||||||
Stock-based compensation | 70 | 70 | 70 | |||||||||
Shares issued for stock-based compensation plans at average cost, net | (46) | (71) | $ 25 | (46) | ||||||||
Shares issued for stock-based compensation plans at average cost, net (in shares) | 1.3 | |||||||||||
Purchase of noncontrolling interest | (12) | (9) | (9) | (3) | ||||||||
Non-controlling interest resulting from majority acquisition of Vigeo Eiris | 17 | 0 | 17 | |||||||||
Treasury shares repurchased (in shares) | (3.4) | |||||||||||
Treasury shares repurchased | (615) | (16) | $ (599) | (615) | ||||||||
Currency translation adjustment, net of net investment hedge activity (net of tax) | 10 | 0 | 0 | 10 | ||||||||
Net actuarial gains (losses) and prior service costs | (1) | (1) | (1) | |||||||||
Amortization of prior service costs and actuarial losses | 1 | 1 | 1 | |||||||||
Ending Balance (in shares) at Jun. 30, 2019 | 342.9 | 153.7 | ||||||||||
Ending Balance at Jun. 30, 2019 | $ 575 | $ 3 | 575 | 9,108 | $ (8,887) | (446) | 353 | 222 | ||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||||||||||
Beginning Balance (in shares) at Dec. 31, 2018 | 342.9 | 151.6 | ||||||||||
Beginning Balance at Dec. 31, 2018 | $ 656 | $ 3 | 601 | 8,594 | $ (8,313) | (426) | 459 | 197 | 0 | 20 | $ (20) | 0 |
Ending Balance (in shares) at Dec. 31, 2019 | 342.9 | 155.2 | ||||||||||
Ending Balance at Dec. 31, 2019 | 831 | $ 3 | 642 | 9,656 | $ (9,250) | (439) | 612 | 219 | (2) | (2) | (2) | |
Beginning Balance (in shares) at Mar. 31, 2019 | 342.9 | 153.3 | ||||||||||
Beginning Balance at Mar. 31, 2019 | 325 | $ 3 | 436 | 8,893 | $ (8,754) | (455) | 123 | 202 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 311 | 310 | 310 | 1 | ||||||||
Dividends | (96) | (95) | (95) | (1) | ||||||||
Stock-based compensation | 34 | 34 | 34 | |||||||||
Shares issued for stock-based compensation plans at average cost, net | 14 | (4) | $ 18 | 14 | ||||||||
Shares issued for stock-based compensation plans at average cost, net (in shares) | 0.3 | |||||||||||
Non-controlling interest resulting from majority acquisition of Vigeo Eiris | 17 | 0 | 17 | |||||||||
Treasury shares repurchased (in shares) | (0.7) | |||||||||||
Treasury shares repurchased | (42) | 109 | $ (151) | (42) | ||||||||
Currency translation adjustment, net of net investment hedge activity (net of tax) | 13 | 10 | 10 | 3 | ||||||||
Net actuarial gains (losses) and prior service costs | (2) | (2) | (2) | |||||||||
Amortization of prior service costs and actuarial losses | 1 | 1 | 1 | |||||||||
Ending Balance (in shares) at Jun. 30, 2019 | 342.9 | 153.7 | ||||||||||
Ending Balance at Jun. 30, 2019 | 575 | $ 3 | 575 | 9,108 | $ (8,887) | (446) | 353 | 222 | ||||
Beginning Balance (in shares) at Dec. 31, 2019 | 342.9 | 155.2 | ||||||||||
Beginning Balance at Dec. 31, 2019 | 831 | $ 3 | 642 | 9,656 | $ (9,250) | (439) | 612 | 219 | $ (2) | $ (2) | $ (2) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 997 | 997 | 997 | |||||||||
Dividends | (209) | (209) | (209) | |||||||||
Stock-based compensation | 72 | 72 | 72 | |||||||||
Shares issued for stock-based compensation plans at average cost, net | (71) | (61) | $ (10) | (71) | ||||||||
Shares issued for stock-based compensation plans at average cost, net (in shares) | 1.1 | |||||||||||
Purchase of noncontrolling interest | (17) | (2) | (2) | (15) | ||||||||
Treasury shares repurchased (in shares) | (1.1) | |||||||||||
Treasury shares repurchased | (253) | $ (253) | (253) | |||||||||
Currency translation adjustment, net of net investment hedge activity (net of tax) | (75) | (62) | (62) | (13) | ||||||||
Net actuarial gains (losses) and prior service costs | 6 | 6 | 6 | |||||||||
Amortization of prior service costs and actuarial losses | 2 | 2 | 2 | |||||||||
Net realized and unrealized gain (loss) on cash flow hedges (net of tax) | (49) | (49) | (49) | |||||||||
Ending Balance (in shares) at Jun. 30, 2020 | 342.9 | 155.2 | ||||||||||
Ending Balance at Jun. 30, 2020 | 1,232 | $ 3 | 651 | 10,442 | $ (9,513) | (542) | 1,041 | 191 | ||||
Beginning Balance (in shares) at Mar. 31, 2020 | 342.9 | 155.4 | ||||||||||
Beginning Balance at Mar. 31, 2020 | 799 | $ 3 | 616 | 10,041 | $ (9,524) | (554) | 582 | 217 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 510 | 509 | 509 | 1 | ||||||||
Dividends | (108) | (108) | (108) | |||||||||
Stock-based compensation | 35 | 35 | 35 | |||||||||
Shares issued for stock-based compensation plans at average cost, net | 13 | 2 | $ 11 | 13 | ||||||||
Shares issued for stock-based compensation plans at average cost, net (in shares) | 0.2 | |||||||||||
Purchase of noncontrolling interest | (17) | (2) | (2) | (15) | ||||||||
Currency translation adjustment, net of net investment hedge activity (net of tax) | 6 | 18 | 18 | (12) | ||||||||
Net actuarial gains (losses) and prior service costs | 7 | 7 | 7 | |||||||||
Amortization of prior service costs and actuarial losses | 1 | 1 | 1 | |||||||||
Net realized and unrealized gain (loss) on cash flow hedges (net of tax) | (14) | (14) | (14) | |||||||||
Ending Balance (in shares) at Jun. 30, 2020 | 342.9 | 155.2 | ||||||||||
Ending Balance at Jun. 30, 2020 | $ 1,232 | $ 3 | $ 651 | $ 10,442 | $ (9,513) | $ (542) | $ 1,041 | $ 191 |
CONSOLIDATED STATEMENT OF SHA_2
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends declared per share attributable to Moody's common shareholders (in USD per share) | $ 0.56 | $ 0.50 | $ 1.12 | $ 1 |
Currency translation adjustment, net of net investment hedge activity, tax expense (benefit) | $ (25) | $ (8) | $ (1) | |
Net actuarial gains and prior service cost, tax expense (benefit) | 2 | (1) | $ 2 | (1) |
Amortization of prior service costs and actuarial losses, tax expense | 0 | $ 0 | 1 | $ 1 |
Net realized and unrealized gain on cash flow hedges, tax expense (benefit) | $ (6) | $ (18) |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Moody’s is a provider of (i) credit ratings and assessment services; (ii) credit, capital markets and economic research, data and analytical tools; (iii) software solutions that support financial risk management activities; (iv) quantitatively derived credit scores; (v) learning solutions and certification services; and (vi) company information and business intelligence products. Moody’s reports in two reportable segments: MIS and MA. MIS, the credit rating agency, publishes credit ratings and provides assessment services on a wide range of debt obligations and the entities that issue such obligations in markets worldwide. Revenue is primarily derived from the originators and issuers of such transactions who use MIS ratings in the distribution of their debt issues to investors. Additionally, MIS earns revenue from certain non-ratings-related operations which consist primarily of financial instrument pricing services in the Asia-Pacific region, revenue from ICRA’s non-ratings operations and revenue from providing ESG research, data and assessments. The revenue from these operations is included in the MIS Other LOB and is not material to the results of the MIS segment. MA provides financial intelligence and analytical tools to assist businesses in making decisions. MA’s portfolio of solutions consists of specialized research, data, software, and professional services, which are assembled to support the financial analysis and risk management activities of institutional customers worldwide. These interim financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the Company’s consolidated financial statements and related notes in the Company’s 2019 annual report on Form 10-K filed with the SEC on February 24, 2020. The results of interim periods are not necessarily indicative of results for the full year or any subsequent period. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation of financial position, results of operations and cash flows at the dates and for the periods presented have been included. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. Certain reclassifications have been made to prior period amounts to conform to the current presentation. Adoption of New Accounting Standards On January 1, 2020, the Company adopted ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” The Company has implemented policies and procedures in compliance with the “expected credit loss” impairment model, which included (1) refinement of the grouping of receivables with similar risk characteristics; and (2) processes to identify information that can be used to develop reasonable and supportable forecasts of factors that could affect the collectability of the reported amount of the receivable. As the Company's accounts receivable are short-term in nature, the adoption of this ASU did not have a material impact to the Company's allowance for bad debts or its policies and procedures for determining the allowance. Refer to Note 2 for further information on how the Company determines its reserves for expected credit losses. The Company recorded a $2 million cumulative-effect adjustment to retained earnings to increase its allowance for credit losses upon adoption. On January 1, 2020, the Company adopted ASU No. 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract.” This ASU requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same provisions of authoritative guidance for internal-use software, and amortized over the non-cancellable term of the cloud computing arrangements plus any option renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. The Company will be required to present the amortization of capitalized implementation costs in the same line item in the statement of operations as the fees associated with the hosting service (i.e. operating and SG&A expense) and classify the related payments in the statement of cash flows in the same manner as payments made for fees associated with the hosting service (i.e. cash flows from operating activities). This ASU also requires capitalization of implementation costs in the balance sheet to be consistent with the location of prepayment of fees for the hosting element (i.e. within other current assets or other assets).The Company adopted this ASU prospectively to all implementation costs incurred after the date of adoption and it did not have a material impact on the Company's current financial statements. The future impact to the Company's financial statements will relate to the aforementioned classification of these capitalized costs and related amortization. In March 2020, FASB issued ASU No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting". The ASU provides temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022 as the transition from LIBOR is completed. COVID-19 The Company is closely monitoring the impact of the COVID-19 pandemic on all aspects of its business. While the Company has selectively reopened certain of its offices, Moody’s continues to require remote work for most employees globally. The Company continues to monitor regional developments relating to the COVID-19 pandemic to inform decisions on office re-openings. The Company experienced disruption in certain sectors of its business beginning late in the first quarter of 2020 resulting from market volatility associated with the COVID-19 crisis. However, at the date of the filing of this quarterly report on Form 10-Q, the Company is unable to predict either the potential near-term or longer-term impact that the COVID-19 crisis may have on its financial position and operating results due to numerous uncertainties regarding the duration and severity of the crisis. As a result, it is reasonably possible that the Company could experience material impacts including, but not limited to: reductions in revenue and cash flows; additional credit losses related to accounts receivables; asset impairment charges; and changes in the funded status of defined benefit pension plans. While it is reasonably possible that the COVID-19 crisis will have a material impact on the results of operations and cash flows of the Company in 2020, Moody's believes that it has adequate liquidity to maintain its operations with minimal disruption in the near term and to maintain compliance with its debt covenants. In the first half of 2020, in order to maximize liquidity and to increase available cash on hand through this period of uncertainty, the Company added $700 million in additional long-term borrowings and began borrowing under its CP Program as more fully discussed in Note 17 . At June 30, 2020, the Company had repaid all CP outstanding. In addition, the Company is reducing discretionary spending, including suspending its share repurchase program until further notice. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted on March 27, 2020 in the United States. The Company will utilize certain provisions in the CARES Act and other IRS guidance which permit the deferral of certain income and payroll tax remittances. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES On January 1, 2020, the Company adopted the New Credit Losses Accounting Standard as more fully discussed in Note 1. Accordingly, the Company revised its accounts receivable allowances accounting policy to reflect the provisions of the new standard, which is discussed below along with the capitalized software accounting policy, which was also updated to reflect the New Internal Use Software Accounting Standard. All other significant accounting policies described in the Form 10-K for the year ended December 31, 2019 remain unchanged. Accounts Receivable Allowances On January 1, 2020, the Company adopted ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” as more fully described in Note 1. As the Company's accounts receivable are short-term in nature, the adoption of this ASU did not have a material impact to the Company's allowance for bad debts or its policies and procedures for determining the allowance. In order to determine an estimate of expected credit losses, receivables are segmented based on similar risk characteristics including historical credit loss patterns and industry or class of customers to calculate reserve rates. The Company uses an aging method for developing its allowance for credit losses by which receivable balances are stratified based on aging category. A reserve rate is calculated for each aging category which is generally based on historical information. The reserve rate is adjusted, when necessary, for current conditions (e.g., macroeconomic or industry related) and reasonable and supportable forecasts about the future. The Company also considers customer specific information (e.g., bankruptcy or financial difficulty) when estimating its expected credit losses, as well as the economic environment of the customers, both from an industry and geographic perspective, in evaluating the need for allowances. Expected credit losses are reflected as additions to the accounts receivable allowance. Actual uncollectible account write-offs are recorded against the allowance. As of June 30, 2020, Moody's assessment included consideration of the current COVID-19 pandemic and its estimated impact on the Company's accounts receivable allowances. This assessment involved the utilization of significant judgment regarding the expected severity and duration of the market disruption caused by the COVID-19 pandemic, as well as judgment regarding which industries, classes of customers and geographies would be most significantly impacted. During the six months ended June 30, 2020, the Company recorded a net provision for expected credit losses of $28 million. The increase in the provision for expected credit losses for the current period was primarily attributable to the aforementioned estimated effects of COVID-19. Computer Software Developed or Obtained for Internal Use The Company capitalizes costs related to software developed or obtained for internal use. These assets, included in property and equipment in the consolidated balance sheets, relate to the Company’s financial systems, website and other systems. Such costs generally consist of direct costs for third-party perpetual license fees, professional services provided by third parties and employee compensation, in each case incurred either during the application development stage or in connection with upgrades and enhancements that increase functionality. Such costs are depreciated over their estimated useful lives on a straight-line basis. Costs incurred during the preliminary project stage of development as well as maintenance costs are expensed as incurred. The Company also capitalizes implementation costs incurred in cloud computing arrangements (i.e., hosting arrangements) and depreciates the costs over the non-cancellable term of the cloud computing arrangements plus any option renewal periods that are reasonably certain to be exercised or for which the exercise is controlled by the service provider. Following the January 1, 2020 adoption of ASU No. 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract" (as further discussed in Note 1), the Company classifies the amortization of capitalized implementation costs in the same line item in the statement of operations as the fees associated with the hosting service (i.e., operating and SG&A expense) and classifies the related payments in the statement of cash flows in the same manner as payments made for fees associated with the hosting service (i.e. cash flows from operating activities). In addition, the capitalization of implementation costs is reflected in the balance sheet consistent with the location of prepayment of fees for the hosting element (i.e., within other current assets or other assets). The implementation costs incurred prior to adoption of this ASU have been included within property and equipment, net in the balance sheet with the amortization of such balance included within depreciation and amortization in the statement of operations. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. |
REVENUES
REVENUES | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES Revenue by Category The following table presents the Company’s revenues disaggregated by LOB: Three Months Ended Six Months Ended 2020 2019 2020 2019 MIS: Corporate finance (CFG) Investment-grade $ 291 $ 96 $ 435 $ 193 High-yield 99 69 174 126 Bank loans 43 83 132 156 Other accounts (1) 139 140 284 268 Total CFG 572 388 1,025 743 Structured finance (SFG) Asset-backed securities 23 26 45 49 RMBS 23 24 50 48 CMBS 13 20 30 38 Structured credit 21 41 50 76 Other accounts 1 1 2 2 Total SFG 81 112 177 213 Financial institutions (FIG) Banking 88 84 174 164 Insurance 44 28 74 57 Managed investments 8 10 14 14 Other accounts 2 3 5 6 Total FIG 142 125 267 241 Public, project and infrastructure finance (PPIF) Public finance / sovereign 64 53 121 99 Project and infrastructure 69 55 121 102 Total PPIF 133 108 242 201 Total ratings revenue 928 733 1,711 1,398 MIS Other 10 6 21 11 Total external revenue 938 739 1,732 1,409 Intersegment royalty 35 33 72 65 Total MIS 973 772 1,804 1,474 MA: Research, data and analytics (RD&A) 366 315 724 623 Enterprise risk solutions (ERS) 131 117 269 239 Professional services (PS) (2) — 43 — 85 Total external revenue 497 475 993 947 Intersegment revenue 2 3 4 5 Total MA 499 478 997 952 Eliminations (37) (36) (76) (70) Total MCO $ 1,435 $ 1,214 $ 2,725 $ 2,356 (1) Other includes: recurring monitoring fees of a rated debt obligation and/or entities that issue such obligations as well as fees from programs such as commercial paper, medium term notes, and ICRA corporate finance revenue. (2) Subsequent to the divestiture of MAKS in 2019, revenue from the MALS reporting unit, which previous to 2020 was reported in the PS LOB, is now reported as part of the RD&A LOB. Prior periods have not been reclassified as the amounts were not material. The following table presents the Company’s revenues disaggregated by LOB and geographic area: Three Months Ended June 30, 2020 Three Months Ended June 30, 2019 U.S. Non-U.S Total U.S. Non-U.S Total MIS: Corporate finance (CFG) $ 413 $ 159 $ 572 $ 242 $ 146 $ 388 Structured finance (SFG) 45 36 81 72 40 112 Financial institutions (FIG) 70 72 142 52 73 125 Public, project and infrastructure finance (PPIF) 87 46 133 69 39 108 Total ratings revenue 615 313 928 435 298 733 MIS Other 1 9 10 1 5 6 Total MIS 616 322 938 436 303 739 MA: Research, data and analytics (RD&A) 167 199 366 138 177 315 Enterprise risk solutions (ERS) 54 77 131 46 71 117 Professional services (PS) (1) — — — 18 25 43 Total MA 221 276 497 202 273 475 Total MCO $ 837 $ 598 $ 1,435 $ 638 $ 576 $ 1,214 Six Months Ended June 30, 2020 Six Months Ended June 30, 2019 U.S. Non-U.S Total U.S. Non-U.S Total MIS: Corporate finance (CFG) $ 727 $ 298 $ 1,025 $ 485 $ 258 $ 743 Structured finance (SFG) 106 71 177 134 79 213 Financial institutions (FIG) 130 137 267 98 143 241 Public, project and infrastructure finance (PPIF) 155 87 242 129 72 201 Total ratings revenue 1,118 593 1,711 846 552 1,398 MIS Other 1 20 21 1 10 11 Total MIS 1,119 613 1,732 847 562 1,409 MA: Research, data and analytics (RD&A) 325 399 724 273 350 623 Enterprise risk solutions (ERS) 107 162 269 94 145 239 Professional services (PS) (1) — — — 36 49 85 Total MA 432 561 993 403 544 947 Total MCO $ 1,551 $ 1,174 $ 2,725 $ 1,250 $ 1,106 $ 2,356 (1) Subsequent to the divestiture of MAKS in 2019, the RD&A LOB now includes revenue from MALS beginning in the first quarter of 2020. MALS revenue was previously reported as part of the PS LOB and prior year revenue by LOB has not been reclassified as the amounts were not material. The following table presents the Company’s reportable segment revenues disaggregated by segment and geographic region: Three Months Ended Six Months Ended 2020 2019 2020 2019 MIS: U.S. $ 616 $ 436 $ 1,119 $ 847 Non-U.S.: EMEA 183 178 354 327 Asia-Pacific 90 84 171 163 Americas 49 41 88 72 Total Non-U.S. 322 303 613 562 Total MIS 938 739 1,732 1,409 MA: U.S. 221 202 432 403 Non-U.S.: EMEA 190 184 382 368 Asia-Pacific 54 57 109 110 Americas 32 32 70 66 Total Non-U.S. 276 273 561 544 Total MA 497 475 993 947 Total MCO $ 1,435 $ 1,214 $ 2,725 $ 2,356 The following tables summarize the split between transaction and relationship revenue. In the MIS segment, excluding MIS Other, transaction revenue represents the initial rating of a new debt issuance as well as other one-time fees while relationship revenue represents the recurring monitoring fees of a rated debt obligation and/or entities that issue such obligations, as well as revenue from programs such as commercial paper, medium-term notes and shelf registrations. In MIS Other, transaction revenue represents revenue from professional services and outsourcing engagements and relationship revenue represents subscription-based revenues. In the MA segment, relationship revenue represents subscription-based revenues and software maintenance revenue. Transaction revenue in MA represents perpetual software license fees and revenue from software implementation services, risk management advisory projects, training and certification services, and outsourced research and analytical engagements. Three Months Ended June 30, 2020 2019 Transaction Relationship Total Transaction Relationship Total Corporate Finance $ 457 $ 115 $ 572 $ 277 $ 111 $ 388 80 % 20 % 100 % 71 % 29 % 100 % Structured Finance $ 35 $ 46 $ 81 $ 69 $ 43 $ 112 43 % 57 % 100 % 62 % 38 % 100 % Financial Institutions $ 76 $ 66 $ 142 $ 61 $ 64 $ 125 54 % 46 % 100 % 49 % 51 % 100 % Public, Project and Infrastructure Finance $ 96 $ 37 $ 133 $ 71 $ 37 $ 108 72 % 28 % 100 % 66 % 34 % 100 % MIS Other $ — $ 10 $ 10 $ — $ 6 $ 6 — % 100 % 100 % — % 100 % 100 % Total MIS $ 664 $ 274 $ 938 $ 478 $ 261 $ 739 71 % 29 % 100 % 65 % 35 % 100 % Research, data and analytics $ 16 $ 350 $ 366 $ 4 $ 311 $ 315 4 % 96 % 100 % 1 % 99 % 100 % Enterprise risk solutions $ 26 $ 105 $ 131 $ 23 $ 94 $ 117 20 % 80 % 100 % 20 % 80 % 100 % Professional services $ — $ — $ — $ 43 $ — $ 43 — % — % — % 100 % — % 100 % Total MA $ 42 $ 455 $ 497 $ 70 $ 405 $ 475 8 % 92 % 100 % 15 % 85 % 100 % Total Moody's Corporation $ 706 $ 729 $ 1,435 $ 548 $ 666 $ 1,214 49 % 51 % 100 % 45 % 55 % 100 % Six Months Ended June 30, 2020 2019 Transaction Relationship Total Transaction Relationship Total Corporate Finance $ 795 $ 230 $ 1,025 $ 526 $ 217 $ 743 78 % 22 % 100 % 71 % 29 % 100 % Structured Finance $ 85 $ 92 $ 177 $ 126 $ 87 $ 213 48 % 52 % 100 % 59 % 41 % 100 % Financial Institutions $ 136 $ 131 $ 267 $ 109 $ 132 $ 241 51 % 49 % 100 % 45 % 55 % 100 % Public, Project and Infrastructure Finance $ 165 $ 77 $ 242 $ 126 $ 75 $ 201 68 % 32 % 100 % 63 % 37 % 100 % MIS Other $ 2 $ 19 $ 21 $ 1 $ 10 $ 11 10 % 90 % 100 % 9 % 91 % 100 % Total MIS $ 1,183 $ 549 $ 1,732 $ 888 $ 521 $ 1,409 68 % 32 % 100 % 63 % 37 % 100 % Research, data and analytics $ 34 $ 690 $ 724 $ 9 $ 614 $ 623 5 % 95 % 100 % 1 % 99 % 100 % Enterprise risk solutions $ 58 $ 211 $ 269 47 $ 192 $ 239 22 % 78 % 100 % 20 % 80 % 100 % Professional services $ — $ — $ — $ 85 $ — $ 85 — % — % — % 100 % — % 100 % Total MA $ 92 (1) $ 901 $ 993 $ 141 (1) $ 806 $ 947 9 % 91 % 100 % 15 % 85 % 100 % Total Moody's Corporation $ 1,275 $ 1,450 $ 2,725 $ 1,029 $ 1,327 $ 2,356 47 % 53 % 100 % 44 % 56 % 100 % (1) Revenue from software implementation services and risk management advisory projects, while classified by management as transactional revenue, is recognized over time under the Revenue Accounting Standard (please also refer to the following table). The following table presents the timing of revenue recognition: Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 MIS MA Total MIS MA Total Revenue recognized at a point in time $ 664 $ 20 $ 684 $ 1,183 $ 59 $ 1,242 Revenue recognized over time 274 477 