Cover Page
Cover Page - shares | 3 Months Ended | |
Sep. 30, 2023 | Oct. 30, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-33220 | |
Entity Registrant Name | BROADRIDGE FINANCIAL SOLUTIONS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-1151291 | |
Entity Address, Address Line One | 5 Dakota Drive | |
Entity Address, City or Town | Lake Success | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11042 | |
City Area Code | 516 | |
Local Phone Number | 472-5400 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | BR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 117,647,038 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --06-30 | |
Entity Central Index Key | 0001383312 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 1,431.1 | $ 1,283.3 |
Operating expenses: | ||
Cost of revenues | 1,075.3 | 990.4 |
Selling, general and administrative expenses | 207.3 | 205.3 |
Total operating expenses | 1,282.6 | 1,195.7 |
Operating income | 148.4 | 87.5 |
Interest expense, net | (33.4) | (26.9) |
Other non-operating expenses, net | (2.1) | (5.2) |
Earnings before income taxes | 112.9 | 55.4 |
Provision for income taxes | 22 | 5 |
Net earnings | $ 90.9 | $ 50.4 |
Basic earnings per share (in dollars per share) | $ 0.77 | $ 0.43 |
Diluted earnings per share (in dollars per share) | $ 0.76 | $ 0.42 |
Weighted-average shares outstanding: | ||
Basic (in shares) | 117.9 | 117.5 |
Diluted (in shares) | 119.2 | 118.9 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 90.9 | $ 50.4 |
Other comprehensive income (loss), net: | ||
Foreign currency translation adjustments | (16.6) | (23.1) |
Pension and post-retirement liability adjustment, net of taxes of $(0.0) and $(0.0) for the three months ended September 30, 2023 and 2022, respectively | 0.1 | 0 |
Cash flow hedge amortization, net of taxes of $(0.1) and $(0.1) for the three months ended September 30, 2023 and 2022, respectively | 0.2 | 0.2 |
Total other comprehensive income (loss), net | (16.3) | (22.8) |
Comprehensive income | $ 74.6 | $ 27.6 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Pension and post-retirement liability adjustments, tax | $ 0 | $ 0 |
Cash flow hedge amortization, tax | $ (0.1) | $ (0.1) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 234 | $ 252.3 |
Accounts receivable, net of allowance for doubtful accounts of $6.6 and $7.2, respectively | 916.2 | 974 |
Other current assets | 176.7 | 166.2 |
Total current assets | 1,326.9 | 1,392.5 |
Property, plant and equipment, net | 144 | 145.7 |
Goodwill | 3,444.5 | 3,461.6 |
Intangible assets, net | 1,403.7 | 1,467.2 |
Deferred client conversion and start-up costs | 934.6 | 937 |
Other non-current assets | 817.5 | 829.2 |
Total assets | 8,071.2 | 8,233.2 |
Current liabilities: | ||
Current portion of long-term debt | 0 | 1,178.5 |
Payables and accrued expenses | 743.7 | 1,019.5 |
Contract liabilities | 180.3 | 199.8 |
Total current liabilities | 924 | 2,397.8 |
Long-term debt | 3,682 | 2,234.7 |
Deferred taxes | 395.1 | 391.3 |
Contract liabilities | 487.4 | 492.8 |
Other non-current liabilities | 469.9 | 476 |
Total liabilities | 5,958.4 | 5,992.6 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock: Authorized, 25.0 shares; issued and outstanding, none | 0 | 0 |
Common stock, $0.01 par value: 650.0 shares authorized; 154.5 and 154.5 shares issued, respectively; and 117.6 and 118.1 shares outstanding, respectively | 1.6 | 1.6 |
Additional paid-in capital | 1,481 | 1,436.8 |
Retained earnings | 3,109.8 | 3,113 |
Treasury stock, at cost: 36.8 and 36.4 shares, respectively | (2,178.6) | (2,026.1) |
Accumulated other comprehensive income (loss) | (301) | (284.7) |
Total stockholders’ equity | 2,112.7 | 2,240.6 |
Total liabilities and stockholders’ equity | $ 8,071.2 | $ 8,233.2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 6.6 | $ 7.2 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 650,000,000 | 650,000,000 |
Common stock, shares issued (in shares) | 154,500,000 | 154,500,000 |
Common stock, shares outstanding (in shares) | 117,600,000 | 118,100,000 |
Treasury stock, shares (in shares) | 36,800,000 | 36,400,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash Flows From Operating Activities | ||
Net earnings | $ 90.9 | $ 50.4 |
Adjustments to reconcile net earnings to net cash flows from operating activities: | ||
Depreciation and amortization | 29.4 | 20.7 |
Amortization of acquired intangibles and purchased intellectual property | 50.8 | 55.9 |
Amortization of other assets | 39.3 | 32.1 |
Write-down of long-lived asset and related charges | 5.6 | 0.1 |
Stock-based compensation expense | 16.4 | 15.6 |
Deferred income taxes | 2.2 | (9.7) |
Other | (15.3) | 3.5 |
Current assets and liabilities: | ||
Accounts receivable, net | 68.4 | 115.6 |
Other current assets | (8.6) | 1.5 |
Payables and accrued expenses | (294.2) | (319.3) |
Contract liabilities | (18.4) | (17.1) |
Non-current assets and liabilities: | ||
Other non-current assets | (38.8) | (167.4) |
Other non-current liabilities | 10.4 | 13.6 |
Net cash flows from operating activities | (62) | (204.5) |
Cash Flows From Investing Activities | ||
Capital expenditures | (4.7) | (5.5) |
Software purchases and capitalized internal use software | (9.7) | (8.1) |
Net cash flows from investing activities | (14.4) | (13.6) |
Cash Flows From Financing Activities | ||
Debt proceeds | 462.7 | 410 |
Debt repayments | (192.7) | (140) |
Dividends paid | (85.6) | (75) |
Purchases of Treasury stock | (161.1) | (2.1) |