751 549 934 1,483 Total $ 938 $ 497 $ 1,435 $ 1,732 $ 993 $ 2,725 Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 MIS MA Total MIS MA Total Revenue recognized at a point in time $ 478 $ 22 $ 500 $ 888 $ 52 $ 940 Revenue recognized over time 261 453 714 521 895 1,416 Total $ 739 $ 475 $ 1,214 $ 1,409 $ 947 $ 2,356 Unbilled receivables, deferred revenue and remaining performance obligations Unbilled receivables At June 30, 2020 and December 31, 2019, accounts receivable, net included $437 million and $346 million, respectively, of unbilled receivables, net related to the MIS segment. Certain MIS arrangements contain contractual terms whereby the customers are billed in arrears for annual monitoring services, requiring revenue to be accrued as an unbilled receivable as such services are provided. In addition, for certain MA arrangements, the timing of when the Company has the unconditional right to consideration and recognizes revenue occurs prior to invoicing the customer. Consequently, at June 30, 2020 and December 31, 2019, accounts receivable, net included $63 million and $53 million, respectively, of unbilled receivables, net related to the MA segment. Deferred revenue The Company recognizes deferred revenue when a contract requires a customer to pay consideration to the Company in advance of when revenue related to that contract is recognized. This deferred revenue is relieved when the Company satisfies the related performance obligation and revenue is recognized. Significant changes in the deferred revenue balances during the three and six months ended June 30, 2020 are as follows: Three Months Ended June 30, 2020 MIS MA Total Balance at March 31, 2020 $ 379 $ 843 $ 1,222 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (115) (341) (456) Increases due to amounts billable excluding amounts recognized as revenue during the period 100 234 334 Effect of exchange rate changes 1 4 5 Total changes in deferred revenue (14) (103) (117) Balance at June 30, 2020 $ 365 $ 740 $ 1,105 Six Months Ended June 30, 2020 MIS MA Total Balance at January 1, 2020 $ 322 $ 840 $ 1,162 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (167) (677) (844) Increases due to amounts billable excluding amounts recognized as revenue during the period 213 577 790 Increases due to RDC acquisition during the period — 20 20 Effect of exchange rate changes (3) (20) (23) Total changes in deferred revenue 43 (100) (57) Balance at June 30, 2020 $ 365 $ 740 $ 1,105 Deferred revenue - current $ 265 $ 736 $ 1,001 Deferred revenue - noncurrent $ 100 $ 4 $ 104 Three Months Ended June 30, 2019 MIS MA Total Balance at March 31, 2019 $ 388 $ 795 $ 1,183 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (114) (340) (454) Increases due to amounts billable excluding amounts recognized as revenue during the period 101 246 347 Amount included in liabilities reclassified as held for sale — (3) (3) Effect of exchange rate changes 1 (3) (2) Total changes in deferred revenue (12) (100) (112) Balance at June 30, 2019 $ 376 $ 695 $ 1,071 Six Months Ended June 30, 2019 MIS MA Total Balance at January 1, 2019 $ 326 $ 750 $ 1,076 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (161) (533) (694) Increases due to amounts billable excluding amounts recognized as revenue during the period 210 479 689 Amount included in liabilities reclassified as held for sale — (3) (3) Effect of exchange rate changes 1 2 3 Total changes in deferred revenue 50 (55) (5) Balance at June 30, 2019 $ 376 $ 695 $ 1,071 Deferred revenue - current $ 262 $ 691 953 Deferred revenue - noncurrent $ 114 $ 4 118 For the MIS segment, the changes in the deferred revenue balance during the three and six months ended June 30, 2020 were primarily related to the significant portion of contract renewals that occur during the first quarter of 2020 and are generally recognized over a one year period. For the MA segment, the decrease in deferred revenue for the three months ended June 30, 2020 was primarily due to the recognition of annual subscription and maintenance billings from December 2019 and January 2020. For the six months ended June 30, 2020, the decrease in the deferred revenue balance is attributable to recognition of revenues related to the aforementioned December 2019 billings being partially offset by the impact of the high concentration of January 2020 billings. Remaining performance obligations Remaining performance obligations in the MIS segment largely reflect deferred revenue related to monitoring fees for certain structured finance products, primarily CMBS, where the issuers can elect to pay the monitoring fees for the life of the security in advance. As of June 30, 2020, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $136 million. The Company expects to recognize into revenue approximately 20% of this balance within one year, approximately 50% of this balance between one to five years and the remaining amount thereafter. With respect to the remaining performance obligations for the MIS segment, the Company has applied a practical expedient set forth in ASC Topic 606 permitting the omission from the amounts stated above relating to unsatisfied performance obligations for contracts with an original expected length of one year or less. Remaining performance obligations in the MA segment include both amounts recorded as deferred revenue on the balance sheet as of June 30, 2020 as well as amounts not yet invoiced to customers as of June 30, 2020, largely reflecting future revenue related to signed multi-year arrangements for hosted and installed subscription based products. As of June 30, 2020, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $1.8 billion. The Company expects to recognize into revenue approximately 65% of this balance within one year, approximately 20% of this balance between one to two years and the remaining amount thereafter. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Presented below is a summary of the stock-based compensation cost and associated tax benefit included in the accompanying consolidated statements of operations: Three Months Ended Six Months Ended 2020 2019 2020 2019 Stock-based compensation cost $ 35 $ 34 $ 72 $ 70 Tax benefit $ 7 $ 7 $ 14 $ 15 During the first six months of 2020, the Company granted 0.1 million employee stock options, which had a weighted average grant date fair value of $60.53 per share based on the Black-Scholes option-pricing model. The Company also granted 0.5 million shares of restricted stock in the first six months of 2020, which had a weighted average grant date fair value of $275.11 per share. Both the employee stock options and restricted stock generally vest ratably over four years. Additionally, the Company granted 0.1 million shares of performance-based awards whereby the number of shares that ultimately vest are based on the achievement of certain non-market based performance metrics of the Company over three years. The weighted average grant date fair value of these awards was $273.85 per share. The following weighted average assumptions were used in determining the fair value for options granted in 2020: Expected dividend yield 0.80 % Expected stock volatility 22.43 % Risk-free interest rate 1.45 % Expected holding period 5.7 years Unrecognized stock-based compensation expense at June 30, 2020 was $9 million and $222 million for stock options and unvested restricted stock, respectively, which is expected to be recognized over a weighted average period of 2.4 years and 2.6 years, respectively. Additionally, there was $29 million of unrecognized stock-based compensation expense relating to the aforementioned non-market based performance-based awards, which is expected to be recognized over a weighted average period of 2.1 years. The following tables summarize information relating to stock option exercises and restricted stock vesting: Six Months Ended 2020 2019 Exercise of stock options: Proceeds from stock option exercises $ 23 $ 23 Aggregate intrinsic value $ 74 $ 83 Tax benefit realized upon exercise $ 18 $ 20 Number of shares exercised 0.4 0.6 Vesting of restricted stock: Fair value of shares vested $ 193 $ 150 Tax benefit realized upon vesting $ 45 $ 36 Number of shares vested 0.8 0.8 Vesting of performance-based restricted stock: Fair value of shares vested $ 70 $ 48 Tax benefit realized upon vesting $ 17 $ 12 Number of shares vested 0.3 0.3 |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Moody’s ETR was 23.6% and 28.0% for the three months ended June 30, 2020 and 2019, respectively, and 19.0% and 18.8% for the six months ended June 30, 2020 and 2019, respectively. The decrease in the ETR for the three month period ended June 30, 2020 was primarily due to taxes incurred and a non-deductible loss relating to the divestiture of MAKS in 2019 which will not recur to the same extent in 2020. The Company’s quarterly tax expense differs from the tax computed by applying its estimated annual effective tax rate to this quarter’s pre-tax earnings due to Excess Tax Benefits from stock compensation of $46 million and net reductions to tax positions of $24 million. The Company classifies interest related to UTPs in interest expense, net in its consolidated statements of operations. Penalties, if incurred, would be recognized in other non-operating (expense) income, net. The Company had a decrease in its UTPs of $6 million ($6 million, net of federal tax) during the second quarter of 2020 and a net increase in UTPs during the first six months of 2020 of $22 million ($23 million, net of federal tax). Moody’s Corporation and subsidiaries are subject to U.S. federal income tax as well as income tax in various state, local and foreign jurisdictions. The Company’s U.S. federal income tax return for 2016 remains open to examination and 2017 and 2018 are currently under examination. The Company’s New York State tax returns for 2011 through 2016 are currently under examination and the Company’s New York City tax return for 2014 through 2017 are currently under examination. The Company’s U.K. tax return for 2012 is currently under examination and its returns for 2013 through 2018 remain open to examination. For ongoing audits, it is possible the balance of UTPs could decrease in the next twelve months as a result of the settlement of these audits, which might involve the payment of additional taxes, the adjustment of certain deferred taxes and/or the recognition of tax benefits. It is also possible that new issues might be raised by tax authorities which could necessitate increases to the balance of UTPs. As the Company is unable to predict the timing or outcome of these audits, it is therefore unable to estimate the amount of changes to the balance of UTPs at this time. However, the Company believes that it has adequately provided for its financial exposure relating to all open tax years by tax jurisdiction in accordance with the applicable provisions of Topic 740 of the ASC regarding UTPs. The following table shows the amount the Company paid for income taxes: Six Months Ended June 30, 2020 2019 Income taxes paid (1) $ 111 $ 198 |
WEIGHTED AVERAGE SHARES OUTSTAN
WEIGHTED AVERAGE SHARES OUTSTANDING | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
WEIGHTED AVERAGE SHARES OUTSTANDING | WEIGHTED AVERAGE SHARES OUTSTANDING Below is a reconciliation of basic to diluted shares outstanding: Three Months Ended Six Months Ended June 30, 2020 2019 2020 2019 Basic 187.7 189.4 187.6 189.9 Dilutive effect of shares issuable under stock-based compensation plans 1.3 1.9 1.7 2.2 Diluted 189.0 191.3 189.3 192.1 Anti-dilutive options to purchase common shares and restricted stock as well as contingently issuable restricted stock which are excluded from the table above 0.3 0.3 0.3 0.3 The calculation of diluted EPS requires certain assumptions regarding the use of both cash proceeds and assumed proceeds that would be received upon the exercise of stock options and vesting of restricted stock outstanding as of June 30, 2020 and 2019. |
ACCELERATED SHARE REPURCHASE PR
ACCELERATED SHARE REPURCHASE PROGRAM | 6 Months Ended |
Jun. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
ACCELERATED SHARE REPURCHASE PROGRAM | ACCELERATED SHARE REPURCHASE PROGRAM On February 20, 2019, the Company entered into an ASR agreement with a financial institution counterparty to repurchase $500 million of its outstanding common stock. The Company paid $500 million to the counterparty and received an initial delivery of 2.2 million shares of its common stock. Final settlement of the ASR agreement was completed on April 26, 2019 and the Company received delivery of an additional 0.6 million shares of the Company’s common stock. In total, the Company repurchased 2.8 million shares of the Company’s common stock during the term of the ASR Agreement, based on the volume-weighted average price (net of discount) of $180.33 per share over the duration of the program. The initial share repurchase and final share settlement were recorded as a reduction to shareholders’ equity. |
CASH EQUIVALENTS AND INVESTMENT
CASH EQUIVALENTS AND INVESTMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
CASH EQUIVALENTS AND INVESTMENTS | CASH EQUIVALENTS AND INVESTMENTS The table below provides additional information on the Company’s cash equivalents and investments: As of June 30, 2020 Balance sheet location Cost Gains/(Losses) Fair Value Cash and cash equivalents Short-term investments Other assets Certificates of deposit and money market deposit accounts (1) $ 1,128 $ — $ 1,128 $ 1,028 $ 97 $ 3 Mutual funds $ 46 $ — $ 46 $ — $ 3 $ 43 As of December 31, 2019 Balance sheet location Cost Gains/(Losses) Fair Value Cash and cash equivalents Short-term investments Other assets Certificates of deposit and money market deposit accounts (1) $ 971 $ — $ 971 $ 866 $ 95 $ 10 Mutual funds $ 3 $ — $ 3 $ — $ 3 $ — (1) Consists of time deposits and money market deposit accounts. The remaining contractual maturities for the certificates of deposits classified as short-term investments were one month to 12 months at both June 30, 2020 and December 31, 2019. The remaining contractual maturities for the certificates of deposits classified in other assets are 13 months to 23 months at June 30, 2020 and 13 months to 18 months at December 31, 2019. Time deposits with a maturity of less than 90 days at time of purchase are classified as cash and cash equivalents. In addition, the Company invested in Corporate-Owned Life Insurance (COLI) in the first quarter of 2020. As of June 30, 2020, the cash surrender value of the COLI was $13 million. |
ACQUISITIONS AND OTHER STRATEGI
ACQUISITIONS AND OTHER STRATEGIC INITIATIVES | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND OTHER STRATEGIC INITIATIVES | ACQUISITIONS AND OTHER STRATEGIC INITIATIVES The business combinations described below are accounted for using the acquisition method of accounting whereby assets acquired and liabilities assumed were recognized at fair value on the date of the transaction. Any excess of the purchase price over the fair value of the assets acquired and liabilities assumed was recorded to goodwill. Goodwill typically results through expected synergies from combining operations of an acquiree and an acquirer, anticipated new customer acquisition and products, as well as from intangible assets that do not qualify for separate recognition. RDC On February 13, 2020, the Company acquired 100% of RDC, a provider of anti-money laundering and know-your-customer data and due diligence services. The table below details the total consideration relating to the acquisition: Cash paid at closing $ 700 Additional consideration paid to sellers in 2020 (1) 2 Total consideration $ 702 (1) Represents additional consideration paid to the sellers following finalization of customary post-closing completion adjustments. Shown below is the preliminary purchase price allocation, which summarizes the fair value of the assets and liabilities assumed, at the date of acquisition: (Amounts in millions) Current assets $ 24 Intangible assets: Customer relationships (25 year weighted average life) $ 174 Database (10 year weighted average life) 86 Product technology (4 year weighted average life) 17 Trade name (3 year weighted average life) 3 Total intangible assets (19 year weighted average life) 280 Goodwill 494 Other assets 2 Liabilities: Accounts payable and accrued liabilities $ (5) Deferred revenue (20) Deferred tax liabilities (71) Other liabilities (2) Total liabilities (98) Net assets acquired $ 702 The Company has performed a preliminary valuation analysis of the fair market value of assets and liabilities of the RDC business. The final purchase price allocation will be determined when the Company has completed and fully reviewed the detailed valuations. The final allocation could differ materially from the preliminary allocation. The final allocation may include changes in allocations to acquired intangible assets as well as goodwill and other changes to assets and liabilities including reserves for UTPs and deferred tax liabilities. The estimated useful lives of acquired intangibles assets are also preliminary. Current assets in the table above include acquired cash of $6 million. Additionally, current assets include accounts receivable of approximately $14 million. Goodwill The goodwill recognized as a result of this acquisition includes, among other things, the value of combining the complementary product portfolios of the Company and RDC, which is expected to extend the Company’s reach to new and evolving market segments as well as cost savings synergies, expected new customer acquisitions and products. Goodwill, which has been assigned to the MA segment, is not deductible for tax purposes. RDC will be subsumed into the Bureau van Dijk reporting unit for purposes of the Company’s annual goodwill impairment assessment. Transaction costs Transaction costs directly related to the RDC acquisition were not material. Other Acquisitions and Strategic Initiatives During the second quarter of 2020, the Company increased its stake in Vigeo Eiris, a provider of ESG research, data and assessments, from 69.2% to 99.8%. The purchase price for the additional stake was not material. Vigeo Eiris revenue is reported in the MIS Other LOB. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company is exposed to global market risks, including risks from changes in FX rates and changes in interest rates. Accordingly, the Company uses derivatives in certain instances to manage the aforementioned financial exposures that occur in the normal course of business. The Company does not hold or issue derivatives for speculative purposes. Derivatives and non-derivative instruments designated as accounting hedges: Fair Value Hedges Interest Rate Swaps The Company has entered into interest rate swaps to convert the fixed interest rate on certain of its long-term debt to a floating interest rate based on the 3-month LIBOR. The purpose of these hedges is to mitigate the risk associated with changes in the fair value of the long-term debt, thus the Company has designated these swaps as fair value hedges. The fair value of the swaps is adjusted quarterly with a corresponding adjustment to the carrying value of the debt. The changes in the fair value of the swaps and the underlying hedged item generally offset and the net cash settlements on the swaps are recorded each period within interest expense, net in the Company’s consolidated statement of operations. The following table summarizes the Company’s interest rate swaps designated as fair value hedges: Notional Amount Hedged Item Nature of Swap As of June 30, As of December 31, Floating Interest Rate 2012 Senior Notes due 2022 Pay Floating/Receive Fixed $ 330 $ 330 3-month USD LIBOR 2017 Senior Notes due 2021 Pay Floating/Receive Fixed $ 500 $ 500 3-month USD LIBOR 2017 Senior Notes due 2023 Pay Floating/Receive Fixed $ 250 $ 250 3-month USD LIBOR 2017 Senior Notes due 2028 Pay Floating/Receive Fixed $ 500 $ — 3-month USD LIBOR Total $ 1,580 $ 1,080 Refer to Note 17 for information on the cumulative amount of fair value hedging adjustments included in the carrying amount of the above hedged items. The following table summarizes the impact to the statement of operations of the Company’s interest rate swaps designated as fair value hedges: Total amounts of financial statement line item presented in the statements of operations in which the effects of fair value hedges are recorded Amount of income/(loss) recognized in the consolidated statements of operations Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Interest expense, net $ (60) $ (51) $ (100) $ (103) Location on Consolidated Statements of Operations Net interest settlements and accruals on interest rate swaps Interest expense, net $ 5 $ — $ 8 $ — Fair value changes on interest rate swaps Interest expense, net $ 2 $ 20 $ 60 $ 31 Fair value changes on hedged debt Interest expense, net $ (2) $ (20) $ (60) $ (31) Net investment hedges The Company has designated €500 million of the 2015 Senior Notes Due 2027 and €750 million of the 2019 Senior Notes due 2030 as net investment hedges to mitigate FX exposure related to a portion of the Company’s euro net investment in certain foreign subsidiaries against changes in euro/USD exchange rates. These hedges are designated as accounting hedges under the applicable sections of ASC Topic 815 and will end upon the repayment of the notes in 2027 and 2030, respectively, unless terminated early at the discretion of the Company. The Company enters into cross-currency swaps to mitigate FX exposure related to a portion of the Company’s euro net investment in certain foreign subsidiaries against changes in euro/USD exchange rates. The following table provides information on the cross-currency swaps designated as net investment hedges under ASC Topic 815: June 30, 2020 Pay Receive Nature of Swap Notional Amount Weighted Average Interest Rate Notional Amount Weighted Average Interest Rate Pay Fixed/Receive Fixed € 1,079 1.43% $ 1,220 3.96% Pay Floating/Receive Floating 1,381 Based on 3-month EURIBOR 1,580 Based on 3-month USD LIBOR Total € 2,460 $ 2,800 December 31, 2019 Pay Receive Nature of Swap Notional Amount Weighted Average Interest Rate Notional Amount Weighted Average Interest Rate Pay Fixed/Receive Fixed € 1,079 1.43% $ 1,220 3.96% Pay Floating/Receive Floating 931 Based on 3-month EURIBOR 1,080 Based on 3-month USD LIBOR Total € 2,010 $ 2,300 As of June 30, 2020, these hedges will expire and be settled in 2021, 2022, 2023, 2024, and 2026 for €687 million, €438 million, €442 million, €443 million, and €450 million of the total notional amount, respectively, unless terminated early at the discretion of the Company. Cash Flow Hedge Interest Rate Forward Contracts In January 2020, the Company entered into $300 million notional amount treasury rate locks with an average locked-in U.S. 30-year Treasury rate of 2.0103%, which were designated as cash flow hedges and used to manage the Company’s interest rate risk during the period prior to an anticipated issuance of 30-year debt. The treasury lock interest rate forward contracts matured on April 30, 2020, resulting in a cumulative loss of $68 million, which was recognized in AOCI. The loss on the Treasury rate lock will be reclassified from AOCI to earnings in the same period that the hedged transaction (i.e. interest payments on the 3.25% 2020 Senior Notes, due 2050) impacts earnings. The following tables provide information on the gains/(losses) on the Company’s net investment and cash flow hedges: Derivative and Non-Derivative Instruments in Net Investment Hedging Relationships Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) Three Months Ended Three Months Ended Three Months Ended 2020 2019 2020 2019 2020 2019 Cross currency swaps $ (49) $ (20) $ — $ — $ 14 $ 14 Long-term debt (24) (9) — — — — Total net investment hedges $ (73) $ (29) $ — $ — $ 14 $ 14 Derivatives in Cash Flow Hedging Relationships Interest rate contracts (14) — — — — — Total cash flow hedges $ (14) $ — $ — $ — $ — $ — Total $ (87) $ (29) $ — $ — $ 14 $ 14 Derivative and Non-Derivative Instruments in Net Investment Hedging Relationships Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) Six Months Ended Six Months Ended Six Months Ended 2020 2019 2020 2019 2020 2019 Cross currency swaps $ 17 $ (5) $ — $ — $ 30 $ 22 Long-term debt (1) — — — — — Total net investment hedges $ 16 $ (5) $ — $ — $ 30 $ 22 Derivatives in Cash Flow Hedging Relationships Interest rate contracts (50) — (1) — — — Total cash flow hedges $ (50) $ — $ (1) $ — $ — $ — Total $ (34) $ (5) $ (1) $ — $ 30 $ 22 The cumulative amount of net investment hedge and cash flow hedge gains (losses) remaining in AOCI is as follows: Cumulative Gains/(Losses), net of tax June 30, 2020 December 31, 2019 Net investment hedges Cross currency swaps $ 58 $ 41 FX forwards 26 26 Long-term debt (14) (13) Total net investment hedges $ 70 $ 54 Cash flow hedges Interest rate contracts $ (51) $ (2) Cross currency swaps 2 2 Total cash flow hedges (49) — Total net gain in AOCI $ 21 $ 54 Derivatives not designated as accounting hedges: Foreign exchange forwards The Company also enters into foreign exchange forward contracts to mitigate the change in fair value on certain assets and liabilities denominated in currencies other than a subsidiary’s functional currency. These forward contracts are not designated as accounting hedges under the applicable sections of Topic 815 of the ASC. Accordingly, changes in the fair value of these contracts are recognized immediately in other non-operating (expense) income, net in the Company’s consolidated statements of operations along with the FX gain or loss recognized on the assets and liabilities denominated in a currency other than the subsidiary’s functional currency. These contracts have expiration dates at various times through October 2020. The following table summarizes the notional amounts of the Company’s outstanding foreign exchange forwards: June 30, 2020 December 31, 2019 Notional amount of currency pair: Sell Buy Sell Buy Contracts to sell USD for GBP $ 458 £ 369 $ 235 £ 178 Contracts to sell USD for Japanese Yen $ 23 ¥ 2,500 $ 29 ¥ 3,200 Contracts to sell USD for Canadian dollars $ 93 C$ 130 $ 83 $ 110 Contracts to sell USD for Singapore dollars $ 79 S$ 112 $ 41 S$ 56 Contracts to sell USD for Euros $ 324 € 291 $ 421 € 378 Contracts to sell Euros for GBP € — £ — € 25 £ 21 Contracts to sell USD for Russian Ruble $ 8 ₽ 580 $ — ₽ — Contracts to sell USD for Indian Rupee $ 15 ₹ 1,200 $ — ₹ — NOTE: € = Euro, £ = British pound, $ = U.S. dollar, ¥ = Japanese Yen, C$ = Canadian dollar, S$= Singapore dollars, ₽ = Russian Ruble, ₹= Indian Rupee The following table summarizes the impact to the consolidated statements of operations relating to the net losses on the Company’s derivatives which are not designated as hedging instruments: Derivatives not designated as accounting hedges Location on Statement of Operations Three Months Ended Six Months Ended 2020 2019 2020 2019 Foreign exchange forwards Other non-operating expense, net $ 5 $ (10) $ (35) $ (9) The table below shows the classification between assets and liabilities on the Company’s consolidated balance sheets for the fair value of the derivative instrument as well as the carrying value of its non-derivative debt instruments designated and qualifying as net investment hedges: Derivative and Non-Derivative Instruments Balance Sheet Location June 30, 2020 December 31, 2019 Assets: Derivatives designated as accounting hedges: Cross-currency swaps designated as net investment hedges Other assets $ 92 $ 56 Interest rate swaps designated as fair value hedges Other assets 87 27 Total derivatives designated as accounting hedges 179 83 Derivatives not designated as accounting hedges: FX forwards on certain assets and liabilities Other current assets 8 9 Total assets $ 187 $ 92 Liabilities: Derivatives designated as accounting hedges: Cross-currency swaps designated as net investment hedges Other liabilities $ 13 $ — Total derivatives designated as accounting hedges 13 — Non-derivatives designated as accounting hedges: Long-term debt designated as net investment hedge Long-term debt 1,404 1,403 Derivatives not designated as accounting hedges: FX forwards on certain assets and liabilities Accounts payable and accrued liabilities 3 — Total liabilities $ 1,420 $ 1,403 |
GOODWILL AND OTHER ACQUIRED INT
GOODWILL AND OTHER ACQUIRED INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER ACQUIRED INTANGIBLE ASSETS | GOODWILL AND OTHER ACQUIRED INTANGIBLE ASSETS The following table summarizes the activity in goodwill for the periods indicated: Six Months Ended June 30, 2020 MIS MA Consolidated Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Balance at beginning of year $ 315 $ — $ 315 $ 3,419 $ (12) $ 3,407 $ 3,734 $ (12) $ 3,722 Additions/ adjustments (1) — — — 497 — 497 497 — 497 Foreign currency translation adjustments (16) — (16) (41) — (41) (57) — (57) Ending balance $ 299 $ — $ 299 $ 3,875 $ (12) $ 3,863 $ 4,174 $ (12) $ 4,162 Year Ended December 31, 2019 MIS MA Consolidated Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Balance at beginning of year $ 258 $ — $ 258 $ 3,535 $ (12) $ 3,523 $ 3,793 $ (12) $ 3,781 Additions/ adjustments (2) 53 — 53 61 — 61 114 — 114 Foreign currency translation adjustments 4 — 4 (14) — (14) (10) — (10) Divestiture of MAKS — — — (163) — (163) (163) — (163) Ending balance $ 315 $ — $ 315 $ 3,419 $ (12) $ 3,407 $ 3,734 $ (12) $ 3,722 (1) The 2020 additions/adjustments for the MA segment in the table above relate to the acquisition of RDC and RBA. (2) The 2019 additions/adjustments for the MIS segment in the table above relate to the acquisitions of Vigeo Eiris and Four Twenty Seven. The 2019 additions/adjustments for the MA segment in the table above relate to the acquisition of RiskFirst and ABS Suite. Acquired intangible assets and related amortization consisted of: June 30, December 31, Customer relationships $ 1,479 $ 1,325 Accumulated amortization (263) (235) Net customer relationships 1,216 1,090 Trade secrets 30 30 Accumulated amortization (29) (29) Net trade secrets 1 1 Software/product technology 368 372 Accumulated amortization (143) (131) Net software/product technology 225 241 Trade names 148 150 Accumulated amortization (33) (30) Net trade names 115 120 Other (1) 181 80 Accumulated amortization (41) (34) Net other 140 46 Total acquired intangible assets, net $ 1,697 $ 1,498 (1) Other intangible assets primarily consist of databases, covenants not to compete, and acquired ratings methodologies and models. Amortization expense relating to acquired intangible assets is as follows: Three Months Ended Six Months Ended 2020 2019 2020 2019 Amortization expense $ 31 $ 27 $ 59 $ 53 Estimated future amortization expense for acquired intangible assets subject to amortization is as follows: Year Ending December 31, 2020 (After June 30,) $ 60 2021 117 2022 117 2023 112 2024 105 Thereafter 1,186 Total estimated future amortization $ 1,697 Matters concerning the ICRA reporting unit On August 29, 2019, the board of directors of ICRA terminated the employment of ICRA's CEO and on September 28, 2019, the shareholders of ICRA voted to remove the former CEO from his position on ICRA's board of directors. ICRA has reported that the Securities and Exchange Board of India (SEBI) issued an adjudication order dated December 26, 2019 imposing a penalty of INR 25 lakh (approximately $35,000) on ICRA in connection with credit ratings assigned to one of ICRA’s customers and the customer’s subsidiaries. ICRA has further reported that: (i) it is appealing that order; and (ii) it has received a related "show cause" notice from SEBI asking ICRA to demonstrate why the penalty imposed should not be increased. In addition, ICRA has disclosed that it has completed its internal examinations into anonymous allegations that were forwarded to ICRA by SEBI and certain additional allegations made during the course of that examination while an examination into a separate anonymous complaint is ongoing. ICRA reported that its Board of Directors is in the process of taking appropriate actions based on the findings of the completed examinations. As of the date of this quarterly report on Form 10-Q, the Company is unable to estimate the financial impact, if any, that may result from a potential unfavorable conclusion of these matters or any other ICRA inquiry. An unfavorable resolution of such matters may negatively impact ICRA’s future operating results, which could result in an impairment of goodwill and amortizable intangible assets in future quarters. |
RESTRUCTURING
RESTRUCTURING | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | RESTRUCTURING On October 26, 2018, the chief executive officer of Moody’s approved a restructuring program (the “2018 Restructuring Program”) that the Company estimates will result in annualized savings of approximately $60 million per year. The 2018 Restructuring Program, the scope of which was expanded in the second quarter of 2019, is estimated to result in total pre-tax charges of $105 to $110 million. The 2018 Restructuring Program included relocation of certain functions from high-cost to lower-cost jurisdictions, a reduction of staff, including from acquisitions and pursuant to a review of the business criticality of certain positions, and the rationalization and exit of certain real estate leases due to consolidation of various business activities. The exit from certain leased office space began in the fourth quarter of 2018 and will entail approximately $50 million of the charges to either terminate or sublease the affected real estate leases. The 2018 Restructuring Program also includes approximately $60 million of personnel-related restructuring charges, an amount that includes severance and related costs primarily determined under the Company’s existing severance plans. Cash outlays associated with the employee termination cost component of the 2018 Restructuring Program are anticipated to be approximately $60 million, which will be paid through 2021. Total expenses included in the accompanying consolidated statements of operations relating to the 2018 Restructuring Program are as follows: Three Months Ended Six Months Ended 2020 2019 2020 2019 Restructuring $ (2) $ 53 $ (3) $ 59 |
FAIR VALUE
FAIR VALUE | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE The table below presents information about items that are carried at fair value at June 30, 2020 and December 31, 2019: Fair value Measurement as of June 30, 2020 Description Balance Level 1 Level 2 Assets: Derivatives (1) $ 187 $ — $ 187 Mutual funds 46 46 — Total $ 233 $ 46 $ 187 Liabilities: Derivatives (1) $ 16 $ — $ 16 Total $ 16 $ — $ 16 Fair value Measurement as of December 31, 2019 Description Balance Level 1 Level 2 Assets: Derivatives (1) $ 92 $ — $ 92 Mutual funds 3 3 — Total $ 95 $ 3 $ 92 (1) Represents FX forwards on certain assets and liabilities as well as interest rate swaps, cross-currency swaps and forward contracts as more fully described in Note 10 to the condensed consolidated financial statements. The following are descriptions of the methodologies utilized by the Company to estimate the fair value of its derivative contracts, mutual funds and money market mutual funds: Derivatives: In determining the fair value of the derivative contracts in the table above, the Company utilizes industry standard valuation models. Where applicable, these models project future cash flows and discount the future amounts to a present value using spot rates, forward points, currency volatilities, interest rates as well as the risk of non-performance of the Company and the counterparties with whom it has derivative contracts. The Company established strict counterparty credit guidelines and only enters into transactions with financial institutions that adhere to these guidelines. Accordingly, the risk of counterparty default is deemed to be minimal. Mutual funds and money market mutual funds: The mutual funds in the table above are deemed to be equity securities with readily determinable fair values with changes in the fair value recognized through net income under ASC Topic 321. The fair value of these instruments is determined using Level 1 inputs as defined in the ASC Topic 820. |
OTHER BALANCE SHEET AND STATEME
OTHER BALANCE SHEET AND STATEMENT OF OPERATIONS INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Other Balance Sheet And Statement Of Operations Information [Abstract] | |
OTHER BALANCE SHEET AND STATEMENT OF OPERATIONS INFORMATION | OTHER BALANCE SHEET AND STATEMENT OF OPERATIONS INFORMATION The following tables contain additional detail related to certain balance sheet captions: June 30, 2020 December 31, 2019 Other current assets: Prepaid taxes $ 127 $ 79 Prepaid expenses 71 71 Capitalized costs to obtain and fulfill sales contracts 79 91 Other 86 89 Total other current assets $ 363 $ 330 Other assets: Investments in non-consolidated affiliates $ 125 $ 117 Deposits for real-estate leases 14 13 Indemnification assets related to acquisitions 16 16 Mutual funds and fixed deposits 46 10 Company owned life insurance (at contract value) 13 — Costs to obtain sales contracts 116 119 Cross currency and interest rate swaps 179 83 Other 52 31 Total other assets $ 561 $ 389 Accounts payable and accrued liabilities: Salaries and benefits $ 137 $ 152 Incentive compensation 89 208 Customer credits, advanced payments and advanced billings 44 28 Dividends 6 7 Professional service fees 43 43 Interest accrued on debt 67 63 Accounts payable 36 38 Income taxes 199 (1) 73 Pension and other retirement employee benefits 7 7 Accrued royalties 13 25 Foreign exchange forwards on certain assets and liabilities 3 — Restructuring liability 5 21 Other 146 108 Total accounts payable and accrued liabilities $ 795 $ 773 June 30, 2020 December 31, 2019 Other liabilities: Pension and other retirement employee benefits $ 197 $ 299 Interest accrued on UTPs 98 82 MAKS indemnification provisions 32 43 Income tax liability - non-current portion 51 51 Cross currency and interest rate swaps 13 — Restructuring liability 2 3 Other 25 26 Total other liabilities $ 418 $ 504 (1) The increase from December 31, 2019 relates to estimated income tax payment timing extensions (to July 15, 2020) provided by the Internal Revenue Service and several states in response to the COVID-19 crisis. Loss pursuant to the Divestiture of MAKS: The $9 million loss in the second quarter of 2019 and in the first six months of 2020 relates to the strategic divestiture of MAKS. Other Non-Operating Income (Expense): The following table summarizes the components of other non-operating income (expense): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 FX (loss) gain $ (8) $ (10) $ 5 $ (16) Net periodic pension costs - other components 4 5 7 9 Income from investments in non-consolidated affiliates 3 6 — 7 Other 17 (1) 16 2 Total $ 16 $ — $ 28 $ 2 |
COMPREHENSIVE INCOME AND ACCUMU
COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME | COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME The following table provides details about the reclassifications out of AOCI: Losses on cash flow hedges Three Months Ended Six Months Ended Location in the consolidated statement of operations Interest rate contract $ — $ (1) Other non-operating expense, net Income tax effect of items above — — Provision for income taxes Total net gains (losses) on cash flow hedges — (1) Pension and other retirement benefits Amortization of actuarial losses and prior service costs included in net income (1) (2) Operating expense Amortization of actuarial losses and prior service costs included in net income — (1) SG&A expense Total before income taxes (1) (3) Income tax effect of item above — 1 Provision for income taxes Total pension and other retirement benefits (1) (2) Total net losses included in Net Income attributable to reclassifications out of AOCI $ (1) $ (3) Location in the consolidated statement of operations Three Months Ended Six Months Ended Pension and other retirement benefits Amortization of actuarial losses and prior service costs included in net income — (1) Operating expense Amortization of actuarial losses and prior service costs included in net income (1) (1) SG&A expense Total before income taxes (1) (2) Income tax effect of item above — 1 Provision for income taxes Total pension and other retirement benefits (1) (1) Total net losses included in Net Income attributable to reclassifications out of AOCI $ (1) $ (1) The following tables show changes in AOCI by component (net of tax): Three Months Ended June 30, 2020 June 30, 2019 Gains/(Losses) Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Balance March 31, $ (92) $ (35) $ (570) $ 143 $ (554) $ (69) $ — $ (440) $ 54 $ (455) Other comprehensive income/(loss) before reclassifications 7 (14) 91 (73) 11 (2) — 39 (29) 8 Amounts reclassified from AOCI 1 — — — 1 1 — — — 1 Other comprehensive income/(loss) 8 (14) 91 (73) 12 (1) — 39 (29) 9 Balance June 30, $ (84) $ (49) $ (479) $ 70 $ (542) $ (70) $ — $ (401) $ 25 $ (446) Six Months Ended June 30, 2020 June 30, 2019 Gains/(Losses) Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Balance December 31, $ (92) $ — $ (401) $ 54 $ (439) $ (53) $ — $ (406) $ 33 $ (426) Other comprehensive income/(loss) before reclassifications 6 (50) (78) 16 (106) (1) — 5 (5) (1) Amounts reclassified from AOCI 2 1 — — 3 1 — — — 1 Adoption of ASU 2018-02 — — — — — (17) — — (3) (20) Other comprehensive income/(loss) 8 (49) (78) 16 (103) (17) — 5 (8) (20) Balance June 30, $ (84) $ (49) $ (479) $ 70 $ (542) $ (70) $ — $ (401) $ 25 $ (446) |
PENSION AND OTHER RETIREMENT BE
PENSION AND OTHER RETIREMENT BENEFITS | 6 Months Ended |
Jun. 30, 2020 | |
Retirement Benefits [Abstract] | |
PENSION AND OTHER RETIREMENT BENEFITS | PENSION AND OTHER RETIREMENT BENEFITS Moody’s maintains funded and unfunded noncontributory DBPPs. The U.S. plans provide defined benefits using a cash balance formula based on years of service and career average salary for its employees or final average pay for selected executives. The Company also provides certain healthcare and life insurance benefits for retired U.S. employees. The retirement healthcare plans are contributory; the life insurance plans are noncontributory. Moody’s funded and unfunded U.S. pension plans, the U.S. retirement healthcare plans and the U.S. retirement life insurance plans are collectively referred to herein as the “Retirement Plans”. The U.S. retirement healthcare plans and the U.S. retirement life insurance plans are collectively referred to herein as the “Other Retirement Plans”. The non-U.S. defined benefit pension plans are immaterial. Effective January 1, 2008, the Company no longer offers DBPPs to U.S. employees hired or rehired on or after January 1, 2008. New U.S. employees will instead receive a retirement contribution of similar benefit value under the Company’s Profit Participation Plan. Current participants of the Company’s DBPPs continue to accrue benefits based on existing plan formulas. The components of net periodic benefit expense related to the Retirement Plans are as follows: Three Months Ended June 30, Pension Plans Other Retirement Plans 2020 2019 2020 2019 Components of net periodic expense Service cost $ 3 $ 4 $ 1 $ 1 Interest cost 5 5 — — Expected return on plan assets (5) (5) — — Amortization of net actuarial loss from earlier periods 1 1 — — Net periodic expense $ 4 $ 5 $ 1 $ 1 Six Months Ended June 30, Pension Plans Other Retirement Plans 2020 2019 2020 2019 Components of net periodic expense Service cost $ 8 $ 8 $ 2 $ 1 Interest cost 9 10 — 1 Expected return on plan assets (10) (10) — — Amortization of net actuarial loss from earlier periods 3 2 — — Net periodic expense $ 10 $ 10 $ 2 $ 2 The Company made a contribution of $99 million to its funded pension plan, $4 million related to its unfunded U.S. DBPPs and $1 million to its U.S other retirement plans during the six months ended June 30, 2020. Additionally, the Company anticipates making payments of $5 million to its unfunded U.S. DBPPs, during the remainder of 2020. |
INDEBTEDNESS
INDEBTEDNESS | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
INDEBTEDNESS | INDEBTEDNESS The Company’s debt is recorded at its carrying amount, which represents the issuance amount plus or minus any issuance premium or discount, except for the 2012 Senior Notes, the 2017 Senior Notes due 2021, the 2017 Senior Notes due 2023, and the 2017 Senior Notes due 2028 which are recorded at the carrying amount adjusted for the fair value of an interest rate swap used to hedge the fair value of the note. The following table summarizes total indebtedness: June 30, 2020 Notes Payable: Principal Amount Fair Value of Interest Rate Swaps (1) Unamortized (Discount) Premium Unamortized Debt Issuance Costs Carrying Value 4.50% 2012 Senior Notes, due 2022 $ 500 $ 18 $ (1) $ (1) $ 516 4.875% 2013 Senior Notes, due 2024 500 — (1) (1) 498 5.25% 2014 Senior Notes (30-Year), due 2044 600 — 4 (5) 599 1.75% 2015 Senior Notes, due 2027 562 — — (3) 559 2.75% 2017 Senior Notes, due 2021 500 19 — (1) 518 2.625% 2017 Senior Notes, due 2023 500 15 (1) (2) 512 3.25% 2017 Senior Notes, due 2028 500 35 (4) (3) 528 4.25% 2018 Senior Notes, due 2029 400 — (3) (3) 394 4.875% 2018 Senior Notes, due 2048 400 — (7) (4) 389 0.950% 2019 Senior Notes, due 2030 842 — (3) (6) 833 3.75% 2020 Senior Notes, due 2025 700 — (1) (5) 694 3.25% 2020 Senior Notes, due 2050 300 — (4) (3) 293 Total long-term debt $ 6,304 $ 87 $ (21) $ (37) $ 6,333 December 31, 2019 Notes Payable: Principal Amount Fair Value of Interest Rate Swaps (1) Unamortized (Discount) Premium Unamortized Debt Issuance Costs Carrying Value 4.50% 2012 Senior Notes, due 2022 $ 500 $ 9 $ (1) $ (1) $ 507 4.875% 2013 Senior Notes, due 2024 500 — (1) (2) 497 5.25% 2014 Senior Notes (30-Year), due 2044 600 — 4 (5) 599 1.75% 2015 Senior Notes, due 2027 561 — — (3) 558 2.75% 2017 Senior Notes, due 2021 500 11 (1) (2) 508 2.625% 2017 Senior Notes, due 2023 500 7 (1) (2) 504 3.25% 2017 Senior Notes, due 2028 500 — (4) (3) 493 3.25% 2018 Senior Notes, due 2021 300 — — (1) 299 4.25% 2018 Senior Notes, due 2029 400 — (3) (3) 394 4.875% 2018 Senior Notes, due 2048 400 — (7) (4) 389 0.950% 2019 Senior Notes, due 2030 842 — (3) (6) 833 Total long-term debt $ 5,603 $ 27 $ (17) $ (32) $ 5,581 (1) The Company has entered into interest rate swaps on the 2012 Senior Notes, the 2017 Senior Notes due 2021, the 2017 Senior Notes due 2023 and the 2017 Senior Notes due 2028 which are more fully discussed in Note 10 above. These amounts represent the cumulative amount of fair value hedging adjustments included in the carrying amount of the hedged debt. Notes Payable On March 25, 2020, the Company issued $700 million aggregate principal amount of senior unsecured rate notes in a public offering. The 2020 Senior Notes (5-year) bear interest at an annual fixed rate of 3.75% and mature on March 24, 2025. On May 20, 2020, the Company issued $300 million aggregate principal amount of senior unsecured rate notes in a public offering. The 2020 Senior Notes (30-year) bear interest at an annual fixed rate of 3.25% and mature on May 20, 2050. The Company may prepay certain amounts of its senior notes, in whole or in part, but may incur a Make-Whole Amount penalty. In the second quarter of 2020, the Company fully repaid $300 million of the 2018 Senior Notes due 2021 along with a Make-Whole Amount of approximately $8 million. At June 30, 2020, the Company was in compliance with all covenants contained within all of the debt agreements. All the debt agreements contain cross default provisions which state that default under one of the aforementioned debt instruments could in turn permit lenders under other debt instruments to declare borrowings outstanding under those instruments to be immediately due and payable. As of June 30, 2020, there were no such cross defaults. The repayment schedule for the Company’s borrowings is as follows: Year Ending December 31, 2012 Senior Notes due 2022 2013 Senior Notes due 2024 2014 Senior Notes (30-Year) due 2044 2015 Senior Notes due 2027 2017 Senior Notes due 2021 2017 Senior Notes due 2023 2017 Senior Notes due 2028 2018 Senior Notes due 2029 2018 Senior Notes due 2048 2019 Senior Notes due 2030 2020 Senior Notes due 2025 2020 Senior Notes due 2050 Total 2020 (After June 30,) $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — 2021 — — — — 500 — — — — — — — $ 500 2022 500 — — — — — — — — — — — $ 500 2023 — — — — — 500 — — — — — — $ 500 2024 — 500 — — — — — — — — — — $ 500 Thereafter — — 600 562 — — 500 400 400 842 700 300 $ 4,304 Total $ 500 $ 500 $ 600 $ 562 $ 500 $ 500 $ 500 $ 400 $ 400 $ 842 $ 700 $ 300 $ 6,304 Interest expense, net The following table summarizes the components of interest as presented in the consolidated statements of operations: Three Months Ended Six Months Ended 2020 2019 2020 2019 Income $ 3 $ 4 $ 7 $ 9 Expense on borrowings (48) (42) (79) (88) UTPs and other tax related liabilities (10) (8) (18) (13) Net periodic pension costs - interest component (5) (5) (10) (11) Total $ (60) $ (51) $ (100) $ (103) The following table shows the cash paid for interest: Six Months Ended 2020 2019 Interest paid $ 72 $ 98 The fair value and carrying value of the Company’s debt as of June 30, 2020 and December 31, 2019 are as follows: June 30, 2020 December 31, 2019 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 4.50% 2012 Senior Notes, due 2022 $ 516 $ 537 $ 507 $ 531 4.875% 2013 Senior Notes, due 2024 498 565 497 551 5.25% 2014 Senior Notes (30-Year), due 2044 599 830 599 757 1.75% 2015 Senior Notes, due 2027 559 606 558 604 2.75% 2017 Senior Notes, due 2021 518 515 508 507 2.625% 2017 Senior Notes, due 2023 512 523 504 507 3.25% 2017 Senior Notes, due 2028 528 543 493 523 3.25% 2018 Senior Notes, due 2021 — — 299 306 4.25% 2018 Senior Notes, due 2029 394 475 394 453 4.875% 2018 Senior Notes, due 2048 389 532 389 492 0.950% 2019 Senior Notes, due 2030 833 859 833 847 3.75% 2020 Senior Notes, due 2025 694 790 — — 3.25% 2020 Senior Notes, due 2050 293 322 — — Total $ 6,333 $ 7,097 $ 5,581 $ 6,078 The fair value of the Company’s long-term debt is estimated based on quoted market prices for similar instruments. Accordingly, the inputs used to estimate the fair value of the Company’s long-term debt are classified as Level 2 inputs within the fair value hierarchy. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASES The Company has operating leases, substantially all of which relate to the lease of office space. The Company’s leases which are classified as finance leases are not material to the consolidated financial statements. Certain of the Company’s leases include options to renew, with renewal terms that can extend the lease term from one year to 20 years at the Company’s discretion. The following table presents the components of the Company’s lease cost: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Operating lease cost $ 24 $ 24 $ 48 $ 49 Sublease income (1) — (2) — Variable lease cost 5 4 10 8 Total lease cost $ 28 $ 28 $ 56 $ 57 The following tables present other information related to the Company’s operating leases: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 27 $ 27 $ 53 $ 53 Right-of-use assets obtained in exchange for new operating lease liabilities $ 11 $ 7 $ 20 $ 16 June 30, 2020 June 30, 2019 Weighted-average remaining lease term 6.5 years 7.3 years Weighted-average discount rate applied to operating leases 3.6 % 3.6 % The following table presents a maturity analysis of the future minimum lease payments included within the Company’s operating lease liabilities at June 30, 2020: Year Ending December 31, Operating Leases 2020 (After June 30) $ 54 2021 105 2022 93 2023 87 2024 80 After 2024 188 Total lease payments (undiscounted) 607 Less: Interest 66 Present value of lease liabilities: $ 541 Lease liabilities - current $ 90 Lease liabilities - noncurrent $ 451 |