Proceeds from exercise of stock options | 37.7 | 30.2 |
Other financing activities | (3.7) | (0.3) |
Net cash flows from financing activities | 57.3 | 222.8 |
Effect of exchange rate changes on Cash and cash equivalents | 0.8 | (2.3) |
Net change in Cash and cash equivalents | (18.3) | 2.4 |
Cash and cash equivalents, beginning of period | 252.3 | 224.7 |
Cash and cash equivalents, end of period | 234 | 227.1 |
Supplemental disclosure of cash flow information: | ||
Cash payments made for interest | 19.5 | 13.2 |
Cash payments made for income taxes, net of refunds | 70.1 | 34.3 |
Non-cash investing and financing activities: | ||
Accrual of unpaid property, plant and equipment and software | 2.7 | 2.1 |
Accrual for unpaid stock repurchase excise tax | $ 0.8 | $ 0 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders’ Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Income (Loss) |
Balance (in shares) at Jun. 30, 2022 | 154.5 | |||||
Beginning balance at Jun. 30, 2022 | $ 1,919.1 | $ 1.6 | $ 1,344.7 | $ 2,824 | $ (2,024.8) | $ (226.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 27.6 | 50.4 | (22.8) | |||
Stock option exercises | 28.8 | 28.8 | ||||
Stock-based compensation | 15.6 | 15.6 | ||||
Treasury stock acquired | (2.1) | (2.1) | ||||
Treasury stock reissued | 0 | (9.2) | 9.2 | |||
Common stock dividends | (85.3) | (85.3) | ||||
Balance (in shares) at Sep. 30, 2022 | 154.5 | |||||
Ending balance at Sep. 30, 2022 | $ 1,903.7 | $ 1.6 | 1,379.8 | 2,789.1 | (2,017.7) | (249.2) |
Balance (in shares) at Jun. 30, 2023 | 154.5 | 154.5 | ||||
Beginning balance at Jun. 30, 2023 | $ 2,240.6 | $ 1.6 | 1,436.8 | 3,113 | (2,026.1) | (284.7) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 74.6 | 90.9 | (16.3) | |||
Stock option exercises | 37.6 | 37.6 | ||||
Stock-based compensation | 15.9 | 15.9 | ||||
Treasury stock acquired | (161.9) | (161.9) | ||||
Treasury stock reissued | 0 | (9.3) | 9.3 | |||
Common stock dividends | $ (94.1) | (94.1) | ||||
Balance (in shares) at Sep. 30, 2023 | 154.5 | 154.5 | ||||
Ending balance at Sep. 30, 2023 | $ 2,112.7 | $ 1.6 | $ 1,481 | $ 3,109.8 | $ (2,178.6) | $ (301) |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Stockholders’ Equity (Parenthetical) - $ / shares shares in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Treasury stock acquired (less than) (in shares) | 0.9 | 0.1 |
Treasury stock reissued (in shares) | 0.4 | 0.4 |
Common stock dividends (in dollars per share) | $ 0.80 | $ 0.725 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION A. Description of Business . Broadridge Financial Solutions, Inc. (“Broadridge” or the “Company”), a Delaware corporation and a part of the S&P 500 ® Index, is a global financial technology leader providing investor communications and technology-driven solutions to banks, broker-dealers, asset and wealth managers, public companies, investors and mutual funds. The Company operates in two reportable segments: Investor Communication Solutions (“ICS”) and Global Technology and Operations (“GTO”). • Investor Communication Solutions —Broadridge provides the following governance and communications solutions through its Investor Communication Solutions business segment: Regulatory Solutions, Data-Driven Fund Solutions, Corporate Issuer Solutions, and Customer Communications Solutions. A large portion of Broadridge’s ICS business involves the processing and distribution of proxy materials to investors in equity securities and mutual funds, as well as the facilitation of related vote processing. ProxyEdge ® (“ProxyEdge”) is Broadridge’s innovative electronic proxy delivery and voting solution for institutional investors and financial advisors that helps ensure the voting participation of the largest stockholders of many companies. Broadridge has implemented digital applications to make voting easier for retail investors. Broadridge also provides the distribution of regulatory reports, class action and corporate action/reorganization event information, as well as tax reporting solutions that help its clients meet their regulatory compliance needs. For asset managers and retirement service providers, Broadridge offers data-driven solutions and an end-to-end platform for content management, composition, and omni-channel distribution of regulatory, marketing, and transactional information. Broadridge’s data and analytics solutions provide investment product distribution data, analytical tools, insights, and research to enable asset managers to optimize product distribution across retail and institutional channels globally. Through our Retirement and Workplace business (“Broadridge Retirement and Workplace”), Broadridge provides automated mutual fund and exchange-traded funds trade processing services for financial institutions who submit trades on behalf of their clients such as qualified and non-qualified retirement plans and individual wealth accounts. In addition, Broadridge provides fiduciary-focused learning and development, software and technology, and data and analytics services to advisors, institutions, and asset managers across the retirement and wealth ecosystem. Broadridge provides public corporations and mutual funds with a full suite of solutions to help manage their annual meeting process, including a full suite of annual meeting and shareholder engagement solutions such as registered and beneficial proxy materials distribution, proxy processing and tabulation services, digital voting solutions, proxy