CONTINGENCIES
CONTINGENCIES | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES Given the nature of the Company's activities, Moody’s and its subsidiaries are subject to legal and tax proceedings, governmental, regulatory and legislative investigations, subpoenas and other inquiries, and claims and litigation by governmental and private parties that are based on ratings assigned by MIS or that are otherwise incidental to the Company’s business. Moody’s and MIS also are subject to periodic reviews, inspections, examinations and investigations by regulators in the U.S. and other jurisdictions, any of which may result in claims, legal proceedings, assessments, fines, penalties or restrictions on business activities. Moody’s also is subject to ongoing tax audits as addressed in Note 5 to the consolidated financial statements. Management periodically assesses the Company’s liabilities and contingencies in connection with these matters based upon the latest information available. For claims, litigation and proceedings and governmental investigations and inquiries not related to income taxes, the Company records liabilities in the consolidated financial statements when it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated and periodically adjusts these as appropriate. When the reasonable estimate of the loss is within a range of amounts, the minimum amount of the range is accrued unless some higher amount within the range is a better estimate than another amount within the range. In instances when a loss is reasonably possible but uncertainties exist related to the probable outcome and/or the amount or range of loss, management does not record a liability but discloses the contingency if material. As additional information becomes available, the Company adjusts its assessments and estimates of such matters accordingly. Moody’s also discloses material pending legal proceedings pursuant to SEC rules and other pending matters as it may determine to be appropriate. In view of the inherent difficulty of assessing the potential outcome of legal proceedings, governmental, regulatory and legislative investigations and inquiries, claims and litigation and similar matters and contingencies, particularly when the claimants seek large or indeterminate damages or assert novel legal theories or the matters involve a large number of parties, the Company often cannot predict what the eventual outcome of the pending matters will be or the timing of any resolution of such matters. The Company also may be unable to predict the impact (if any) that any such matters may have on how its business is conducted, on its competitive position or on its financial position, results of operations or cash flows. As the process to resolve any pending matters progresses, management will continue to review the latest information available and assess its ability to predict the outcome of such matters and the effects, if any, on its operations and financial condition and to accrue for and disclose such matters as and when required. However, because such matters are inherently unpredictable and unfavorable developments or resolutions can occur, the ultimate outcome of such matters, including the amount of any loss, may differ from those estimates. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company is organized into two operating segments: MIS and MA and accordingly, the Company reports in two reportable segments: MIS and MA. The MIS segment consists of five LOBs. The CFG, SFG, FIG and PPIF LOBs generate revenue principally from fees for the assignment and ongoing monitoring of credit ratings on debt obligations and the entities that issue such obligations in markets worldwide. The MIS Other LOB primarily consists of financial instruments pricing services in the Asia-Pacific region, ICRA non-ratings revenue and revenue from providing ESG research, data and assessments. The MA segment develops a wide range of products and services that support the risk management activities of institutional participants in global financial markets. Beginning i n the first quarter of 2020, t he MA segment now consists of two LOBs - RD&A and ERS. Subsequent to the divestiture of MAKS in the fourth quarter of 2019, the MALS business, which was historically part of the PS LOB through December 31, 2019, was reclassified to the RD&A LOB. Prior year revenue by LOB has not been reclassified as the amounts relating to the MALS business were not material. Revenue for MIS and expenses for MA include an intersegment royalty charged to MA for the rights to use and distribute content, data and products developed by MIS. The royalty rate charged by MIS approximates the fair value of the aforementioned content, data and products and is generally based on comparable market transactions. Also, revenue for MA and expenses for MIS include an intersegment fee charged to MIS from MA for certain MA products and services utilized in MIS’s ratings process. These fees charged by MA are generally equal to the costs incurred by MA to produce these products and services. Overhead expenses include costs such as rent and occupancy, information technology and support staff such as finance, human resources and legal. Such costs and corporate expenses that exclusively benefit one segment are fully charged to that segment. For overhead costs and corporate expenses that benefit both segments, costs are allocated to each segment based on the segment’s share of full-year 2018 actual revenue which comprises a “Baseline Pool” that will remain fixed over time. In subsequent periods, incremental overhead costs (or reductions thereof) will be allocated to each segment based on the prevailing shares of total revenue represented by each segment. “Eliminations” in the following table represent intersegment revenue/expense. Moody’s does not report the Company’s assets by reportable segment, as this metric is not used by the chief operating decision maker to allocate resources to the segments. Consequently, it is not practical to show assets by reportable segment. Financial Information by Segment The table below shows revenue, operating income and Adjusted Operating Income by reportable segment. Adjusted Operating Income is a financial metric utilized by the Company’s chief operating decision maker to assess the profitability of each reportable segment. Refer to Note 3 for further details on the components of the Company’s revenue. Three Months Ended June 30, 2020 2019 MIS MA Eliminations Consolidated MIS MA Eliminations Consolidated Revenue $ 973 $ 499 $ (37) $ 1,435 $ 772 $ 478 $ (36) $ 1,214 Total Expense 369 393 (37) 725 352 415 (36) 731 Operating income 604 106 — 710 420 63 — 483 Add: Restructuring — (2) — (2) 26 27 — 53 Depreciation and amortization 19 39 — 58 18 34 — 52 Acquisition-Related Expenses — — — — — 2 — 2 Loss pursuant to the divestiture of MAKS — — — — — 9 — 9 Adjusted Operating Income $ 623 $ 143 $ — $ 766 $ 464 $ 135 $ — $ 599 Six Months Ended June 30, 2020 2019 MIS MA Eliminations Consolidated MIS MA Eliminations Consolidated Revenue $ 1,804 $ 997 $ (76) $ 2,725 $ 1,474 $ 952 $ (70) $ 2,356 Total Expenses 712 787 (76) 1,423 688 793 (70) 1,411 Operating income 1,092 210 — 1,302 786 159 — 945 Add: Restructuring (1) (2) — (3) 29 30 — 59 Depreciation and amortization 35 72 — 107 35 67 — 102 Acquisition-Related Expenses — — — — — 3 — 3 Loss pursuant to the divestiture of MAKS — 9 — 9 — 9 — 9 Adjusted Operating Income $ 1,126 $ 289 $ — $ 1,415 $ 850 $ 268 $ — $ 1,118 Consolidated Revenue Information by Geographic Area Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 United States $ 837 $ 638 $ 1,551 $ 1,250 Non-U.S.: EMEA 373 362 736 695 Asia-Pacific 144 141 280 273 Americas 81 73 158 138 Total Non-U.S. 598 576 1,174 1,106 Total $ 1,435 $ 1,214 $ 2,725 $ 2,356 |
RECENTLY ISSUED ACCOUNTING STAN
RECENTLY ISSUED ACCOUNTING STANDARDS | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENTLY ISSUED ACCOUNTING STANDARDS | RECENTLY ISSUED ACCOUNTING STANDARDS In August 2018, the FASB issued ASU No. 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715- 20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans”. This ASU eliminates requirements for certain disclosures and requires additional disclosures under defined benefit pension plans and other postretirement plans. The ASU is effective for all entities for fiscal years beginning after December 15, 2020 on a retrospective basis to all periods presented, with early adoption permitted. The Company will comply with the new disclosure requirements set forth in this ASU upon adoption. In April 2019, the FASB issued ASU No. 2019-04, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825 Financial Instruments”. This ASU clarifies and improves guidance related to the recently issued standards updates on credit losses, hedging, and recognition and measurement of financial instruments. This ASU is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company does not anticipate that the adoption of this ASU will have a significant impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes". This ASU simplifies the accounting for income taxes by eliminating certain exceptions to the general principles in Topic 740, Income Taxes, and clarifies certain aspects of the existing guidance to promote consistency among reporting entities. Most amendments within this ASU are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. This ASU is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company does not anticipate that the adoption of this ASU will have a significant impact on its consolidated financial statements. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSOn July 28, 2020, the Board approved the declaration of a quarterly dividend of $0.56 per share of Moody’s common stock, payable on September 10, 2020 to shareholders of record at the close of business on August 20, 2020. On July 29, 2020, the chief executive officer of Moody’s approved a restructuring program primarily in response to the COVID-19 pandemic which revolves around the rationalization and exit of certain real estate leases. The exit from certain leased office space is anticipated to begin in the third quarter of 2020 and be substantially completed during the first half of 2021, and is expected to result in an estimated annualized savings of approximately $5 million to $6 million a year. The Program is estimated to result in total pre-tax charges of $25 to $35 million, which primarily reflects a non-cash charge related to operating lease right-of-use assets. Approximately $20 to |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Accounts Receivable Allowances | Accounts Receivable Allowances On January 1, 2020, the Company adopted ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” as more fully described in Note 1. As the Company's accounts receivable are short-term in nature, the adoption of this ASU did not have a material impact to the Company's allowance for bad debts or its policies and procedures for determining the allowance. In order to determine an estimate of expected credit losses, receivables are segmented based on similar risk characteristics including historical credit loss patterns and industry or class of customers to calculate reserve rates. The Company uses an aging method for developing its allowance for credit losses by which receivable balances are stratified based on aging category. A reserve rate is calculated for each aging category which is generally based on historical information. The reserve rate is adjusted, when necessary, for current conditions (e.g., macroeconomic or industry related) and reasonable and supportable forecasts about the future. The Company also considers customer specific information (e.g., bankruptcy or financial difficulty) when estimating its expected credit losses, as well as the economic environment of the customers, both from an industry and geographic perspective, in evaluating the need for allowances. Expected credit losses are reflected as additions to the accounts receivable allowance. Actual uncollectible account write-offs are recorded against the allowance. |
Computer Software Developed or Obtained for Internal Use | Computer Software Developed or Obtained for Internal Use The Company capitalizes costs related to software developed or obtained for internal use. These assets, included in property and equipment in the consolidated balance sheets, relate to the Company’s financial systems, website and other systems. Such costs generally consist of direct costs for third-party perpetual license fees, professional services provided by third parties and employee compensation, in each case incurred either during the application development stage or in connection with upgrades and enhancements that increase functionality. Such costs are depreciated over their estimated useful lives on a straight-line basis. Costs incurred during the preliminary project stage of development as well as maintenance costs are expensed as incurred. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated by LOB: Three Months Ended Six Months Ended 2020 2019 2020 2019 MIS: Corporate finance (CFG) Investment-grade $ 291 $ 96 $ 435 $ 193 High-yield 99 69 174 126 Bank loans 43 83 132 156 Other accounts (1) 139 140 284 268 Total CFG 572 388 1,025 743 Structured finance (SFG) Asset-backed securities 23 26 45 49 RMBS 23 24 50 48 CMBS 13 20 30 38 Structured credit 21 41 50 76 Other accounts 1 1 2 2 Total SFG 81 112 177 213 Financial institutions (FIG) Banking 88 84 174 164 Insurance 44 28 74 57 Managed investments 8 10 14 14 Other accounts 2 3 5 6 Total FIG 142 125 267 241 Public, project and infrastructure finance (PPIF) Public finance / sovereign 64 53 121 99 Project and infrastructure 69 55 121 102 Total PPIF 133 108 242 201 Total ratings revenue 928 733 1,711 1,398 MIS Other 10 6 21 11 Total external revenue 938 739 1,732 1,409 Intersegment royalty 35 33 72 65 Total MIS 973 772 1,804 1,474 MA: Research, data and analytics (RD&A) 366 315 724 623 Enterprise risk solutions (ERS) 131 117 269 239 Professional services (PS) (2) — 43 — 85 Total external revenue 497 475 993 947 Intersegment revenue 2 3 4 5 Total MA 499 478 997 952 Eliminations (37) (36) (76) (70) Total MCO $ 1,435 $ 1,214 $ 2,725 $ 2,356 (1) Other includes: recurring monitoring fees of a rated debt obligation and/or entities that issue such obligations as well as fees from programs such as commercial paper, medium term notes, and ICRA corporate finance revenue. (2) Subsequent to the divestiture of MAKS in 2019, revenue from the MALS reporting unit, which previous to 2020 was reported in the PS LOB, is now reported as part of the RD&A LOB. Prior periods have not been reclassified as the amounts were not material. The following table presents the Company’s revenues disaggregated by LOB and geographic area: Three Months Ended June 30, 2020 Three Months Ended June 30, 2019 U.S. Non-U.S Total U.S. Non-U.S Total MIS: Corporate finance (CFG) $ 413 $ 159 $ 572 $ 242 $ 146 $ 388 Structured finance (SFG) 45 36 81 72 40 112 Financial institutions (FIG) 70 72 142 52 73 125 Public, project and infrastructure finance (PPIF) 87 46 133 69 39 108 Total ratings revenue 615 313 928 435 298 733 MIS Other 1 9 10 1 5 6 Total MIS 616 322 938 436 303 739 MA: Research, data and analytics (RD&A) 167 199 366 138 177 315 Enterprise risk solutions (ERS) 54 77 131 46 71 117 Professional services (PS) (1) — — — 18 25 43 Total MA 221 276 497 202 273 475 Total MCO $ 837 $ 598 $ 1,435 $ 638 $ 576 $ 1,214 Six Months Ended June 30, 2020 Six Months Ended June 30, 2019 U.S. Non-U.S Total U.S. Non-U.S Total MIS: Corporate finance (CFG) $ 727 $ 298 $ 1,025 $ 485 $ 258 $ 743 Structured finance (SFG) 106 71 177 134 79 213 Financial institutions (FIG) 130 137 267 98 143 241 Public, project and infrastructure finance (PPIF) 155 87 242 129 72 201 Total ratings revenue 1,118 593 1,711 846 552 1,398 MIS Other 1 20 21 1 10 11 Total MIS 1,119 613 1,732 847 562 1,409 MA: Research, data and analytics (RD&A) 325 399 724 273 350 623 Enterprise risk solutions (ERS) 107 162 269 94 145 239 Professional services (PS) (1) — — — 36 49 85 Total MA 432 561 993 403 544 947 Total MCO $ 1,551 $ 1,174 $ 2,725 $ 1,250 $ 1,106 $ 2,356 (1) Subsequent to the divestiture of MAKS in 2019, the RD&A LOB now includes revenue from MALS beginning in the first quarter of 2020. MALS revenue was previously reported as part of the PS LOB and prior year revenue by LOB has not been reclassified as the amounts were not material. The following tables summarize the split between transaction and relationship revenue. In the MIS segment, excluding MIS Other, transaction revenue represents the initial rating of a new debt issuance as well as other one-time fees while relationship revenue represents the recurring monitoring fees of a rated debt obligation and/or entities that issue such obligations, as well as revenue from programs such as commercial paper, medium-term notes and shelf registrations. In MIS Other, transaction revenue represents revenue from professional services and outsourcing engagements and relationship revenue represents subscription-based revenues. In the MA segment, relationship revenue represents subscription-based revenues and software maintenance revenue. Transaction revenue in MA represents perpetual software license fees and revenue from software implementation services, risk management advisory projects, training and certification services, and outsourced research and analytical engagements. Three Months Ended June 30, 2020 2019 Transaction Relationship Total Transaction Relationship Total Corporate Finance $ 457 $ 115 $ 572 $ 277 $ 111 $ 388 80 % 20 % 100 % 71 % 29 % 100 % Structured Finance $ 35 $ 46 $ 81 $ 69 $ 43 $ 112 43 % 57 % 100 % 62 % 38 % 100 % Financial Institutions $ 76 $ 66 $ 142 $ 61 $ 64 $ 125 54 % 46 % 100 % 49 % 51 % 100 % Public, Project and Infrastructure Finance $ 96 $ 37 $ 133 $ 71 $ 37 $ 108 72 % 28 % 100 % 66 % 34 % 100 % MIS Other $ — $ 10 $ 10 $ — $ 6 $ 6 — % 100 % 100 % — % 100 % 100 % Total MIS $ 664 $ 274 $ 938 $ 478 $ 261 $ 739 71 % 29 % 100 % 65 % 35 % 100 % Research, data and analytics $ 16 $ 350 $ 366 $ 4 $ 311 $ 315 4 % 96 % 100 % 1 % 99 % 100 % Enterprise risk solutions $ 26 $ 105 $ 131 $ 23 $ 94 $ 117 20 % 80 % 100 % 20 % 80 % 100 % Professional services $ — $ — $ — $ 43 $ — $ 43 — % — % — % 100 % — % 100 % Total MA $ 42 $ 455 $ 497 $ 70 $ 405 $ 475 8 % 92 % 100 % 15 % 85 % 100 % Total Moody's Corporation $ 706 $ 729 $ 1,435 $ 548 $ 666 $ 1,214 49 % 51 % 100 % 45 % 55 % 100 % Six Months Ended June 30, 2020 2019 Transaction Relationship Total Transaction Relationship Total Corporate Finance $ 795 $ 230 $ 1,025 $ 526 $ 217 $ 743 78 % 22 % 100 % 71 % 29 % 100 % Structured Finance $ 85 $ 92 $ 177 $ 126 $ 87 $ 213 48 % 52 % 100 % 59 % 41 % 100 % Financial Institutions $ 136 $ 131 $ 267 $ 109 $ 132 $ 241 51 % 49 % 100 % 45 % 55 % 100 % Public, Project and Infrastructure Finance $ 165 $ 77 $ 242 $ 126 $ 75 $ 201 68 % 32 % 100 % 63 % 37 % 100 % MIS Other $ 2 $ 19 $ 21 $ 1 $ 10 $ 11 10 % 90 % 100 % 9 % 91 % 100 % Total MIS $ 1,183 $ 549 $ 1,732 $ 888 $ 521 $ 1,409 68 % 32 % 100 % 63 % 37 % 100 % Research, data and analytics $ 34 $ 690 $ 724 $ 9 $ 614 $ 623 5 % 95 % 100 % 1 % 99 % 100 % Enterprise risk solutions $ 58 $ 211 $ 269 47 $ 192 $ 239 22 % 78 % 100 % 20 % 80 % 100 % Professional services $ — $ — $ — $ 85 $ — $ 85 — % — % — % 100 % — % 100 % Total MA $ 92 (1) $ 901 $ 993 $ 141 (1) $ 806 $ 947 9 % 91 % 100 % 15 % 85 % 100 % Total Moody's Corporation $ 1,275 $ 1,450 $ 2,725 $ 1,029 $ 1,327 $ 2,356 47 % 53 % 100 % 44 % 56 % 100 % (1) Revenue from software implementation services and risk management advisory projects, while classified by management as transactional revenue, is recognized over time under the Revenue Accounting Standard (please also refer to the following table). The following table presents the timing of revenue recognition: Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 MIS MA Total MIS MA Total Revenue recognized at a point in time $ 664 $ 20 $ 684 $ 1,183 $ 59 $ 1,242 Revenue recognized over time 274 477 751 549 934 1,483 Total $ 938 $ 497 $ 1,435 $ 1,732 $ 993 $ 2,725 Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 MIS MA Total MIS MA Total Revenue recognized at a point in time $ 478 $ 22 $ 500 $ 888 $ 52 $ 940 Revenue recognized over time 261 453 714 521 895 1,416 Total $ 739 $ 475 $ 1,214 $ 1,409 $ 947 $ 2,356 |
Company's Reportable Segment Revenues Disaggregated by Segment and Geographic Region | The following table presents the Company’s reportable segment revenues disaggregated by segment and geographic region: Three Months Ended Six Months Ended 2020 2019 2020 2019 MIS: U.S. $ 616 $ 436 $ 1,119 $ 847 Non-U.S.: EMEA 183 178 354 327 Asia-Pacific 90 84 171 163 Americas 49 41 88 72 Total Non-U.S. 322 303 613 562 Total MIS 938 739 1,732 1,409 MA: U.S. 221 202 432 403 Non-U.S.: EMEA 190 184 382 368 Asia-Pacific 54 57 109 110 Americas 32 32 70 66 Total Non-U.S. 276 273 561 544 Total MA 497 475 993 947 Total MCO $ 1,435 $ 1,214 $ 2,725 $ 2,356 |
Schedule of Changes in the Deferred Revenue Balances | Significant changes in the deferred revenue balances during the three and six months ended June 30, 2020 are as follows: Three Months Ended June 30, 2020 MIS MA Total Balance at March 31, 2020 $ 379 $ 843 $ 1,222 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (115) (341) (456) Increases due to amounts billable excluding amounts recognized as revenue during the period 100 234 334 Effect of exchange rate changes 1 4 5 Total changes in deferred revenue (14) (103) (117) Balance at June 30, 2020 $ 365 $ 740 $ 1,105 Six Months Ended June 30, 2020 MIS MA Total Balance at January 1, 2020 $ 322 $ 840 $ 1,162 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (167) (677) (844) Increases due to amounts billable excluding amounts recognized as revenue during the period 213 577 790 Increases due to RDC acquisition during the period — 20 20 Effect of exchange rate changes (3) (20) (23) Total changes in deferred revenue 43 (100) (57) Balance at June 30, 2020 $ 365 $ 740 $ 1,105 Deferred revenue - current $ 265 $ 736 $ 1,001 Deferred revenue - noncurrent $ 100 $ 4 $ 104 Three Months Ended June 30, 2019 MIS MA Total Balance at March 31, 2019 $ 388 $ 795 $ 1,183 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (114) (340) (454) Increases due to amounts billable excluding amounts recognized as revenue during the period 101 246 347 Amount included in liabilities reclassified as held for sale — (3) (3) Effect of exchange rate changes 1 (3) (2) Total changes in deferred revenue (12) (100) (112) Balance at June 30, 2019 $ 376 $ 695 $ 1,071 Six Months Ended June 30, 2019 MIS MA Total Balance at January 1, 2019 $ 326 $ 750 $ 1,076 Changes in deferred revenue Revenue recognized that was included in the deferred revenue balance at the beginning of the period (161) (533) (694) Increases due to amounts billable excluding amounts recognized as revenue during the period 210 479 689 Amount included in liabilities reclassified as held for sale — (3) (3) Effect of exchange rate changes 1 2 3 Total changes in deferred revenue 50 (55) (5) Balance at June 30, 2019 $ 376 $ 695 $ 1,071 Deferred revenue - current $ 262 $ 691 953 Deferred revenue - noncurrent $ 114 $ 4 118 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation Cost and Associated Tax Benefit | Presented below is a summary of the stock-based compensation cost and associated tax benefit included in the accompanying consolidated statements of operations: Three Months Ended Six Months Ended 2020 2019 2020 2019 Stock-based compensation cost $ 35 $ 34 $ 72 $ 70 Tax benefit $ 7 $ 7 $ 14 $ 15 |
Weighted Average Assumptions used in Determining Fair Value for Options Granted | The following weighted average assumptions were used in determining the fair value for options granted in 2020: Expected dividend yield 0.80 % Expected stock volatility 22.43 % Risk-free interest rate 1.45 % Expected holding period 5.7 years |
Stock Option Exercises and Restricted Stock Vesting | The following tables summarize information relating to stock option exercises and restricted stock vesting: Six Months Ended 2020 2019 Exercise of stock options: Proceeds from stock option exercises $ 23 $ 23 Aggregate intrinsic value $ 74 $ 83 Tax benefit realized upon exercise $ 18 $ 20 Number of shares exercised 0.4 0.6 Vesting of restricted stock: Fair value of shares vested $ 193 $ 150 Tax benefit realized upon vesting $ 45 $ 36 Number of shares vested 0.8 0.8 Vesting of performance-based restricted stock: Fair value of shares vested $ 70 $ 48 Tax benefit realized upon vesting $ 17 $ 12 Number of shares vested 0.3 0.3 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes Paid | The following table shows the amount the Company paid for income taxes: Six Months Ended June 30, 2020 2019 Income taxes paid (1) $ 111 $ 198 |
Weighted Average Shares Outst_2
Weighted Average Shares Outstanding (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic to Diluted Shares Outstanding | Below is a reconciliation of basic to diluted shares outstanding: Three Months Ended Six Months Ended June 30, 2020 2019 2020 2019 Basic 187.7 189.4 187.6 189.9 Dilutive effect of shares issuable under stock-based compensation plans 1.3 1.9 1.7 2.2 Diluted 189.0 191.3 189.3 192.1 Anti-dilutive options to purchase common shares and restricted stock as well as contingently issuable restricted stock which are excluded from the table above 0.3 0.3 0.3 0.3 |
CASH EQUIVALENTS AND INVESTME_2
CASH EQUIVALENTS AND INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents and Investments | The table below provides additional information on the Company’s cash equivalents and investments: As of June 30, 2020 Balance sheet location Cost Gains/(Losses) Fair Value Cash and cash equivalents Short-term investments Other assets Certificates of deposit and money market deposit accounts (1) $ 1,128 $ — $ 1,128 $ 1,028 $ 97 $ 3 Mutual funds $ 46 $ — $ 46 $ — $ 3 $ 43 As of December 31, 2019 Balance sheet location Cost Gains/(Losses) Fair Value Cash and cash equivalents Short-term investments Other assets Certificates of deposit and money market deposit accounts (1) $ 971 $ — $ 971 $ 866 $ 95 $ 10 Mutual funds $ 3 $ — $ 3 $ — $ 3 $ — (1) Consists of time deposits and money market deposit accounts. The remaining contractual maturities for the certificates of deposits classified as short-term investments were one month to 12 months at both June 30, 2020 and December 31, 2019. The remaining contractual maturities for the certificates of deposits classified in other assets are 13 months to 23 months at June 30, 2020 and 13 months to 18 months at December 31, 2019. Time deposits with a maturity of less than 90 days at time of purchase are classified as cash and cash equivalents. |
Acquisitions and Other Strate_2
Acquisitions and Other Strategic Initiatives (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The table below details the total consideration relating to the acquisition: Cash paid at closing $ 700 Additional consideration paid to sellers in 2020 (1) 2 Total consideration $ 702 (1) Represents additional consideration paid to the sellers following finalization of customary post-closing completion adjustments. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Shown below is the preliminary purchase price allocation, which summarizes the fair value of the assets and liabilities assumed, at the date of acquisition: (Amounts in millions) Current assets $ 24 Intangible assets: Customer relationships (25 year weighted average life) $ 174 Database (10 year weighted average life) 86 Product technology (4 year weighted average life) 17 Trade name (3 year weighted average life) 3 Total intangible assets (19 year weighted average life) 280 Goodwill 494 Other assets 2 Liabilities: Accounts payable and accrued liabilities $ (5) Deferred revenue (20) Deferred tax liabilities (71) Other liabilities (2) Total liabilities (98) Net assets acquired $ 702 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative [Line Items] | |
Schedule of Interest Rate Swap | The following table summarizes the Company’s interest rate swaps designated as fair value hedges: Notional Amount Hedged Item Nature of Swap As of June 30, As of December 31, Floating Interest Rate 2012 Senior Notes due 2022 Pay Floating/Receive Fixed $ 330 $ 330 3-month USD LIBOR 2017 Senior Notes due 2021 Pay Floating/Receive Fixed $ 500 $ 500 3-month USD LIBOR 2017 Senior Notes due 2023 Pay Floating/Receive Fixed $ 250 $ 250 3-month USD LIBOR 2017 Senior Notes due 2028 Pay Floating/Receive Fixed $ 500 $ — 3-month USD LIBOR Total $ 1,580 $ 1,080 |
Gains and Losses on Derivatives Designated as Hedging Instruments | The following table summarizes the impact to the statement of operations of the Company’s interest rate swaps designated as fair value hedges: Total amounts of financial statement line item presented in the statements of operations in which the effects of fair value hedges are recorded Amount of income/(loss) recognized in the consolidated statements of operations Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Interest expense, net $ (60) $ (51) $ (100) $ (103) Location on Consolidated Statements of Operations Net interest settlements and accruals on interest rate swaps Interest expense, net $ 5 $ — $ 8 $ — Fair value changes on interest rate swaps Interest expense, net $ 2 $ 20 $ 60 $ 31 Fair value changes on hedged debt Interest expense, net $ (2) $ (20) $ (60) $ (31) |
Amount of Gain/(Loss) Recognized in AOCI on Derivative Net Investment Hedging Relationships (Effectiveness Portion) | The following tables provide information on the gains/(losses) on the Company’s net investment and cash flow hedges: Derivative and Non-Derivative Instruments in Net Investment Hedging Relationships Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) Three Months Ended Three Months Ended Three Months Ended 2020 2019 2020 2019 2020 2019 Cross currency swaps $ (49) $ (20) $ — $ — $ 14 $ 14 Long-term debt (24) (9) — — — — Total net investment hedges $ (73) $ (29) $ — $ — $ 14 $ 14 Derivatives in Cash Flow Hedging Relationships Interest rate contracts (14) — — — — — Total cash flow hedges $ (14) $ — $ — $ — $ — $ — Total $ (87) $ (29) $ — $ — $ 14 $ 14 Derivative and Non-Derivative Instruments in Net Investment Hedging Relationships Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) Six Months Ended Six Months Ended Six Months Ended 2020 2019 2020 2019 2020 2019 Cross currency swaps $ 17 $ (5) $ — $ — $ 30 $ 22 Long-term debt (1) — — — — — Total net investment hedges $ 16 $ (5) $ — $ — $ 30 $ 22 Derivatives in Cash Flow Hedging Relationships Interest rate contracts (50) — (1) — — — Total cash flow hedges $ (50) $ — $ (1) $ — $ — $ — Total $ (34) $ (5) $ (1) $ — $ 30 $ 22 |
Components of Accumulated Other Comprehensive Income | The cumulative amount of net investment hedge and cash flow hedge gains (losses) remaining in AOCI is as follows: Cumulative Gains/(Losses), net of tax June 30, 2020 December 31, 2019 Net investment hedges Cross currency swaps $ 58 $ 41 FX forwards 26 26 Long-term debt (14) (13) Total net investment hedges $ 70 $ 54 Cash flow hedges Interest rate contracts $ (51) $ (2) Cross currency swaps 2 2 Total cash flow hedges (49) — Total net gain in AOCI $ 21 $ 54 The following tables show changes in AOCI by component (net of tax): Three Months Ended June 30, 2020 June 30, 2019 Gains/(Losses) Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Balance March 31, $ (92) $ (35) $ (570) $ 143 $ (554) $ (69) $ — $ (440) $ 54 $ (455) Other comprehensive income/(loss) before reclassifications 7 (14) 91 (73) 11 (2) — 39 (29) 8 Amounts reclassified from AOCI 1 — — — 1 1 — — — 1 Other comprehensive income/(loss) 8 (14) 91 (73) 12 (1) — 39 (29) 9 Balance June 30, $ (84) $ (49) $ (479) $ 70 $ (542) $ (70) $ — $ (401) $ 25 $ (446) Six Months Ended June 30, 2020 June 30, 2019 Gains/(Losses) Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Balance December 31, $ (92) $ — $ (401) $ 54 $ (439) $ (53) $ — $ (406) $ 33 $ (426) Other comprehensive income/(loss) before reclassifications 6 (50) (78) 16 (106) (1) — 5 (5) (1) Amounts reclassified from AOCI 2 1 — — 3 1 — — — 1 Adoption of ASU 2018-02 — — — — — (17) — — (3) (20) Other comprehensive income/(loss) 8 (49) (78) 16 (103) (17) — 5 (8) (20) Balance June 30, $ (84) $ (49) $ (479) $ 70 $ (542) $ (70) $ — $ (401) $ 25 $ (446) |
Summary of Notional Amounts of Outstanding Foreign Exchange Forwards | The following table summarizes the notional amounts of the Company’s outstanding foreign exchange forwards: June 30, 2020 December 31, 2019 Notional amount of currency pair: Sell Buy Sell Buy Contracts to sell USD for GBP $ 458 £ 369 $ 235 £ 178 Contracts to sell USD for Japanese Yen $ 23 ¥ 2,500 $ 29 ¥ 3,200 Contracts to sell USD for Canadian dollars $ 93 C$ 130 $ 83 $ 110 Contracts to sell USD for Singapore dollars $ 79 S$ 112 $ 41 S$ 56 Contracts to sell USD for Euros $ 324 € 291 $ 421 € 378 Contracts to sell Euros for GBP € — £ — € 25 £ 21 Contracts to sell USD for Russian Ruble $ 8 ₽ 580 $ — ₽ — Contracts to sell USD for Indian Rupee $ 15 ₹ 1,200 $ — ₹ — NOTE: € = Euro, £ = British pound, $ = U.S. dollar, ¥ = Japanese Yen, C$ = Canadian dollar, S$= Singapore dollars, ₽ = Russian Ruble, ₹= Indian Rupee |
Gains and Losses Recognized in Consolidated Statement of Operations on Derivatives Not Designated as Hedging instruments | The following table summarizes the impact to the consolidated statements of operations relating to the net losses on the Company’s derivatives which are not designated as hedging instruments: Derivatives not designated as accounting hedges Location on Statement of Operations Three Months Ended Six Months Ended 2020 2019 2020 2019 Foreign exchange forwards Other non-operating expense, net $ 5 $ (10) $ (35) $ (9) |
Fair Value of Derivative Instruments | The table below shows the classification between assets and liabilities on the Company’s consolidated balance sheets for the fair value of the derivative instrument as well as the carrying value of its non-derivative debt instruments designated and qualifying as net investment hedges: Derivative and Non-Derivative Instruments Balance Sheet Location June 30, 2020 December 31, 2019 Assets: Derivatives designated as accounting hedges: Cross-currency swaps designated as net investment hedges Other assets $ 92 $ 56 Interest rate swaps designated as fair value hedges Other assets 87 27 Total derivatives designated as accounting hedges 179 83 Derivatives not designated as accounting hedges: FX forwards on certain assets and liabilities Other current assets 8 9 Total assets $ 187 $ 92 Liabilities: Derivatives designated as accounting hedges: Cross-currency swaps designated as net investment hedges Other liabilities $ 13 $ — Total derivatives designated as accounting hedges 13 — Non-derivatives designated as accounting hedges: Long-term debt designated as net investment hedge Long-term debt 1,404 1,403 Derivatives not designated as accounting hedges: FX forwards on certain assets and liabilities Accounts payable and accrued liabilities 3 — Total liabilities $ 1,420 $ 1,403 |
Designated as Hedging Instrument | |
Derivative [Line Items] | |
Schedule of Interest Rate Swap | The following table provides information on the cross-currency swaps designated as net investment hedges under ASC Topic 815: June 30, 2020 Pay Receive Nature of Swap Notional Amount Weighted Average Interest Rate Notional Amount Weighted Average Interest Rate Pay Fixed/Receive Fixed € 1,079 1.43% $ 1,220 3.96% Pay Floating/Receive Floating 1,381 Based on 3-month EURIBOR 1,580 Based on 3-month USD LIBOR Total € 2,460 $ 2,800 December 31, 2019 Pay Receive Nature of Swap Notional Amount Weighted Average Interest Rate Notional Amount Weighted Average Interest Rate Pay Fixed/Receive Fixed € 1,079 1.43% $ 1,220 3.96% Pay Floating/Receive Floating 931 Based on 3-month EURIBOR 1,080 Based on 3-month USD LIBOR Total € 2,010 $ 2,300 |
GOODWILL AND OTHER ACQUIRED I_2
GOODWILL AND OTHER ACQUIRED INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Activity in Goodwill | The following table summarizes the activity in goodwill for the periods indicated: Six Months Ended June 30, 2020 MIS MA Consolidated Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Balance at beginning of year $ 315 $ — $ 315 $ 3,419 $ (12) $ 3,407 $ 3,734 $ (12) $ 3,722 Additions/ adjustments (1) — — — 497 — 497 497 — 497 Foreign currency translation adjustments (16) — (16) (41) — (41) (57) — (57) Ending balance $ 299 $ — $ 299 $ 3,875 $ (12) $ 3,863 $ 4,174 $ (12) $ 4,162 Year Ended December 31, 2019 MIS MA Consolidated Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Gross goodwill Accumulated impairment charge Net goodwill Balance at beginning of year $ 258 $ — $ 258 $ 3,535 $ (12) $ 3,523 $ 3,793 $ (12) $ 3,781 Additions/ adjustments (2) 53 — 53 61 — 61 114 — 114 Foreign currency translation adjustments 4 — 4 (14) — (14) (10) — (10) Divestiture of MAKS — — — (163) — (163) (163) — (163) Ending balance $ 315 $ — $ 315 $ 3,419 $ (12) $ 3,407 $ 3,734 $ (12) $ 3,722 (1) The 2020 additions/adjustments for the MA segment in the table above relate to the acquisition of RDC and RBA. (2) The 2019 additions/adjustments for the MIS segment in the table above relate to the acquisitions of Vigeo Eiris and Four Twenty Seven. The 2019 additions/adjustments for the MA segment in the table above relate to the acquisition of RiskFirst and ABS Suite. |
Acquired Intangible Assets and Related Amortization | Acquired intangible assets and related amortization consisted of: June 30, December 31, Customer relationships $ 1,479 $ 1,325 Accumulated amortization (263) (235) Net customer relationships 1,216 1,090 Trade secrets 30 30 Accumulated amortization (29) (29) Net trade secrets 1 1 Software/product technology 368 372 Accumulated amortization (143) (131) Net software/product technology 225 241 Trade names 148 150 Accumulated amortization (33) (30) Net trade names 115 120 Other (1) 181 80 Accumulated amortization (41) (34) Net other 140 46 Total acquired intangible assets, net $ 1,697 $ 1,498 (1) Other intangible assets primarily consist of databases, covenants not to compete, and acquired ratings methodologies and models. |
Amortization Expense Relating to Acquired Intangible Assets | Amortization expense relating to acquired intangible assets is as follows: Three Months Ended Six Months Ended 2020 2019 2020 2019 Amortization expense $ 31 $ 27 $ 59 $ 53 |
Estimated Future Amortization Expense for Acquired Intangible Assets Subject to Amortization | Estimated future amortization expense for acquired intangible assets subject to amortization is as follows: Year Ending December 31, 2020 (After June 30,) $ 60 2021 117 2022 117 2023 112 2024 105 Thereafter 1,186 Total estimated future amortization $ 1,697 |
RESTRUCTURING (Tables)
RESTRUCTURING (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Expenses Included in Consolidated Statements of Operations | Total expenses included in the accompanying consolidated statements of operations relating to the 2018 Restructuring Program are as follows: Three Months Ended Six Months Ended 2020 2019 2020 2019 Restructuring $ (2) $ 53 $ (3) $ 59 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments Carried at Fair Value on Recurring Basis | The table below presents information about items that are carried at fair value at June 30, 2020 and December 31, 2019: Fair value Measurement as of June 30, 2020 Description Balance Level 1 Level 2 Assets: Derivatives (1) $ 187 $ — $ 187 Mutual funds 46 46 — Total $ 233 $ 46 $ 187 Liabilities: Derivatives (1) $ 16 $ — $ 16 Total $ 16 $ — $ 16 Fair value Measurement as of December 31, 2019 Description Balance Level 1 Level 2 Assets: Derivatives (1) $ 92 $ — $ 92 Mutual funds 3 3 — Total $ 95 $ 3 $ 92 (1) Represents FX forwards on certain assets and liabilities as well as interest rate swaps, cross-currency swaps and forward contracts as more fully described in Note 10 to the condensed consolidated financial statements. |
OTHER BALANCE SHEET AND STATE_2
OTHER BALANCE SHEET AND STATEMENT OF OPERATIONS INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Balance Sheet And Statement Of Operations Information [Abstract] | |
Additional Details Related to Certain Balance Sheet Captions | The following tables contain additional detail related to certain balance sheet captions: June 30, 2020 December 31, 2019 Other current assets: Prepaid taxes $ 127 $ 79 Prepaid expenses 71 71 Capitalized costs to obtain and fulfill sales contracts 79 91 Other 86 89 Total other current assets $ 363 $ 330 Other assets: Investments in non-consolidated affiliates $ 125 $ 117 Deposits for real-estate leases 14 13 Indemnification assets related to acquisitions 16 16 Mutual funds and fixed deposits 46 10 Company owned life insurance (at contract value) 13 — Costs to obtain sales contracts 116 119 Cross currency and interest rate swaps 179 83 Other 52 31 Total other assets $ 561 $ 389 Accounts payable and accrued liabilities: Salaries and benefits $ 137 $ 152 Incentive compensation 89 208 Customer credits, advanced payments and advanced billings 44 28 Dividends 6 7 Professional service fees 43 43 Interest accrued on debt 67 63 Accounts payable 36 38 Income taxes 199 (1) 73 Pension and other retirement employee benefits 7 7 Accrued royalties 13 25 Foreign exchange forwards on certain assets and liabilities 3 — Restructuring liability 5 21 Other 146 108 Total accounts payable and accrued liabilities $ 795 $ 773 June 30, 2020 December 31, 2019 Other liabilities: Pension and other retirement employee benefits $ 197 $ 299 Interest accrued on UTPs 98 82 MAKS indemnification provisions 32 43 Income tax liability - non-current portion 51 51 Cross currency and interest rate swaps 13 — Restructuring liability 2 3 Other 25 26 Total other liabilities $ 418 $ 504 |
Other Non-Operating | The following table summarizes the components of other non-operating income (expense): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 FX (loss) gain $ (8) $ (10) $ 5 $ (16) Net periodic pension costs - other components 4 5 7 9 Income from investments in non-consolidated affiliates 3 6 — 7 Other 17 (1) 16 2 Total $ 16 $ — $ 28 $ 2 |
COMPREHENSIVE INCOME AND ACCU_2
COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Reclassifications out of AOCI | The following table provides details about the reclassifications out of AOCI: Losses on cash flow hedges Three Months Ended Six Months Ended Location in the consolidated statement of operations Interest rate contract $ — $ (1) Other non-operating expense, net Income tax effect of items above — — Provision for income taxes Total net gains (losses) on cash flow hedges — (1) Pension and other retirement benefits Amortization of actuarial losses and prior service costs included in net income (1) (2) Operating expense Amortization of actuarial losses and prior service costs included in net income — (1) SG&A expense Total before income taxes (1) (3) Income tax effect of item above — 1 Provision for income taxes Total pension and other retirement benefits (1) (2) Total net losses included in Net Income attributable to reclassifications out of AOCI $ (1) $ (3) Location in the consolidated statement of operations Three Months Ended Six Months Ended Pension and other retirement benefits Amortization of actuarial losses and prior service costs included in net income — (1) Operating expense Amortization of actuarial losses and prior service costs included in net income (1) (1) SG&A expense Total before income taxes (1) (2) Income tax effect of item above — 1 Provision for income taxes Total pension and other retirement benefits (1) (1) Total net losses included in Net Income attributable to reclassifications out of AOCI $ (1) $ (1) |
Components of Accumulated Other Comprehensive Income | The cumulative amount of net investment hedge and cash flow hedge gains (losses) remaining in AOCI is as follows: Cumulative Gains/(Losses), net of tax June 30, 2020 December 31, 2019 Net investment hedges Cross currency swaps $ 58 $ 41 FX forwards 26 26 Long-term debt (14) (13) Total net investment hedges $ 70 $ 54 Cash flow hedges Interest rate contracts $ (51) $ (2) Cross currency swaps 2 2 Total cash flow hedges (49) — Total net gain in AOCI $ 21 $ 54 The following tables show changes in AOCI by component (net of tax): Three Months Ended June 30, 2020 June 30, 2019 Gains/(Losses) Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Balance March 31, $ (92) $ (35) $ (570) $ 143 $ (554) $ (69) $ — $ (440) $ 54 $ (455) Other comprehensive income/(loss) before reclassifications 7 (14) 91 (73) 11 (2) — 39 (29) 8 Amounts reclassified from AOCI 1 — — — 1 1 — — — 1 Other comprehensive income/(loss) 8 (14) 91 (73) 12 (1) — 39 (29) 9 Balance June 30, $ (84) $ (49) $ (479) $ 70 $ (542) $ (70) $ — $ (401) $ 25 $ (446) Six Months Ended June 30, 2020 June 30, 2019 Gains/(Losses) Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Pension and Other Retirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustments Net Investment Hedges Total Balance December 31, $ (92) $ — $ (401) $ 54 $ (439) $ (53) $ — $ (406) $ 33 $ (426) Other comprehensive income/(loss) before reclassifications 6 (50) (78) 16 (106) (1) — 5 (5) (1) Amounts reclassified from AOCI 2 1 — — 3 1 — — — 1 Adoption of ASU 2018-02 — — — — — (17) — — (3) (20) Other comprehensive income/(loss) 8 (49) (78) 16 (103) (17) — 5 (8) (20) Balance June 30, $ (84) $ (49) $ (479) $ 70 $ (542) $ (70) $ — $ (401) $ 25 $ (446) |
PENSION AND OTHER RETIREMENT _2
PENSION AND OTHER RETIREMENT BENEFITS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Expense Related to Post-Retirement Plans | The components of net periodic benefit expense related to the Retirement Plans are as follows: Three Months Ended June 30, Pension Plans Other Retirement Plans 2020 2019 2020 2019 Components of net periodic expense Service cost $ 3 $ 4 $ 1 $ 1 Interest cost 5 5 — — Expected return on plan assets (5) (5) — — Amortization of net actuarial loss from earlier periods 1 1 — — Net periodic expense $ 4 $ 5 $ 1 $ 1 Six Months Ended June 30, Pension Plans Other Retirement Plans 2020 2019 2020 2019 Components of net periodic expense Service cost $ 8 $ 8 $ 2 $ 1 Interest cost 9 10 — 1 Expected return on plan assets (10) (10) — — Amortization of net actuarial loss from earlier periods 3 2 — — Net periodic expense $ 10 $ 10 $ 2 $ 2 |
INDEBTEDNESS (Tables)
INDEBTEDNESS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Total Indebtedness | The following table summarizes total indebtedness: June 30, 2020 Notes Payable: Principal Amount Fair Value of Interest Rate Swaps (1) Unamortized (Discount) Premium Unamortized Debt Issuance Costs Carrying Value 4.50% 2012 Senior Notes, due 2022 $ 500 $ 18 $ (1) $ (1) $ 516 4.875% 2013 Senior Notes, due 2024 500 — (1) (1) 498 5.25% 2014 Senior Notes (30-Year), due 2044 600 — 4 (5) 599 1.75% 2015 Senior Notes, due 2027 562 — — (3) 559 2.75% 2017 Senior Notes, due 2021 500 19 — (1) 518 2.625% 2017 Senior Notes, due 2023 500 15 (1) (2) 512 3.25% 2017 Senior Notes, due 2028 500 35 (4) (3) 528 4.25% 2018 Senior Notes, due 2029 400 — (3) (3) 394 4.875% 2018 Senior Notes, due 2048 400 — (7) (4) 389 0.950% 2019 Senior Notes, due 2030 842 — (3) (6) 833 3.75% 2020 Senior Notes, due 2025 700 — (1) (5) 694 3.25% 2020 Senior Notes, due 2050 300 — (4) (3) 293 Total long-term debt $ 6,304 $ 87 $ (21) $ (37) $ 6,333 December 31, 2019 Notes Payable: Principal Amount Fair Value of Interest Rate Swaps (1) Unamortized (Discount) Premium Unamortized Debt Issuance Costs Carrying Value 4.50% 2012 Senior Notes, due 2022 $ 500 $ 9 $ (1) $ (1) $ 507 4.875% 2013 Senior Notes, due 2024 500 — (1) (2) 497 5.25% 2014 Senior Notes (30-Year), due 2044 600 — 4 (5) 599 1.75% 2015 Senior Notes, due 2027 561 — — (3) 558 2.75% 2017 Senior Notes, due 2021 500 11 (1) (2) 508 2.625% 2017 Senior Notes, due 2023 500 7 (1) (2) 504 3.25% 2017 Senior Notes, due 2028 500 — (4) (3) 493 3.25% 2018 Senior Notes, due 2021 300 — — (1) 299 4.25% 2018 Senior Notes, due 2029 400 — (3) (3) 394 4.875% 2018 Senior Notes, due 2048 400 — (7) (4) 389 0.950% 2019 Senior Notes, due 2030 842 — (3) (6) 833 Total long-term debt $ 5,603 $ 27 $ (17) $ (32) $ 5,581 (1) The Company has entered into interest rate swaps on the 2012 Senior Notes, the 2017 Senior Notes due 2021, the 2017 Senior Notes due 2023 and the 2017 Senior Notes due 2028 which are more fully discussed in Note 10 above. These amounts represent the cumulative amount of fair value hedging adjustments included in the carrying amount of the hedged debt. |
Principal Payments Due on Long-Term Borrowings | The repayment schedule for the Company’s borrowings is as follows: Year Ending December 31, 2012 Senior Notes due 2022 2013 Senior Notes due 2024 2014 Senior Notes (30-Year) due 2044 2015 Senior Notes due 2027 2017 Senior Notes due 2021 2017 Senior Notes due 2023 2017 Senior Notes due 2028 2018 Senior Notes due 2029 2018 Senior Notes due 2048 2019 Senior Notes due 2030 2020 Senior Notes due 2025 2020 Senior Notes due 2050 Total 2020 (After June 30,) $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — 2021 — — — — 500 — — — — — — — $ 500 2022 500 — — — — — — — — — — — $ 500 2023 — — — — — 500 — — — — — — $ 500 2024 — 500 — — — — — — — — — — $ 500 Thereafter — — 600 562 — — 500 400 400 842 700 300 $ 4,304 Total $ 500 $ 500 $ 600 $ 562 $ 500 $ 500 $ 500 $ 400 $ 400 $ 842 $ 700 $ 300 $ 6,304 |
Summary of Components of Interest as Presented in Consolidated Statements of Operations | The following table summarizes the components of interest as presented in the consolidated statements of operations: Three Months Ended Six Months Ended 2020 2019 2020 2019 Income $ 3 $ 4 $ 7 $ 9 Expense on borrowings (48) (42) (79) (88) UTPs and other tax related liabilities (10) (8) (18) (13) Net periodic pension costs - interest component (5) (5) (10) (11) Total $ (60) $ (51) $ (100) $ (103) |
Interest Paid | The following table shows the cash paid for interest: Six Months Ended 2020 2019 Interest paid $ 72 $ 98 |
Fair Value and Carrying Value of Long-Term Debt | The fair value and carrying value of the Company’s debt as of June 30, 2020 and December 31, 2019 are as follows: June 30, 2020 December 31, 2019 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 4.50% 2012 Senior Notes, due 2022 $ 516 $ 537 $ 507 $ 531 4.875% 2013 Senior Notes, due 2024 498 565 497 551 5.25% 2014 Senior Notes (30-Year), due 2044 599 830 599 757 1.75% 2015 Senior Notes, due 2027 559 606 558 604 2.75% 2017 Senior Notes, due 2021 518 515 508 507 2.625% 2017 Senior Notes, due 2023 512 523 504 507 3.25% 2017 Senior Notes, due 2028 528 543 493 523 3.25% 2018 Senior Notes, due 2021 — — 299 306 4.25% 2018 Senior Notes, due 2029 394 475 394 453 4.875% 2018 Senior Notes, due 2048 389 532 389 492 0.950% 2019 Senior Notes, due 2030 833 859 833 847 3.75% 2020 Senior Notes, due 2025 694 790 — — 3.25% 2020 Senior Notes, due 2050 293 322 — — Total $ 6,333 $ 7,097 $ 5,581 $ 6,078 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Components of Lease Cost | The following table presents the components of the Company’s lease cost: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Operating lease cost $ 24 $ 24 $ 48 $ 49 Sublease income (1) — (2) — Variable lease cost 5 4 10 8 Total lease cost $ 28 $ 28 $ 56 $ 57 |
Schedule of Operating Leases Information | The following tables present other information related to the Company’s operating leases: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 27 $ 27 $ 53 $ 53 Right-of-use assets obtained in exchange for new operating lease liabilities $ 11 $ 7 $ 20 $ 16 June 30, 2020 June 30, 2019 Weighted-average remaining lease term 6.5 years 7.3 years Weighted-average discount rate applied to operating leases 3.6 % 3.6 % |
Lessee, Operating Lease, Liability, Maturity | The following table presents a maturity analysis of the future minimum lease payments included within the Company’s operating lease liabilities at June 30, 2020: Year Ending December 31, Operating Leases 2020 (After June 30) $ 54 2021 105 2022 93 2023 87 2024 80 After 2024 188 Total lease payments (undiscounted) 607 Less: Interest 66 Present value of lease liabilities: $ 541 Lease liabilities - current $ 90 Lease liabilities - noncurrent $ 451 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting Information [Line Items] | |
Financial Information by Segment | The table below shows revenue, operating income and Adjusted Operating Income by reportable segment. Adjusted Operating Income is a financial metric utilized by the Company’s chief operating decision maker to assess the profitability of each reportable segment. Refer to Note 3 for further details on the components of the Company’s revenue. Three Months Ended June 30, 2020 2019 MIS MA Eliminations Consolidated MIS MA Eliminations Consolidated Revenue $ 973 $ 499 $ (37) $ 1,435 $ 772 $ 478 $ (36) $ 1,214 Total Expense 369 393 (37) 725 352 415 (36) 731 Operating income 604 106 — 710 420 63 — 483 Add: Restructuring — (2) — (2) 26 27 — 53 Depreciation and amortization 19 39 — 58 18 34 — 52 Acquisition-Related Expenses — — — — — 2 — 2 Loss pursuant to the divestiture of MAKS — — — — — 9 — 9 Adjusted Operating Income $ 623 $ 143 $ — $ 766 $ 464 $ 135 $ — $ 599 Six Months Ended June 30, 2020 2019 MIS MA Eliminations Consolidated MIS MA Eliminations Consolidated Revenue $ 1,804 $ 997 $ (76) $ 2,725 $ 1,474 $ 952 $ (70) $ 2,356 Total Expenses 712 787 (76) 1,423 688 793 (70) 1,411 Operating income 1,092 210 — 1,302 786 159 — 945 Add: Restructuring (1) (2) — (3) 29 30 — 59 Depreciation and amortization 35 72 — 107 35 67 — 102 Acquisition-Related Expenses — — — — — 3 — 3 Loss pursuant to the divestiture of MAKS — 9 — 9 — 9 — 9 Adjusted Operating Income $ 1,126 $ 289 $ — $ 1,415 $ 850 $ 268 $ — $ 1,118 |
Company's Reportable Segment Revenues Disaggregated by Segment and Geographic Region | The following table presents the Company’s reportable segment revenues disaggregated by segment and geographic region: Three Months Ended Six Months Ended 2020 2019 2020 2019 MIS: U.S. $ 616 $ 436 $ 1,119 $ 847 Non-U.S.: EMEA 183 178 354 327 Asia-Pacific 90 84 171 163 Americas 49 41 88 72 Total Non-U.S. 322 303 613 562 Total MIS 938 739 1,732 1,409 MA: U.S. 221 202 432 403 Non-U.S.: EMEA 190 184 382 368 Asia-Pacific 54 57 109 110 Americas 32 32 70 66 Total Non-U.S. 276 273 561 544 Total MA 497 475 993 947 Total MCO $ 1,435 $ 1,214 $ 2,725 $ 2,356 |
Operating Segments | |
Segment Reporting Information [Line Items] | |
Company's Reportable Segment Revenues Disaggregated by Segment and Geographic Region | Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 United States $ 837 $ 638 $ 1,551 $ 1,250 Non-U.S.: EMEA 373 362 736 695 Asia-Pacific 144 141 280 273 Americas 81 73 158 138 Total Non-U.S. 598 576 1,174 1,106 Total $ 1,435 $ 1,214 $ 2,725 $ 2,356 |
Description of Business and B_2
Description of Business and Basis of Presentation - Additional Information (Detail) $ in Millions | 6 Months Ended | |||||
Jun. 30, 2020USD ($)segment | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Number of reportable segments | segment | 2 | |||||
Shareholders' equity | $ 1,232 | $ 799 | $ 831 | $ 575 | $ 325 | $ 656 |
3.75% 2020 Senior Notes, due 2025 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Increase in long term debt, net | 700 | |||||
Retained Earnings | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Shareholders' equity | $ 10,442 | $ 10,041 | 9,656 | $ 9,108 | $ 8,893 | 8,594 |
Cumulative Effect, Period of Adoption, Adjustment | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Shareholders' equity | (2) | 0 | ||||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Shareholders' equity | $ (2) | $ 20 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Accounting Policies [Abstract] | |
Expected credit losses | $ 28 |
Revenues - Revenue by Category
Revenues - Revenue by Category (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (37) | (36) | (76) | (70) |
MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 938 | 739 | 1,732 | 1,409 |
MIS | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 973 | 772 | 1,804 | 1,474 |
MIS | Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 35 | 33 | 72 | 65 |
MIS | Corporate Finance (CFG) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 572 | 388 | 1,025 | 743 |
MIS | Corporate Finance (CFG) | Investment-grade | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 291 | 96 | 435 | 193 |
MIS | Corporate Finance (CFG) | High-yield | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 99 | 69 | 174 | 126 |
MIS | Corporate Finance (CFG) | Bank loans | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 43 | 83 | 132 | 156 |
MIS | Corporate Finance (CFG) | Other accounts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 139 | 140 | 284 | 268 |
MIS | Structured Finance (SFG) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 81 | 112 | 177 | 213 |
MIS | Structured Finance (SFG) | Other accounts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1 | 1 | 2 | 2 |
MIS | Structured Finance (SFG) | Asset-backed securities | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 23 | 26 | 45 | 49 |
MIS | Structured Finance (SFG) | RMBS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 23 | 24 | 50 | 48 |
MIS | Structured Finance (SFG) | CMBS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 13 | 20 | 30 | 38 |
MIS | Structured Finance (SFG) | Structured credit | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 21 | 41 | 50 | 76 |
MIS | Financial Institutions (FIG) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 142 | 125 | 267 | 241 |
MIS | Financial Institutions (FIG) | Other accounts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 2 | 3 | 5 | 6 |
MIS | Financial Institutions (FIG) | Banking | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 88 | 84 | 174 | 164 |
MIS | Financial Institutions (FIG) | Insurance | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 44 | 28 | 74 | 57 |
MIS | Financial Institutions (FIG) | Managed investments | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 8 | 10 | 14 | 14 |
MIS | Public, Project And Infrastructure Finance (PPIF) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 133 | 108 | 242 | 201 |
MIS | Public, Project And Infrastructure Finance (PPIF) | Public finance / sovereign | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 64 | 53 | 121 | 99 |
MIS | Public, Project And Infrastructure Finance (PPIF) | Project and infrastructure | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 69 | 55 | 121 | 102 |
MIS | Rating Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 928 | 733 | 1,711 | 1,398 |
MIS | MIS Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 10 | 6 | 21 | 11 |
MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 497 | 475 | 993 | 947 |
MA | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 499 | 478 | 997 | 952 |
MA | Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 2 | 3 | 4 | 5 |
MA | Research, Data And Analytics (RD&A) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 366 | 315 | 724 | 623 |
MA | Enterprise Risk Solutions (ERS) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 131 | 117 | 269 | 239 |
MA | Professional Services (PS) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 43 | $ 0 | $ 85 |
Revenues - Revenues disaggregat
Revenues - Revenues disaggregated by Line of Business and Geographical Area (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 837 | 638 | 1,551 | 1,250 |
Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 598 | 576 | 1,174 | 1,106 |
MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 938 | 739 | 1,732 | 1,409 |
MIS | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 616 | 436 | 1,119 | 847 |
MIS | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 322 | 303 | 613 | 562 |
MIS | Corporate Finance (CFG) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 572 | 388 | 1,025 | 743 |
MIS | Corporate Finance (CFG) | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 413 | 242 | 727 | 485 |
MIS | Corporate Finance (CFG) | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 159 | 146 | 298 | 258 |
MIS | Structured Finance (SFG) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 81 | 112 | 177 | 213 |
MIS | Structured Finance (SFG) | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 45 | 72 | 106 | 134 |
MIS | Structured Finance (SFG) | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 36 | 40 | 71 | 79 |
MIS | Financial Institutions (FIG) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 142 | 125 | 267 | 241 |
MIS | Financial Institutions (FIG) | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 70 | 52 | 130 | 98 |
MIS | Financial Institutions (FIG) | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 72 | 73 | 137 | 143 |
MIS | Public, Project And Infrastructure Finance (PPIF) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 133 | 108 | 242 | 201 |
MIS | Public, Project And Infrastructure Finance (PPIF) | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 87 | 69 | 155 | 129 |
MIS | Public, Project And Infrastructure Finance (PPIF) | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 46 | 39 | 87 | 72 |
MIS | Rating Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 928 | 733 | 1,711 | 1,398 |
MIS | Rating Revenue | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 615 | 435 | 1,118 | 846 |
MIS | Rating Revenue | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 313 | 298 | 593 | 552 |
MIS | MIS Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 10 | 6 | 21 | 11 |
MIS | MIS Other | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1 | 1 | 1 | 1 |
MIS | MIS Other | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 9 | 5 | 20 | 10 |
MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 497 | 475 | 993 | 947 |
MA | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 221 | 202 | 432 | 403 |
MA | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 276 | 273 | 561 | 544 |
MA | Research, Data And Analytics (RD&A) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 366 | 315 | 724 | 623 |
MA | Research, Data And Analytics (RD&A) | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 167 | 138 | 325 | 273 |
MA | Research, Data And Analytics (RD&A) | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 199 | 177 | 399 | 350 |
MA | Enterprise Risk Solutions (ERS) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 131 | 117 | 269 | 239 |
MA | Enterprise Risk Solutions (ERS) | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 54 | 46 | 107 | 94 |
MA | Enterprise Risk Solutions (ERS) | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 77 | 71 | 162 | 145 |
MA | Professional Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 43 | 0 | 85 |
MA | Professional Services | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 18 | 0 | 36 |
MA | Professional Services | Non-U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 25 | $ 0 | $ 49 |
Revenues - Consolidated Revenue
Revenues - Consolidated Revenue Information by Geographic Area (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
MIS | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 938 | 739 | 1,732 | 1,409 |
MA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 497 | 475 | 993 | 947 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 837 | 638 | 1,551 | 1,250 |
United States | MIS | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 616 | 436 | 1,119 | 847 |
United States | MA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 221 | 202 | 432 | 403 |
EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 373 | 362 | 736 | 695 |
EMEA | MIS | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 183 | 178 | 354 | 327 |
EMEA | MA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 190 | 184 | 382 | 368 |
Asia-Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 144 | 141 | 280 | 273 |
Asia-Pacific | MIS | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 90 | 84 | 171 | 163 |
Asia-Pacific | MA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 54 | 57 | 109 | 110 |
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 81 | 73 | 158 | 138 |
Americas | MIS | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 49 | 41 | 88 | 72 |
Americas | MA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 32 | 32 | 70 | 66 |
Non-U.S. | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 598 | 576 | 1,174 | 1,106 |
Non-U.S. | MIS | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 322 | 303 | 613 | 562 |
Non-U.S. | MA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 276 | $ 273 | $ 561 | $ 544 |
Revenues - Transaction and Rela
Revenues - Transaction and Relationship Revenue (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 938 | $ 739 | $ 1,732 | $ 1,409 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 497 | $ 475 | $ 993 | $ 947 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Corporate Finance (CFG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 572 | $ 388 | $ 1,025 | $ 743 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Structured Finance (SFG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 81 | $ 112 | $ 177 | $ 213 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Financial Institutions (FIG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 142 | $ 125 | $ 267 | $ 241 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Public, Project And Infrastructure Finance (PPIF) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 133 | $ 108 | $ 242 | $ 201 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
MIS Other | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 10 | $ 6 | $ 21 | $ 11 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Research, Data And Analytics (RD&A) | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 366 | $ 315 | $ 724 | $ 623 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Enterprise Risk Solutions (ERS) | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 131 | $ 117 | $ 269 | $ 239 |
Percentage of Revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Professional Services | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 43 | $ 0 | $ 85 |
Percentage of Revenues | 0.00% | 100.00% | 0.00% | 100.00% |
Transaction Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 706 | $ 548 | $ 1,275 | $ 1,029 |
Percentage of Revenues | 49.00% | 45.00% | 47.00% | 44.00% |
Transaction Revenue | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 664 | $ 478 | $ 1,183 | $ 888 |
Percentage of Revenues | 71.00% | 65.00% | 68.00% | 63.00% |
Transaction Revenue | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 42 | $ 70 | $ 92 | $ 141 |
Percentage of Revenues | 8.00% | 15.00% | 9.00% | 15.00% |
Transaction Revenue | Corporate Finance (CFG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 457 | $ 277 | $ 795 | $ 526 |
Percentage of Revenues | 80.00% | 71.00% | 78.00% | 71.00% |
Transaction Revenue | Structured Finance (SFG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 35 | $ 69 | $ 85 | $ 126 |
Percentage of Revenues | 43.00% | 62.00% | 48.00% | 59.00% |
Transaction Revenue | Financial Institutions (FIG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 76 | $ 61 | $ 136 | $ 109 |
Percentage of Revenues | 54.00% | 49.00% | 51.00% | 45.00% |
Transaction Revenue | Public, Project And Infrastructure Finance (PPIF) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 96 | $ 71 | $ 165 | $ 126 |
Percentage of Revenues | 72.00% | 66.00% | 68.00% | 63.00% |
Transaction Revenue | MIS Other | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 2 | $ 1 |
Percentage of Revenues | 0.00% | 0.00% | 10.00% | 9.00% |
Transaction Revenue | Research, Data And Analytics (RD&A) | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 16 | $ 4 | $ 34 | $ 9 |
Percentage of Revenues | 4.00% | 1.00% | 5.00% | 1.00% |
Transaction Revenue | Enterprise Risk Solutions (ERS) | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 26 | $ 23 | $ 58 | $ 47 |
Percentage of Revenues | 20.00% | 20.00% | 22.00% | 20.00% |
Transaction Revenue | Professional Services | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 43 | $ 0 | $ 85 |
Percentage of Revenues | 0.00% | 100.00% | 0.00% | 100.00% |
Relationship Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 729 | $ 666 | $ 1,450 | $ 1,327 |
Percentage of Revenues | 51.00% | 55.00% | 53.00% | 56.00% |
Relationship Revenue | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 274 | $ 261 | $ 549 | $ 521 |
Percentage of Revenues | 29.00% | 35.00% | 32.00% | 37.00% |
Relationship Revenue | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 455 | $ 405 | $ 901 | $ 806 |
Percentage of Revenues | 92.00% | 85.00% | 91.00% | 85.00% |
Relationship Revenue | Corporate Finance (CFG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 115 | $ 111 | $ 230 | $ 217 |
Percentage of Revenues | 20.00% | 29.00% | 22.00% | 29.00% |
Relationship Revenue | Structured Finance (SFG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 46 | $ 43 | $ 92 | $ 87 |
Percentage of Revenues | 57.00% | 38.00% | 52.00% | 41.00% |
Relationship Revenue | Financial Institutions (FIG) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 66 | $ 64 | $ 131 | $ 132 |
Percentage of Revenues | 46.00% | 51.00% | 49.00% | 55.00% |
Relationship Revenue | Public, Project And Infrastructure Finance (PPIF) | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 37 | $ 37 | $ 77 | $ 75 |
Percentage of Revenues | 28.00% | 34.00% | 32.00% | 37.00% |
Relationship Revenue | MIS Other | MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 10 | $ 6 | $ 19 | $ 10 |
Percentage of Revenues | 100.00% | 100.00% | 90.00% | 91.00% |
Relationship Revenue | Research, Data And Analytics (RD&A) | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 350 | $ 311 | $ 690 | $ 614 |
Percentage of Revenues | 96.00% | 99.00% | 95.00% | 99.00% |
Relationship Revenue | Enterprise Risk Solutions (ERS) | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 105 | $ 94 | $ 211 | $ 192 |
Percentage of Revenues | 80.00% | 80.00% | 78.00% | 80.00% |
Relationship Revenue | Professional Services | MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Percentage of Revenues | 0.00% | 0.00% | 0.00% | 0.00% |
Revenues - Revenue Recognition
Revenues - Revenue Recognition Timing (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
At Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 684 | 500 | 1,242 | 940 |
Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 751 | 714 | 1,483 | 1,416 |
MIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 938 | 739 | 1,732 | 1,409 |
MIS | At Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 664 | 478 | 1,183 | 888 |
MIS | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 274 | 261 | 549 | 521 |
MA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 497 | 475 | 993 | 947 |
MA | At Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 20 | 22 | 59 | 52 |
MA | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | $ 477 | $ 453 | $ 934 | $ 895 |
Revenues - Additional Informati
Revenues - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
MIS | ||
Disaggregation of Revenue [Line Items] | ||
Unbilled Receivables | $ 437 | $ 346 |
MA | ||
Disaggregation of Revenue [Line Items] | ||
Unbilled Receivables | $ 63 | $ 53 |
Revenues - Schedule of Changes
Revenues - Schedule of Changes in the Deferred Revenue Balances (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Change in Contract with Customer, Liability [Abstract] | |||||
Beginning Balance | $ 1,222 | $ 1,183 | $ 1,162 | $ 1,076 | |
Revenue recognized that was included in the deferred revenue balance at the beginning of the period | (456) | (454) | (844) | (694) | |
Increases due to amounts billable excluding amounts recognized as revenue during the period | 334 | 347 | 790 | 689 | |
Increases due to RDC acquisition during the period | 20 | ||||
Amount included in liabilities reclassified as held for sale | (3) | (3) | |||
Effect of exchange rate changes | 5 | (2) | (23) | 3 | |
Total changes in deferred revenue | (117) | (112) | (57) | (5) | |
Ending Balance | 1,105 | 1,071 | 1,105 | 1,071 | |
Deferred revenue - current | 1,001 | 953 | 1,001 | 953 | $ 1,050 |
Deferred revenue - noncurrent | 104 | 118 | 104 | 118 | $ 112 |
MIS | |||||
Change in Contract with Customer, Liability [Abstract] | |||||
Beginning Balance | 379 | 388 | 322 | 326 | |
Revenue recognized that was included in the deferred revenue balance at the beginning of the period | (115) | (114) | (167) | (161) | |
Increases due to amounts billable excluding amounts recognized as revenue during the period | 100 | 101 | 213 | 210 | |
Increases due to RDC acquisition during the period | 0 | ||||
Amount included in liabilities reclassified as held for sale | 0 | 0 | |||
Effect of exchange rate changes | 1 | 1 | (3) | 1 | |
Total changes in deferred revenue | (14) | (12) | 43 | 50 | |
Ending Balance | 365 | 376 | 365 | 376 | |
Deferred revenue - current | 265 | 262 | 265 | 262 | |
Deferred revenue - noncurrent | 100 | 114 | 100 | 114 | |
MA | |||||
Change in Contract with Customer, Liability [Abstract] | |||||
Beginning Balance | 843 | 795 | 840 | 750 | |
Revenue recognized that was included in the deferred revenue balance at the beginning of the period | (341) | (340) | (677) | (533) | |
Increases due to amounts billable excluding amounts recognized as revenue during the period | 234 | 246 | 577 | 479 | |
Increases due to RDC acquisition during the period | 20 | ||||
Amount included in liabilities reclassified as held for sale | (3) | (3) | |||
Effect of exchange rate changes | 4 | (3) | (20) | 2 | |
Total changes in deferred revenue | (103) | (100) | (100) | (55) | |
Ending Balance | 740 | 695 | 740 | 695 | |
Deferred revenue - current | 736 | 691 | 736 | 691 | |
Deferred revenue - noncurrent | $ 4 | $ 4 | $ 4 | $ 4 |
Revenues - Expected Recognition
Revenues - Expected Recognition Period for Remaining Performance Obligations (Detail) $ in Millions | Jun. 30, 2020USD ($) |
MIS | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 136 |
MIS | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 20.00% |
Revenue, remaining performance obligation, period | 1 year |
MIS | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 50.00% |
Revenue, remaining performance obligation, period | 4 years |
MA | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 1,800 |
MA | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 65.00% |
Revenue, remaining performance obligation, period | 1 year |
MA | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 20.00% |
Revenue, remaining performance obligation, period | 1 year |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Cost and Associated Tax Benefit (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | ||||
Stock-based compensation cost | $ 35 | $ 34 | $ 72 | $ 70 |
Tax benefit | $ 7 | $ 7 | $ 14 | $ 15 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Employee stock options, granted (in shares) | shares | 0.1 |
Employee stock options, weighted average grant date fair value (in usd per share) | $ / shares | $ 60.53 |
Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Other than options, shares granted (in shares) | shares | 0.5 |
Other than options, weighted average grant date fair value (in usd per share) | $ / shares | $ 275.11 |
Award vesting period (in years) | 4 years |
Unrecognized compensation expense | $ | $ 222 |
Weighted average period to recognize expense | 2 years 7 months 6 days |
Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period (in years) | 4 years |
Unrecognized compensation expense | $ | $ 9 |
Weighted average period to recognize expense | 2 years 4 months 24 days |
Performance Based Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Other than options, shares granted (in shares) | shares | 0.1 |
Other than options, weighted average grant date fair value (in usd per share) | $ / shares | $ 273.85 |
Award vesting period (in years) | 3 years |
Unrecognized compensation expense | $ | $ 29 |
Weighted average period to recognize expense | 2 years 1 month 6 days |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted Average Assumptions used in Determining Fair Value for Options Granted (Detail) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Expected dividend yield | 0.80% |
Expected stock volatility | 22.43% |
Risk-free interest rate | 1.45% |
Expected holding period | 5 years 8 months 12 days |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock Option Exercises and Restricted Stock Vesting (Detail) - USD ($) shares in Millions, $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Proceeds from stock option exercises | $ 23 | $ 23 |
Aggregate intrinsic value | 74 | 83 |
Tax benefit realized upon exercise | $ 18 | $ 20 |
Number of shares exercised (shares) | 0.4 | 0.6 |
Restricted Stock | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Fair value of shares vested | $ 193 | $ 150 |
Tax benefit realized upon vesting | $ 45 | $ 36 |
Number of shares vested (shares) | 0.8 | 0.8 |
Performance Based Restricted Stock | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Fair value of shares vested | $ 70 | $ 48 |
Tax benefit realized upon vesting | $ 17 | $ 12 |
Number of shares vested (shares) | 0.3 | 0.3 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Contingency [Line Items] | ||||
Effective tax rate (percent) | 23.60% | 28.00% | 19.00% | 18.80% |
Excess tax benefits from stock compensation | $ 46 | |||
Decrease to tax positions | 24 | |||
Overall increase (decrease) in unrecognized tax benefits (UTPs) | $ (6) | $ 22 | ||
Net of Federal Tax | ||||
Income Tax Contingency [Line Items] | ||||
Overall increase (decrease) in unrecognized tax benefits (UTPs) | $ (6) | $ 23 |
Income Taxes - Income Taxes Pai
Income Taxes - Income Taxes Paid (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income taxes paid (1) | $ 111 | $ 198 |
Weighted Average Shares Outst_3
Weighted Average Shares Outstanding - Reconciliation of Basic to Diluted Shares Outstanding (Detail) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Basic (in shares) | 187.7 | 189.4 | 187.6 | 189.9 |
Dilutive effect of shares issuable under stock-based compensation plans (in shares) | 1.3 | 1.9 | 1.7 | 2.2 |
Diluted (in shares) | 189 | 191.3 | 189.3 | 192.1 |
Anti-dilutive options to purchase common shares and restricted stock as well as contingently issuable restricted stock which are excluded from the table above (in shares) | 0.3 | 0.3 | 0.3 | 0.3 |
Accelerated Share Repurchase _2
Accelerated Share Repurchase Program - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions | Apr. 26, 2019 | Feb. 20, 2019 | Apr. 26, 2019 |
Accelerated Share Repurchases [Line Items] | |||
Accelerated share repurchases, final price paid per share (in usd per share) | $ 180.33 | ||
Accelerated Share Repurchases | |||
Accelerated Share Repurchases [Line Items] | |||
Treasury shares repurchased (in shares) | 2.8 | ||
February 20, 2019 | |||
Accelerated Share Repurchases [Line Items] | |||
Accelerated share repurchase payment | $ 500,000,000 | ||
February 20, 2019 | Accelerated Share Repurchases | |||
Accelerated Share Repurchases [Line Items] | |||
Treasury shares repurchased (in shares) | 2.2 | ||
April 26, 2019 | Accelerated Share Repurchases | |||
Accelerated Share Repurchases [Line Items] | |||
Treasury shares repurchased (in shares) | 0.6 |
Cash Equivalents and Investme_3
Cash Equivalents and Investments (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Cash and Cash Equivalents [Line Items] | ||
Fair Value | $ 46 | $ 3 |
Cash and cash equivalents | 2,099 | 1,832 |
Short-term investments | 100 | 98 |
Certificates of deposit and money market deposit accounts | ||
Cash and Cash Equivalents [Line Items] | ||
Cost | 1,128 | 971 |
Gains/(Losses) | 0 | 0 |
Fair Value | 1,128 | 971 |
Cash and cash equivalents | 1,028 | 866 |
Short-term investments | 97 | 95 |
Other assets | 3 | 10 |
Mutual funds | ||
Cash and Cash Equivalents [Line Items] | ||
Cost | 46 | 3 |
Gains/(Losses) | 0 | 0 |
Fair Value | 46 | 3 |
Cash and cash equivalents | 0 | 0 |
Short-term investments | 3 | 3 |
Other assets | $ 43 | $ 0 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments (Footnote) (Detail) - Certificates of deposit and money market deposit accounts | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Short-term Investments | Minimum | ||
Cash and Cash Equivalents [Line Items] | ||
Securities maturity period | 1 month | 1 month |
Short-term Investments | Maximum | ||
Cash and Cash Equivalents [Line Items] | ||
Securities maturity period | 12 months | 12 months |
Other assets | Minimum | ||
Cash and Cash Equivalents [Line Items] | ||
Securities maturity period | 13 months | 13 months |
Other assets | Maximum | ||
Cash and Cash Equivalents [Line Items] | ||
Securities maturity period | 23 months | 18 months |
Cash and Cash Equivalents | Maximum | ||
Cash and Cash Equivalents [Line Items] | ||
Securities maturity period | 90 days |
Cash Equivalents and Investme_5
Cash Equivalents and Investments (Narrative) (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Cash and Cash Equivalents [Abstract] | |
Cash surrender value of life insurance | $ 13 |
Acquisitions and Other Strate_3
Acquisitions and Other Strategic Initiatives - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Mar. 31, 2020 | Feb. 13, 2020 |
Regulatory Data Corporation | |||
Business Acquisition [Line Items] | |||
Business acquisition interests acquired | 100.00% | ||
Acquired cash included in current assets | $ 6 | ||
Accounts receivable gross included in current assets | $ 14 | ||
Vigeo Eiris | |||
Business Acquisition [Line Items] | |||
Business acquisition interests acquired | 99.80% | 69.20% |
Acquisitions and Other Strate_4
Acquisitions and Other Strategic Initiatives - Total Consideration Relating to Acquisition (Details) - Regulatory Data Corporation $ in Millions | Feb. 13, 2020USD ($) |
Business Acquisition [Line Items] | |
Cash paid at closing | $ 700 |
Additional consideration to be paid to sellers in 2020 | 2 |
Total consideration | $ 702 |
Acquisitions and Other Strate_5
Acquisitions and Other Strategic Initiatives - Purchase Price Allocation (Details) - USD ($) $ in Millions | Feb. 13, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 4,162 | $ 3,722 | $ 3,781 | |
Regulatory Data Corporation | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 24 | |||
Total intangible assets | 280 | |||
Goodwill | 494 | |||
Other assets | 2 | |||
Accounts payable and accrued liabilities | (5) | |||
Deferred revenue | (20) | |||
Deferred tax liabilities | (71) | |||
Other liabilities | (2) | |||
Total liabilities | (98) | |||
Net assets acquired | $ 702 | |||
Acquired finite-lived intangible asset, useful life | 19 years | |||
Regulatory Data Corporation | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Total intangible assets | $ 174 | |||
Acquired finite-lived intangible asset, useful life | 25 years | |||
Regulatory Data Corporation | Database | ||||
Business Acquisition [Line Items] | ||||
Total intangible assets | $ 86 | |||
Acquired finite-lived intangible asset, useful life | 10 years | |||
Regulatory Data Corporation | Product technology | ||||
Business Acquisition [Line Items] | ||||
Total intangible assets | $ 17 | |||
Acquired finite-lived intangible asset, useful life | 4 years | |||
Regulatory Data Corporation | Trade names | ||||
Business Acquisition [Line Items] | ||||
Total intangible assets | $ 3 | |||
Acquired finite-lived intangible asset, useful life | 3 years |
Derivative Instruments And He_3
Derivative Instruments And Hedging Activities - Schedule of Interest Rate Swap (Details) - Fair Value Hedging - Interest Rate Swap - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Derivative [Line Items] | ||
Notional Amount | $ 1,580 | $ 1,080 |
4.50% 2012 Senior Notes, due 2022 | ||
Derivative [Line Items] | ||
Nature of Swap | Pay Floating/Receive Fixed | |
Notional Amount | $ 330 | 330 |
Floating Interest Rate | 3-month USD LIBOR | |
2.75% 2017 Senior Notes, due 2021 | ||
Derivative [Line Items] | ||
Nature of Swap | Pay Floating/Receive Fixed | |
Notional Amount | $ 500 | 500 |
Floating Interest Rate | 3-month USD LIBOR | |
2.625% 2017 Senior Notes, due 2023 | ||
Derivative [Line Items] | ||
Nature of Swap | Pay Floating/Receive Fixed | |
Notional Amount | $ 250 | 250 |
Floating Interest Rate | 3-month USD LIBOR | |
2017 Senior Notes due 2028 | ||
Derivative [Line Items] | ||
Nature of Swap | Pay Floating/Receive Fixed | |
Notional Amount | $ 500 | $ 0 |
Floating Interest Rate | 3-month USD LIBOR |
Derivative Instruments And He_4
Derivative Instruments And Hedging Activities - Summary of Net Gain (Loss) on Interest Rate Swaps Designated in Fair Value Hedge (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Interest expense, net | $ (60) | $ (51) | $ (100) | $ (103) |
Designated as Hedging Instrument | Interest Rate Swap | Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Fair value changes on interest rate swaps | 2 | 20 | 60 | 31 |
Fair value changes on hedged debt | (2) | (20) | (60) | (31) |
Designated as Hedging Instrument | Interest Rate Swap | Interest Expense | Fair Value hedge Net Interest Settlements and Accruals | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net interest settlements and accruals on interest rate swaps | $ 5 | $ 0 | $ 8 | $ 0 |
Derivative Instruments And He_5
Derivative Instruments And Hedging Activities - Additional Information (Detail) | May 20, 2020 | Jan. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2020EUR (€) | Apr. 30, 2020USD ($) | Dec. 31, 2019USD ($) |
Derivative [Line Items] | ||||||
Cumulative loss | $ 542,000,000 | $ 439,000,000 | ||||
Designated as Hedging Instrument | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | (21,000,000) | (54,000,000) | ||||
Net Investment Hedging | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | (70,000,000) | (54,000,000) | ||||
Net Investment Hedging | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | (58,000,000) | (41,000,000) | ||||
2021 | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | € 687,000,000 | |||||
2022 | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | 438,000,000 | |||||
2023 | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | 442,000,000 | |||||
2024 | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | 443,000,000 | |||||
2026 | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | € 450,000,000 | |||||
Cash Flow Hedging | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | 49,000,000 | 0 | ||||
Cash Flow Hedging | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | (2,000,000) | (2,000,000) | ||||
Cash Flow Hedging | Forward Contracts | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | $ 68,000,000 | |||||
Cash Flow Hedging | Interest rate contract | ||||||
Derivative [Line Items] | ||||||
Cumulative loss | $ 51,000,000 | $ 2,000,000 | ||||
Cash Flow Hedging | Designated as Hedging Instrument | Forward Contracts | ||||||
Derivative [Line Items] | ||||||
Notional Amount | $ 300,000,000 | |||||
Forward interest rate | 2.0103% | |||||
Debt instrument, term | 30 years | |||||
1.75% 2015 Senior Notes, due 2027 | ||||||
Derivative [Line Items] | ||||||
Notes payable, interest rate | 1.75% | 1.75% | 1.75% | |||
1.75% 2015 Senior Notes, due 2027 | Net Investment Hedging | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | € 500,000,000 | |||||
2019 Senior Notes Due 2030 | Net Investment Hedging | Designated as Hedging Instrument | Cross-currency swap | ||||||
Derivative [Line Items] | ||||||
Notional Amount | € | € 750,000,000 | |||||
3.25% 2020 Senior Notes, due 2050 | ||||||
Derivative [Line Items] | ||||||
Debt instrument, term | 30 years | |||||
Notes payable, interest rate | 3.25% | 3.25% | 3.25% |
Derivative Instruments And He_6
Derivative Instruments And Hedging Activities - Summary of Notional Amounts of Outstanding Cross Currency Swap (Detail) - Cross-currency swap - Net Investment Hedging € in Millions, $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020EUR (€) | Dec. 31, 2019EUR (€) | |
3.96% | ||||
Derivative [Line Items] | ||||
Nature of Swap | Pay Fixed/Receive Fixed | Pay Fixed/Receive Fixed | ||
3-month U.S. LIBOR | ||||
Derivative [Line Items] | ||||
Nature of Swap | Pay Floating/Receive Floating | Pay Floating/Receive Floating | ||
Currency Paid | ||||
Derivative [Line Items] | ||||
Notional Amount | € | € 2,460 | € 2,010 | ||
Currency Paid | 1.43% | ||||
Derivative [Line Items] | ||||
Notional Amount | € | € 1,079 | € 1,079 | ||
Weighted Average Fixed Interest Rate | 1.43% | 1.43% | 1.43% | 1.43% |
Currency Paid | 3-month EURIBOR | ||||
Derivative [Line Items] | ||||
Notional Amount | € | € 1,381 | € 931 | ||
Weighted Average Floating Interest Rate | Based on 3-month EURIBOR | Based on 3-month EURIBOR | ||
Currency Received | ||||
Derivative [Line Items] | ||||
Notional Amount | $ | $ 2,800 | $ 2,300 | ||
Currency Received | 3.96% | ||||
Derivative [Line Items] | ||||
Notional Amount | $ | $ 1,220 | $ 1,220 | ||
Weighted Average Fixed Interest Rate | 3.96% | 3.96% | 3.96% | 3.96% |
Currency Received | 3-month U.S. LIBOR | ||||
Derivative [Line Items] | ||||
Notional Amount | $ | $ 1,580 | $ 1,080 | ||
Weighted Average Floating Interest Rate | Based on 3-month USD LIBOR | Based on 3-month USD LIBOR |
Derivative Instruments And He_7
Derivative Instruments And Hedging Activities - Gains (Losses) Recognized in AOCI and Reclassified from AOCI on Derivatives (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Cash Flow Hedging Relationships, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | $ (14) | $ 0 | $ (50) | $ 0 |
Total, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | (87) | (29) | (34) | (5) |
Cash Flow Hedging Relationships, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | (1) | 0 | ||
Total, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | 0 | 0 | (1) | 0 |
Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | 14 | 14 | 30 | 22 |
Net Investment Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net Investment Hedging Relationships, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | (73) | (29) | 16 | (5) |
Net Investment Hedging Relationships, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | 0 | 0 | 0 | 0 |
Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | 14 | 14 | 30 | 22 |
Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Cash Flow Hedging Relationships, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | (14) | 0 | (50) | 0 |
Cash Flow Hedging Relationships, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | 0 | 0 | (1) | 0 |
Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | 0 | 0 | 0 | 0 |
Cross-currency swap | Net Investment Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net Investment Hedging Relationships, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | (49) | (20) | 17 | (5) |
Net Investment Hedging Relationships, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | 0 | 0 | 0 | 0 |
Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | 14 | 14 | 30 | 22 |
Long-term debt | Net Investment Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net Investment Hedging Relationships, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | (24) | (9) | (1) | 0 |
Net Investment Hedging Relationships, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | 0 | 0 | 0 | 0 |
Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | 0 | 0 | 0 | 0 |
Interest rate contract | Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Cash Flow Hedging Relationships, Amount of Gain/(Loss) Recognized in AOCI on Derivative, net of Tax | (14) | 0 | (50) | 0 |
Cash Flow Hedging Relationships, Amount of Gain/(Loss) Reclassified from AOCI into Income, net of Tax | 0 | 0 | (1) | 0 |
Gain/(Loss) Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | $ 0 | $ 0 | $ 0 | $ 0 |
Derivative Instruments And He_8
Derivative Instruments And Hedging Activities - Cumulative Amount of Unrecognized Hedge Losses Recorded in AOCI (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | ||
Accumulated other comprehensive loss | $ (542) | $ (439) |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | 21 | 54 |
Net Investment Hedging | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | 70 | 54 |
Net Investment Hedging | FX forwards | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | 26 | 26 |
Net Investment Hedging | Long-term debt | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | (14) | (13) |
Net Investment Hedging | Cross-currency swap | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | 58 | 41 |
Cash Flow Hedging | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | (49) | 0 |
Cash Flow Hedging | Interest rate contract | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | (51) | (2) |
Cash Flow Hedging | Cross-currency swap | ||
Derivative [Line Items] | ||
Accumulated other comprehensive loss | $ 2 | $ 2 |
Derivative Instruments And He_9
Derivative Instruments And Hedging Activities - Summary of Notional Amounts of Outstanding Foreign Exchange Forwards (Detail) - Not Designated as Accounting Hedges ₽ in Millions, € in Millions, ₨ in Millions, ¥ in Millions, £ in Millions, $ in Millions, $ in Millions, $ in Millions | Jun. 30, 2020USD ($) | Jun. 30, 2020EUR (€) | Jun. 30, 2020GBP (£) | Jun. 30, 2020JPY (¥) | Jun. 30, 2020CAD ($) | Jun. 30, 2020SGD ($) | Jun. 30, 2020RUB (₽) | Jun. 30, 2020INR (₨) | Dec. 31, 2019USD ($) | Dec. 31, 2019EUR (€) | Dec. 31, 2019GBP (£) | Dec. 31, 2019JPY (¥) | Dec. 31, 2019CAD ($) | Dec. 31, 2019SGD ($) | Dec. 31, 2019RUB (₽) | Dec. 31, 2019INR (₨) |
Contracts to sell USD for GBP | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | $ 458 | £ 369 | $ 235 | £ 178 | ||||||||||||
Contracts to sell USD for Japanese Yen | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | 23 | ¥ 2,500 | 29 | ¥ 3,200 | ||||||||||||
Contracts to sell USD for Canadian dollars | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | 93 | $ 130 | 83 | $ 110 | ||||||||||||
Contracts to sell USD for Singapore dollars | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | 79 | $ 112 | 41 | $ 56 | ||||||||||||
Contracts to sell USD for Euros | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | 324 | € 291 | 421 | € 378 | ||||||||||||
Contracts to sell Euros for GBP | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | € 0 | £ 0 | € 25 | £ 21 | ||||||||||||
Contracts to sell USD for Russian Ruble | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | 8 | ₽ 580 | 0 | ₽ 0 | ||||||||||||
Contracts to sell USD for Indian Rupee | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional Amount | $ 15 | ₨ 1,200 | $ 0 | ₨ 0 |
Derivative Instruments And H_10
Derivative Instruments And Hedging Activities - Summary of Net Gain (Loss) on Foreign Exchange Forwards Not Designated as Hedging Instruments (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Other non-operating expense, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Foreign exchange forwards amount of gain (loss) recognized in income | $ 5 | $ (10) | $ (35) | $ (9) |
Derivative Instruments And H_11
Derivative Instruments And Hedging Activities - Fair Value of Derivative Instruments (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Derivatives, Fair Value [Line Items] | ||
Assets | $ 187 | $ 92 |
Liabilities | 1,420 | 1,403 |
Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 179 | 83 |
Liabilities | 13 | 0 |
Designated as Hedging Instrument | Long-term debt | Net Investment Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | 1,404 | 1,403 |
Designated as Hedging Instrument | Cross-currency swap | Other assets | Net Investment Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 92 | 56 |
Designated as Hedging Instrument | Cross-currency swap | Other liabilities | Net Investment Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | 13 | 0 |
Designated as Hedging Instrument | Interest Rate Swap | Other assets | Fair Value Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 87 | 27 |
Not Designated as Accounting Hedges | FX forwards | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 8 | 9 |
Not Designated as Accounting Hedges | FX forwards | Accounts payable and accrued liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | $ 3 | $ 0 |
Goodwill And Other Acquired I_3
Goodwill And Other Acquired Intangible Assets - Activity in Goodwill (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | ||
Beginning balance, Goodwill gross | $ 3,734 | $ 3,793 |
Beginning balance, Accumulated impairment charge | (12) | (12) |
Beginning balance, goodwill net | 3,722 | 3,781 |
Additions/adjustments | 497 | 114 |
Foreign currency translation adjustments | (57) | (10) |
Divestiture of MAKS | (163) | |
Ending balance, Goodwill gross | 4,174 | 3,734 |
Ending balance, Accumulated impairment charge | (12) | (12) |
Ending balance, goodwill net | 4,162 | 3,722 |
MIS | ||
Goodwill [Roll Forward] | ||
Beginning balance, Goodwill gross | 315 | 258 |
Beginning balance, Accumulated impairment charge | 0 | 0 |
Beginning balance, goodwill net | 315 | 258 |
Additions/adjustments | 0 | 53 |
Foreign currency translation adjustments | (16) | 4 |
Divestiture of MAKS | 0 | |
Ending balance, Goodwill gross | 299 | 315 |
Ending balance, Accumulated impairment charge | 0 | 0 |
Ending balance, goodwill net | 299 | 315 |
MA | ||
Goodwill [Roll Forward] | ||
Beginning balance, Goodwill gross | 3,419 | 3,535 |
Beginning balance, Accumulated impairment charge | (12) | (12) |
Beginning balance, goodwill net | 3,407 | 3,523 |
Additions/adjustments | 497 | 61 |
Foreign currency translation adjustments | (41) | (14) |
Divestiture of MAKS | (163) | |
Ending balance, Goodwill gross | 3,875 | 3,419 |
Ending balance, Accumulated impairment charge | (12) | (12) |
Ending balance, goodwill net | $ 3,863 | $ 3,407 |
Goodwill And Other Acquired I_4
Goodwill And Other Acquired Intangible Assets - Acquired Intangible Assets and Related Amortization (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, net | $ 1,697 | $ 1,498 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, gross | 1,479 | 1,325 |
Accumulated amortization | (263) | (235) |
Acquired intangible assets, net | 1,216 | 1,090 |
Trade secrets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, gross | 30 | 30 |
Accumulated amortization | (29) | (29) |
Acquired intangible assets, net | 1 | 1 |
Software/product technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, gross | 368 | 372 |
Accumulated amortization | (143) | (131) |
Acquired intangible assets, net | 225 | 241 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, gross | 148 | 150 |
Accumulated amortization | (33) | (30) |
Acquired intangible assets, net | 115 | 120 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, gross | 181 | 80 |
Accumulated amortization | (41) | (34) |
Acquired intangible assets, net | $ 140 | $ 46 |
Goodwill And Other Acquired I_5
Goodwill And Other Acquired Intangible Assets - Amortization Expense Relating to Acquired Intangible Assets (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 31 | $ 27 | $ 59 | $ 53 |
Goodwill And Other Acquired I_6
Goodwill And Other Acquired Intangible Assets - Estimated Future Amortization Expense for Acquired Intangible Assets Subject to Amortization (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 (After June 30,) | $ 60 |
2021 | 117 |
2022 | 117 |
2023 | 112 |
2024 | 105 |
Thereafter | 1,186 |
Total estimated future amortization | $ 1,697 |
Goodwill And Other Acquired I_7
Goodwill And Other Acquired Intangible Assets - Additional Information (Details) - Dec. 26, 2019 $ in Thousands, ₨ in Millions | INR (₨) | USD ($) |
Loss Contingencies [Line Items] | ||
Penalty in period | $ | $ 35 | |
Indian Credit Ratings Agency | ||
Loss Contingencies [Line Items] | ||
Penalty in period | ₨ | ₨ 2.5 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - 2018 Restructuring Program $ in Millions | Oct. 26, 2018USD ($) |
Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Effect on future earnings, amount | $ 60 |
Restructuring expected cost | 105 |
Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring expected cost | 110 |
Employee Severance | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring expected cost | 60 |
Payments for restructuring | 60 |
Real Estate | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring expected cost | $ 50 |
Restructuring - Restructuring E
Restructuring - Restructuring Expenses Included in Consolidated Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring | $ (2) | $ 53 | $ (3) | $ 59 |
Fair Value - Financial Instrume
Fair Value - Financial Instruments Carried at Fair Value on Recurring Basis (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Assets: | ||
Derivatives | $ 187 | $ 92 |
Mutual funds | 46 | 3 |
Total | 233 | 95 |
Liabilities: | ||
Derivatives | 16 | |
Total | 16 | |
Level 1 | ||
Assets: | ||
Derivatives | 0 | 0 |
Mutual funds | 46 | 3 |
Total | 46 | 3 |
Liabilities: | ||
Derivatives | 0 | |
Total | 0 | |
Level 2 | ||
Assets: | ||
Derivatives | 187 | 92 |
Mutual funds | 0 | 0 |
Total | 187 | $ 92 |
Liabilities: | ||
Derivatives | 16 | |
Total | $ 16 |
Other Balance Sheet and State_3
Other Balance Sheet and Statement of Operations Information - Additional Details Related to Certain Balance Sheet Captions (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Other current assets: | ||
Prepaid taxes | $ 127 | $ 79 |
Prepaid expenses | 71 | 71 |
Capitalized costs to obtain and fulfill sales contracts | 79 | 91 |
Other | 86 | 89 |
Total other current assets | 363 | 330 |
Other assets: | ||
Investments in non-consolidated affiliates | 125 | 117 |
Deposits for real-estate leases | 14 | 13 |
Indemnification assets related to acquisitions | 16 | 16 |
Mutual funds and fixed deposits | 46 | 10 |
Company owned life insurance (at contract value) | 13 | 0 |
Costs to obtain sales contracts | 116 | 119 |
Cross currency and interest rate swaps | 179 | 83 |
Other | 52 | 31 |
Total other assets | 561 | 389 |
Accounts payable and accrued liabilities: | ||
Salaries and benefits | 137 | 152 |
Incentive compensation | 89 | 208 |
Customer credits, advanced payments and advanced billings | 44 | 28 |
Dividends | 6 | 7 |
Professional service fees | 43 | 43 |
Interest accrued on debt | 67 | 63 |
Accounts payable | 36 | 38 |
Income taxes | 199 | 73 |
Pension and other retirement employee benefits | 7 | 7 |
Accrued royalties | 13 | 25 |
Foreign exchange forwards on certain assets and liabilities | 3 | 0 |
Restructuring liability | 5 | 21 |
Other | 146 | 108 |
Total accounts payable and accrued liabilities | 795 | 773 |
Other liabilities: | ||
Pension and other retirement employee benefits | 197 | 299 |
Interest accrued on UTPs | 98 | 82 |
MAKS indemnification provisions | 32 | 43 |
Income tax liability - non-current portion | 51 | 51 |
Cross currency and interest rate swaps | 13 | 0 |
Restructuring liability | 2 | 3 |
Other | 25 | 26 |
Total other liabilities | $ 418 | $ 504 |
Other Balance Sheet and State_4
Other Balance Sheet and Statement of Operations Information - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Other Balance Sheet And Statement Of Operations Information [Abstract] | ||||
Loss pursuant to the divestiture of MAKS | $ 0 | $ 9 | $ 9 | $ 9 |
Other Balance Sheet and State_5
Other Balance Sheet and Statement of Operations Information - Other Non-Operating Interest (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Other Balance Sheet And Statement Of Operations Information [Abstract] | ||||
FX (loss) gain | $ (8) | $ (10) | $ 5 | $ (16) |
Net periodic pension costs - other components | 4 | 5 | 7 | 9 |
Income from investments in non-consolidated affiliates | 3 | 6 | 0 | 7 |
Other | 17 | (1) | 16 | 2 |
Total | $ 16 | $ 0 | $ 28 | $ 2 |
Comprehensive Income And Accu_3
Comprehensive Income And Accumulated Other Comprehensive Income - Reclassification out of AOCI (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Other non-operating income, net | $ 16 | $ 0 | $ 28 | $ 2 |
Operating expense | 362 | 340 | 702 | 682 |
Selling, general and administrative | 307 | 275 | 608 | 556 |
Total before income taxes | 666 | 432 | 1,230 | 844 |
Provision for income taxes | (157) | (121) | (234) | (159) |
Net income attributable to Moody's | 509 | 310 | 997 | 683 |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net income attributable to Moody's | (1) | (1) | (3) | (1) |
Losses on cash flow hedges | Reclassification out of Accumulated Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Provision for income taxes | 0 | 0 | ||
Losses on cash flow hedges | Reclassification out of Accumulated Other Comprehensive Income | Interest rate contract | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Other non-operating income, net | 0 | (1) | ||
Total pension and other retirement benefits | Reclassification out of Accumulated Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total before income taxes | (1) | (1) | (3) | (2) |
Provision for income taxes | 0 | 0 | 1 | 1 |
Net income attributable to Moody's | (1) | (1) | (2) | (1) |
Amortization of actuarial losses and prior service costs included in net income | Reclassification out of Accumulated Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Operating expense | (1) | 0 | (2) | (1) |
Selling, general and administrative | 0 | $ (1) | (1) | $ (1) |
Gains (losses) on cash flow hedges | Reclassification out of Accumulated Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net income attributable to Moody's | $ 0 | $ (1) |
Comprehensive Income And Accu_4
Comprehensive Income And Accumulated Other Comprehensive Income - Changes in Components of Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201802Member | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | $ 612 | |||||
Ending balance | $ 1,041 | 1,041 | $ 612 | |||
Pension and Other Retirement Benefits | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (92) | $ (69) | (92) | $ (53) | (53) | |
Other comprehensive income/(loss) before reclassifications | 7 | (2) | 6 | (1) | ||
Amounts reclassified from AOCI | 1 | 1 | 2 | 1 | ||
Other comprehensive income/(loss) | 8 | (1) | 8 | (17) | ||
Ending balance | (84) | (70) | (84) | (70) | (92) | $ (53) |
Cash Flow Hedges | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (35) | 0 | 0 | 0 | 0 | |
Other comprehensive income/(loss) before reclassifications | (14) | 0 | (50) | 0 | ||
Amounts reclassified from AOCI | 0 | 0 | 1 | 0 | ||
Other comprehensive income/(loss) | (14) | 0 | (49) | 0 | ||
Ending balance | (49) | 0 | (49) | 0 | 0 | 0 |
Foreign Currency Translation Adjustments | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (570) | (440) | (401) | (406) | (406) | |
Other comprehensive income/(loss) before reclassifications | 91 | 39 | (78) | 5 | ||
Amounts reclassified from AOCI | 0 | 0 | 0 | 0 | ||
Other comprehensive income/(loss) | 91 | 39 | (78) | 5 | ||
Ending balance | (479) | (401) | (479) | (401) | (401) | (406) |
Net Investment Hedges | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | 143 | 54 | 54 | 33 | 33 | |
Other comprehensive income/(loss) before reclassifications | (73) | (29) | 16 | (5) | ||
Amounts reclassified from AOCI | 0 | 0 | 0 | 0 | ||
Other comprehensive income/(loss) | (73) | (29) | 16 | (8) | ||
Ending balance | 70 | 25 | 70 | 25 | 54 | 33 |
Total | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (554) | (455) | (439) | (426) | (426) | |
Other comprehensive income/(loss) before reclassifications | 11 | 8 | (106) | (1) | ||
Amounts reclassified from AOCI | 1 | 1 | 3 | 1 | ||
Other comprehensive income/(loss) | 12 | 9 | (103) | (20) | ||
Ending balance | $ (542) | $ (446) | $ (542) | (446) | (439) | (426) |
Cumulative Effect, Period of Adoption, Adjustment | Pension and Other Retirement Benefits | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (17) | (17) | ||||
Ending balance | (17) | |||||
Cumulative Effect, Period of Adoption, Adjustment | Net Investment Hedges | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (3) | (3) | ||||
Ending balance | (3) | |||||
Cumulative Effect, Period of Adoption, Adjustment | Total | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | $ (20) | $ (20) | ||||
Ending balance | $ (20) |
Pension and Other Retirement _3
Pension and Other Retirement Benefits - Components of Net Periodic Benefit Expense Related to Post-Retirement Plans (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Components of net periodic expense | ||||
Interest cost | $ 5 | $ 5 | $ 10 | $ 11 |
Pension Plans | ||||
Components of net periodic expense | ||||
Service cost | 3 | 4 | 8 | 8 |
Interest cost | 5 | 5 | 9 | 10 |
Expected return on plan assets | (5) | (5) | (10) | (10) |
Amortization of net actuarial loss from earlier periods | 1 | 1 | 3 | 2 |
Net periodic expense | 4 | 5 | 10 | 10 |
Other Retirement Plans | ||||
Components of net periodic expense | ||||
Service cost | 1 | 1 | 2 | 1 |
Interest cost | 0 | 0 | 0 | 1 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of net actuarial loss from earlier periods | 0 | 0 | 0 | 0 |
Net periodic expense | $ 1 | $ 1 | $ 2 | $ 2 |
Pension and Other Retirement _4
Pension and Other Retirement Benefits - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Other Retirement Plans | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Employer contributions | $ 1 |
Funded Plan | Pension Plans | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Employer contributions | 99 |
Unfunded Plan | Pension Plans | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Employer contributions | 4 |
Estimated additional payments in 2020 | $ 5 |
Indebtedness - Summary of Total
Indebtedness - Summary of Total Indebtedness (Detail) - USD ($) | May 20, 2020 | Mar. 25, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||
Principal Amount | $ 6,304,000,000 | $ 5,603,000,000 | |||
Fair Value of Interest Rate Swap | 87,000,000 | 27,000,000 | |||
Unamortized (Discount) Premium | (21,000,000) | (17,000,000) | |||
Unamortized Debt Issuance Costs | (37,000,000) | (32,000,000) | |||
Long term debt | $ 6,333,000,000 | $ 5,581,000,000 | |||
4.50% 2012 Senior Notes, due 2022 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 4.50% | 4.50% | |||
Principal Amount | $ 500,000,000 | $ 500,000,000 | |||
Fair Value of Interest Rate Swap | 18,000,000 | 9,000,000 | |||
Unamortized (Discount) Premium | (1,000,000) | (1,000,000) | |||
Unamortized Debt Issuance Costs | (1,000,000) | (1,000,000) | |||
Long term debt | $ 516,000,000 | $ 507,000,000 | |||
4.875% 2013 Senior Notes, due 2024 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 4.875% | 4.875% | |||
Principal Amount | $ 500,000,000 | $ 500,000,000 | |||
Unamortized (Discount) Premium | (1,000,000) | (1,000,000) | |||
Unamortized Debt Issuance Costs | (1,000,000) | (2,000,000) | |||
Long term debt | $ 498,000,000 | $ 497,000,000 | |||
5.25% 2014 Senior Notes (30-Year), due 2044 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 5.25% | 5.25% | |||
Debt instrument, term | 30 years | 30 years | |||
Principal Amount | $ 600,000,000 | $ 600,000,000 | |||
Unamortized (Discount) Premium | 4,000,000 | 4,000,000 | |||
Unamortized Debt Issuance Costs | (5,000,000) | (5,000,000) | |||
Long term debt | $ 599,000,000 | $ 599,000,000 | |||
1.75% 2015 Senior Notes, due 2027 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 1.75% | 1.75% | |||
Principal Amount | $ 562,000,000 | $ 561,000,000 | |||
Unamortized (Discount) Premium | 0 | 0 | |||
Unamortized Debt Issuance Costs | (3,000,000) | (3,000,000) | |||
Long term debt | $ 559,000,000 | $ 558,000,000 | |||
2.75% 2017 Senior Notes, due 2021 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 2.75% | 2.75% | |||
Principal Amount | $ 500,000,000 | $ 500,000,000 | |||
Fair Value of Interest Rate Swap | 19,000,000 | 11,000,000 | |||
Unamortized (Discount) Premium | 0 | (1,000,000) | |||
Unamortized Debt Issuance Costs | (1,000,000) | (2,000,000) | |||
Long term debt | $ 518,000,000 | $ 508,000,000 | |||
2.625% 2017 Senior Notes, due 2023 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 2.625% | 2.625% | |||
Principal Amount | $ 500,000,000 | $ 500,000,000 | |||
Fair Value of Interest Rate Swap | 15,000,000 | 7,000,000 | |||
Unamortized (Discount) Premium | (1,000,000) | (1,000,000) | |||
Unamortized Debt Issuance Costs | (2,000,000) | (2,000,000) | |||
Long term debt | $ 512,000,000 | $ 504,000,000 | |||
3.25% 2017 Senior Notes, due 2028 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 3.25% | 3.25% | |||
Principal Amount | $ 500,000,000 | $ 500,000,000 | |||
Fair Value of Interest Rate Swap | 35,000,000 | ||||
Unamortized (Discount) Premium | (4,000,000) | (4,000,000) | |||
Unamortized Debt Issuance Costs | (3,000,000) | (3,000,000) | |||
Long term debt | $ 528,000,000 | $ 493,000,000 | |||
3.25% 2018 Senior Notes, due 2021 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 3.25% | 3.25% | |||
Principal Amount | $ 300,000,000 | ||||
Unamortized (Discount) Premium | 0 | ||||
Unamortized Debt Issuance Costs | (1,000,000) | ||||
Long term debt | $ 299,000,000 | ||||
4.25% 2018 Senior Notes, due 2029 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 4.25% | 4.25% | |||
Principal Amount | $ 400,000,000 | $ 400,000,000 | |||
Unamortized (Discount) Premium | (3,000,000) | (3,000,000) | |||
Unamortized Debt Issuance Costs | (3,000,000) | (3,000,000) | |||
Long term debt | $ 394,000,000 | $ 394,000,000 | |||
4.875% 2018 Senior Notes, due 2048 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 4.875% | 4.875% | |||
Principal Amount | $ 400,000,000 | $ 400,000,000 | |||
Unamortized (Discount) Premium | (7,000,000) | (7,000,000) | |||
Unamortized Debt Issuance Costs | (4,000,000) | (4,000,000) | |||
Long term debt | $ 389,000,000 | $ 389,000,000 | |||
0.950% Senior Notes Due 2030 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 0.95% | 0.95% | |||
Principal Amount | $ 842,000,000 | $ 842,000,000 | |||
Unamortized (Discount) Premium | (3,000,000) | (3,000,000) | |||
Unamortized Debt Issuance Costs | (6,000,000) | (6,000,000) | |||
Long term debt | $ 833,000,000 | $ 833,000,000 | |||
3.75% 2020 Senior Notes, due 2025 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 3.75% | 3.75% | |||
Debt instrument, term | 5 years | ||||
Principal Amount | $ 700,000,000 | $ 700,000,000 | |||
Unamortized (Discount) Premium | (1,000,000) | ||||
Unamortized Debt Issuance Costs | (5,000,000) | ||||
Long term debt | $ 694,000,000 | ||||
3.25% 2020 Senior Notes, due 2050 | |||||
Debt Instrument [Line Items] | |||||
Notes payable, interest rate | 3.25% | 3.25% | |||
Debt instrument, term | 30 years | ||||
Principal Amount | $ 300,000,000 | $ 300,000,000 | |||
Unamortized (Discount) Premium | (4,000,000) | ||||
Unamortized Debt Issuance Costs | (3,000,000) | ||||
Long term debt | $ 293,000,000 |
Indebtedness - Additional Infor
Indebtedness - Additional Information (Detail) - USD ($) | May 20, 2020 | Mar. 25, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Principal amount | $ 6,304,000,000 | $ 5,603,000,000 | ||
3.75% 2020 Senior Notes, due 2025 | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 700,000,000 | $ 700,000,000 | ||
Debt instrument, term | 5 years | |||
Notes payable, interest rate | 3.75% | 3.75% | ||
3.25% 2020 Senior Notes, due 2050 | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 300,000,000 | $ 300,000,000 | ||
Debt instrument, term | 30 years | |||
Notes payable, interest rate | 3.25% | 3.25% | ||
3.25% 2018 Senior Notes, due 2021 | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 300,000,000 | |||
Notes payable, interest rate | 3.25% | 3.25% | ||
Repayments of debt | $ 300,000,000 | |||
Make-Whole Amount | $ 8,000,000 |
Indebtedness - Principal Paymen
Indebtedness - Principal Payments Due on Long-Term Borrowings (Detail) - USD ($) | May 20, 2020 | Mar. 25, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||
2020 (After June 30,) | $ 0 | ||||
2021 | 500,000,000 | ||||
2022 | 500,000,000 | ||||
2023 | 500,000,000 | ||||
2024 | 500,000,000 | ||||
Thereafter | 4,304,000,000 | ||||
Total principal payment | 6,304,000,000 | $ 5,603,000,000 | |||
4.50% 2012 Senior Notes, due 2022 | |||||
Debt Instrument [Line Items] | |||||
2022 | 500,000,000 | ||||
Total principal payment | 500,000,000 | 500,000,000 | |||
4.875% 2013 Senior Notes, due 2024 | |||||
Debt Instrument [Line Items] | |||||
2024 | 500,000,000 | ||||
Total principal payment | 500,000,000 | 500,000,000 | |||
5.25% 2014 Senior Notes (30-Year), due 2044 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 600,000,000 | ||||
Total principal payment | $ 600,000,000 | 600,000,000 | |||
Debt instrument, term | 30 years | 30 years | |||
1.75% 2015 Senior Notes, due 2027 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | $ 562,000,000 | ||||
Total principal payment | 562,000,000 | 561,000,000 | |||
2.75% 2017 Senior Notes, due 2021 | |||||
Debt Instrument [Line Items] | |||||
2021 | 500,000,000 | ||||
Total principal payment | 500,000,000 | 500,000,000 | |||
2.625% 2017 Senior Notes, due 2023 | |||||
Debt Instrument [Line Items] | |||||
2023 | 500,000,000 | ||||
Total principal payment | 500,000,000 | 500,000,000 | |||
3.25% 2017 Senior Notes, due 2028 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 500,000,000 | ||||
Total principal payment | 500,000,000 | 500,000,000 | |||
4.25% 2018 Senior Notes, due 2029 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 400,000,000 | ||||
Total principal payment | 400,000,000 | 400,000,000 | |||
4.875% 2018 Senior Notes, due 2048 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 400,000,000 | ||||
Total principal payment | 400,000,000 | 400,000,000 | |||
0.950% Senior Notes Due 2030 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 842,000,000 | ||||
Total principal payment | 842,000,000 | $ 842,000,000 | |||
3.75% 2020 Senior Notes, due 2025 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 700,000,000 | ||||
Total principal payment | $ 700,000,000 | 700,000,000 | |||
Debt instrument, term | 5 years | ||||
3.25% 2020 Senior Notes, due 2050 | |||||
Debt Instrument [Line Items] | |||||
Thereafter | 300,000,000 | ||||
Total principal payment | $ 300,000,000 | $ 300,000,000 | |||
Debt instrument, term | 30 years |
Indebtedness - Summary of Compo
Indebtedness - Summary of Components of Interest as Presented in Consolidated Statements of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Debt Disclosure [Abstract] | ||||
Income | $ 3 | $ 4 | $ 7 | $ 9 |
Expense on borrowings | (48) | (42) | (79) | (88) |
UTPs and other tax related liabilities | (10) | (8) | (18) | (13) |
Net periodic pension costs - interest component | (5) | (5) | (10) | (11) |
Total | $ (60) | $ (51) | $ (100) | $ (103) |
Indebtedness - Interest Paid (D
Indebtedness - Interest Paid (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Debt Disclosure [Abstract] | ||
Interest paid | $ 72 | $ 98 |
Indebtedness - Fair Value and C
Indebtedness - Fair Value and Carrying Value of Long-Term Debt (Detail) - USD ($) $ in Millions | May 20, 2020 | Mar. 25, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 6,333 | $ 5,581 | |||
Estimated Fair Value | 7,097 | 6,078 | |||
4.50% 2012 Senior Notes, due 2022 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | 516 | 507 | |||
Estimated Fair Value | $ 537 | $ 531 | |||
Notes payable, interest rate | 4.50% | 4.50% | |||
4.875% 2013 Senior Notes, due 2024 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 498 | $ 497 | |||
Estimated Fair Value | $ 565 | $ 551 | |||
Notes payable, interest rate | 4.875% | 4.875% | |||
5.25% 2014 Senior Notes (30-Year), due 2044 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 599 | $ 599 | |||
Estimated Fair Value | $ 830 | $ 757 | |||
Notes payable, interest rate | 5.25% | 5.25% | |||
Debt instrument, term | 30 years | 30 years | |||
1.75% 2015 Senior Notes, due 2027 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 559 | $ 558 | |||
Estimated Fair Value | $ 606 | $ 604 | |||
Notes payable, interest rate | 1.75% | 1.75% | |||
2.75% 2017 Senior Notes, due 2021 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 518 | $ 508 | |||
Estimated Fair Value | $ 515 | $ 507 | |||
Notes payable, interest rate | 2.75% | 2.75% | |||
2.625% 2017 Senior Notes, due 2023 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 512 | $ 504 | |||
Estimated Fair Value | $ 523 | $ 507 | |||
Notes payable, interest rate | 2.625% | 2.625% | |||
3.25% 2017 Senior Notes, due 2028 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 528 | $ 493 | |||
Estimated Fair Value | $ 543 | $ 523 | |||
Notes payable, interest rate | 3.25% | 3.25% | |||
3.25% 2018 Senior Notes, due 2021 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 299 | ||||
Estimated Fair Value | $ 306 | ||||
Notes payable, interest rate | 3.25% | 3.25% | |||
4.25% 2018 Senior Notes, due 2029 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 394 | $ 394 | |||
Estimated Fair Value | $ 475 | $ 453 | |||
Notes payable, interest rate | 4.25% | 4.25% | |||
4.875% 2018 Senior Notes, due 2048 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 389 | $ 389 | |||
Estimated Fair Value | $ 532 | $ 492 | |||
Notes payable, interest rate | 4.875% | 4.875% | |||
0.950% Senior Notes Due 2030 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 833 | $ 833 | |||
Estimated Fair Value | $ 859 | $ 847 | |||
Notes payable, interest rate | 0.95% | 0.95% | |||
3.75% 2020 Senior Notes, due 2025 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 694 | ||||
Estimated Fair Value | $ 790 | ||||
Notes payable, interest rate | 3.75% | 3.75% | |||
Debt instrument, term | 5 years | ||||
3.25% 2020 Senior Notes, due 2050 | |||||
Debt Instrument [Line Items] | |||||
Carrying Amount | $ 293 | ||||
Estimated Fair Value | $ 322 | ||||
Notes payable, interest rate | 3.25% | 3.25% | |||
Debt instrument, term | 30 years |
Leases - Additional Information
Leases - Additional Information (Detail) | Jun. 30, 2020 |
Minimum | |
Operating Leased Assets [Line Items] | |
Lessee, operating lease, renewal term (years) | 1 year |
Maximum | |
Operating Leased Assets [Line Items] | |
Lessee, operating lease, renewal term (years) | 20 years |
Leases - Components of Lease Co
Leases - Components of Lease Cost (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Lease, Cost [Abstract] | ||||
Operating lease cost | $ 24 | $ 24 | $ 48 | $ 49 |
Sublease income | (1) | 0 | (2) | 0 |
Variable lease cost | 5 | 4 | 10 | 8 |
Total lease cost | $ 28 | $ 28 | $ 56 | $ 57 |
Leases - Operating Leases Infor
Leases - Operating Leases Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 27 | $ 27 | $ 53 | $ 53 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 11 | $ 7 | $ 20 | $ 16 |
Weighted-average remaining lease term (years) | 6 years 6 months | 7 years 3 months 18 days | 6 years 6 months | 7 years 3 months 18 days |
Weighted-average discount rate applied to operating leases (percent) | 3.60% | 3.60% | 3.60% | 3.60% |
Leases - Operating Leases, Futu
Leases - Operating Leases, Future Minimum Payment (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2020 (After June 30) | $ 54 | |
2021 | 105 | |
2022 | 93 | |
2023 | 87 | |
2024 | 80 | |
After 2024 | 188 | |
Total lease payments (undiscounted) | 607 | |
Less: Interest | 66 | |
Present value of lease liabilities: | 541 | |
Lease liabilities - current | 90 | $ 89 |
Lease liabilities - noncurrent | $ 451 | $ 485 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2020segmentlineOfBusiness | |
Segment Reporting Information [Line Items] | |
Number of operating segments (segment) | segment | 2 |
Number of reportable segments | segment | 2 |
MIS | |
Segment Reporting Information [Line Items] | |
Number of lines of businesses | lineOfBusiness | 5 |
MA | |
Segment Reporting Information [Line Items] | |
Number of lines of businesses | lineOfBusiness | 2 |
Segment Information - Financial
Segment Information - Financial Information by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information, Operating Income (Loss) [Abstract] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
Total Expense | 725 | 731 | 1,423 | 1,411 |
Operating income | 710 | 483 | 1,302 | 945 |
Restructuring | (2) | 53 | (3) | 59 |
Depreciation and amortization | 58 | 52 | 107 | 102 |
Acquisition-Related Expenses | 0 | 2 | 0 | 3 |
Loss pursuant to the divestiture of MAKS | 0 | 9 | 9 | 9 |
Adjusted Operating Income | 766 | 599 | 1,415 | 1,118 |
Eliminations | ||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | ||||
Revenue | (37) | (36) | (76) | (70) |
Total Expense | (37) | (36) | (76) | (70) |
Operating income | 0 | 0 | 0 | 0 |
Restructuring | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Acquisition-Related Expenses | 0 | 0 | 0 | 0 |
Loss pursuant to the divestiture of MAKS | 0 | 0 | 0 | 0 |
Adjusted Operating Income | 0 | 0 | 0 | 0 |
MIS | ||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | ||||
Revenue | 938 | 739 | 1,732 | 1,409 |
MIS | Operating Segments | ||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | ||||
Revenue | 973 | 772 | 1,804 | 1,474 |
Total Expense | 369 | 352 | 712 | 688 |
Operating income | 604 | 420 | 1,092 | 786 |
Restructuring | 0 | 26 | (1) | 29 |
Depreciation and amortization | 19 | 18 | 35 | 35 |
Acquisition-Related Expenses | 0 | 0 | 0 | 0 |
Loss pursuant to the divestiture of MAKS | 0 | 0 | 0 | 0 |
Adjusted Operating Income | 623 | 464 | 1,126 | 850 |
MA | ||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | ||||
Revenue | 497 | 475 | 993 | 947 |
MA | Operating Segments | ||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | ||||
Revenue | 499 | 478 | 997 | 952 |
Total Expense | 393 | 415 | 787 | 793 |
Operating income | 106 | 63 | 210 | 159 |
Restructuring | (2) | 27 | (2) | 30 |
Depreciation and amortization | 39 | 34 | 72 | 67 |
Acquisition-Related Expenses | 0 | 2 | 0 | 3 |
Loss pursuant to the divestiture of MAKS | 0 | 9 | 9 | 9 |
Adjusted Operating Income | $ 143 | $ 135 | $ 289 | $ 268 |
Segment Information - Consolida
Segment Information - Consolidated Revenue Information by Geographic Area (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 1,435 | $ 1,214 | $ 2,725 | $ 2,356 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 837 | 638 | 1,551 | 1,250 |
Non-U.S. | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 598 | 576 | 1,174 | 1,106 |
EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 373 | 362 | 736 | 695 |
Asia-Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 144 | 141 | 280 | 273 |
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 81 | $ 73 | $ 158 | $ 138 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Jul. 29, 2020 | Jul. 28, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Subsequent Event [Line Items] | |||||||
Restructuring charges | $ (2) | $ 53 | $ (3) | $ 59 | |||
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Dividend declared, declaration date | Jul. 28, 2020 | ||||||
Dividend declared, per share (in USD per share) | $ 0.56 | ||||||
Dividend declared, payable date | Sep. 10, 2020 | ||||||
Dividend declared, record date | Aug. 20, 2020 | ||||||
Minimum | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Restructuring expected cost | $ 25 | ||||||
Minimum | Forecast | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Restructuring charges | $ 20 | ||||||
Maximum | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Restructuring expected cost | 35 | ||||||
Maximum | Forecast | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Restructuring charges | $ 30 | ||||||
Exit of Certain Real Estate Leases | Minimum | Forecast | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Annualized savings | 5 | ||||||
Exit of Certain Real Estate Leases | Maximum | Forecast | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Annualized savings | $ 6 |