and shareholder report document management solutions, virtual shareholder meeting services, shareholder engagement, and environmental, social and governance solutions. Broadridge also offers disclosure solutions, including annual Securities and Exchange Commission (“SEC”) filing services and capital markets transaction services. We also provide registrar, stock transfer and record-keeping services through our transfer agency services. We provide omni-channel customer communications solutions, which include print and digital solutions to modernize technology infrastructures, simplify communications processes, accelerate digital adoption and improve the customer experience. Through one point of integration, the Broadridge Communications Cloud SM platform helps companies create, deliver, and manage their communications and customer engagement. The platform includes data-driven composition tools, identity and preference management, omni-channel optimization and digital communication experience, archive and information management, digital and print delivery, and analytics and reporting tools. • Global Technology and Operations — Broadridge’s Global Technology and Operations business provides the non-differentiating yet mission-critical infrastructure to the global financial markets. As a leading software as a service (“SaaS”) provider, Broadridge offers capital markets, wealth and investment management firms modern technology to enable growth, simplify their technology stacks and mutualize costs. Broadridge’s highly scalable, resilient, component-based solutions automate the front-to-back transaction lifecycle of equity, mutual fund, fixed income, foreign exchange and exchange-traded derivatives, from order capture and execution through trade confirmation, margin, cash management, clearing and settlement, reference data management, reconciliations, securities financing and collateral management, asset servicing, compliance and regulatory reporting, portfolio accounting and custody-related services. Broadridge’s Wealth Management business provides solutions for advisors and investors and also streamlines back and middle-office operations for broker-dealers by providing systems for critical post-trade activities, including books and records, transaction processing, clearance and settlement, and reporting. Broadridge’s Investment Management business provides portfolio and order management solutions for traditional and alternative asset managers, which bring insights into trading, portfolio construction, risk and analytics. Broadridge’s solutions connect asset managers to a global network of broker-dealers for trade execution and post-trade matching and confirmation. In addition, Broadridge provides business process outsourcing services for its buy and sell-side clients’ businesses. These services combine Broadridge’s technology with its operations expertise to support the entire trade lifecycle, including securities clearing and settlement, reconciliations, record-keeping, wealth management asset servicing, and custody-related functions. For capital markets firms, Broadridge provides a set of multi-asset, multi-entity and multi-currency trading connectivity and post-trade solutions that support processing of securities transactions in equities, options, fixed income securities, foreign exchange, exchange-traded derivatives and mutual funds. Provided on a SaaS basis within large user communities, Broadridge’s technology is a global solution, processing clearance and settlement in over 100 countries. Broadridge’s solutions enable global capital markets firms to access market liquidity, drive more effective market making and efficient front-to-back trade processing. Through Broadridge Trading and Connectivity Solutions, Broadridge offers a set of global front-office trade order and execution management systems and connectivity solutions that enable market participants to connect and trade. The combination of the front-office solutions from the 2021 acquisition of Itiviti Holding AB (“Itiviti”) and Broadridge’s post-trade product suite and other capital markets capabilities enables clients to streamline their front-to-back technology platforms and operations and increase straight-through processing efficiencies, across equities, fixed income, exchange-traded derivatives, and other asset classes. Broadridge’s Wealth Management business delivers technology solutions and other capabilities across the entire wealth management lifecycle and streamlines all aspects of wealth management services, including account management, fee management and client on-boarding. The wealth technology solutions enable full-service, regional and independent broker-dealers and investment advisors to better engage with customers through digital marketing and customer communications tools. Broadridge also integrates data, content and technology to drive new customer acquisition, support holistic and personalized advice and cross-sell opportunities. Broadridge’s advisor solutions help advisors optimize their practice management through customer and account data aggregation and reporting. Broadridge’s Investment Management business services the global investment management industry with a range of buy-side technology solutions such as portfolio management, compliance and fee billing and operational support solutions for hedge funds, family offices, alternative asset managers, traditional asset managers and the providers that service this space including prime brokers, fund administrators and custodians. B. Consolidation and Basis of Presentation . The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the U.S. and in accordance with SEC requirements for Quarterly Reports on Form 10-Q. These financial statements present the condensed consolidated position of the Company and include the entities in which the Company directly or indirectly has a controlling financial interest, entities in which the Company has investments recorded under the equity method of accounting as well as certain marketable and non-marketable securities. Intercompany balances and transactions have been eliminated. Amounts presented may not sum due to rounding. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These Condensed Consolidated Financial Statements should be read in conjunction with the Company’s Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023, filed with the SEC on August 8, 2023. These Condensed Consolidated Financial Statements include all normal and recurring adjustments necessary for a fair presentation in accordance with GAAP of the Company’s financial position on September 30, 2023 and June 30, 2023, the results of its operations for the three months ended September 30, 2023 and 2022, its cash flows for the three months ended September 30, 2023 and 2022, and its changes in stockholders’ equity for the three months ended September 30, 2023 and 2022. C. Securities . Securities are non-derivatives that are reflected in Other non-current assets in the Condensed Consolidated Balance Sheets, unless management intends to dispose of the investment within twelve months of the end of the reporting period, in which case they are reflected in Other current assets in the Condensed Consolidated Balance Sheets. These investments are in entities over which the Company does not have control, joint control, or significant influence. Securities that have a readily determinable fair value are carried at fair value. Securities without a readily determinable fair value are initially recognized at cost and subsequently carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in transactions for an identical or similar investment of the same issuer, such as subsequent capital raising transactions. Changes in the value of securities with or without a readily determinable fair value are recorded in the Condensed Consolidated Statements of Earnings. In determining whether a security without a readily determinable fair value is impaired, management considers qualitative factors to identify an impairment including the financial condition and near-term prospects of the issuer. D. Use of Estimates . The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes thereto. These estimates are based on management’s best knowledge of current events, historical experience, actions that the Company may undertake in the future and on various other assumptions and judgment that are believed to be reasonable under the circumstances. Accordingly, actual results could differ from those estimates. The use of estimates in specific accounting policies is described further in the notes to the Condensed Consolidated Financial Statements, as appropriate. |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | NEW ACCOUNTING PRONOUNCEMENTSRecently Issued Accounting PronouncementsIn October 2021, the FASB issued ASU No. 2021-08, “Business Combinations: Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU No. 2021-08”), which requires that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. ASU No. 2021-08 was effective for the Company in the first quarter of fiscal year 2024. The adoption of ASU No. 2021-08 did not have a material impact on the Company's Condensed Consolidated Financial Statements |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | REVENUE RECOGNITION ASC 606 “Revenue from Contracts with Customers” outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The core principle is that an entity recognizes revenue to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company’s revenues from clients are primarily generated from fees for providing investor communications and technology-enabled services and solutions. Revenues are recognized for the two reportable segments as follows: • Investor Communication Solutions —Revenues are generated primarily from processing and distributing investor communications and other related services as well as vote processing and tabulation. The Company typically enters into agreements with clients to provide services on a fee for service basis. Fees received for processing and distributing investor communications are generally variably priced and recognized as revenue over time as the Company provides the services to clients based on the number of units processed, which coincides with the pattern of value transfer to the client. Broadridge works directly with corporate issuers (“Issuers”) and mutual funds to ensure that the account holders of the Company’s bank and broker clients, who are also the shareholders of Issuers and mutual funds, receive the appropriate investor communications materials and the services are fulfilled in accordance with each Issuer’s and mutual fund’s requirements. Broadridge works directly with the Issuers and mutual funds to resolve any issues that may arise. As such, Issuers and mutual funds are viewed as the customer of the Company’s services. As a result, revenues for distribution services as well as proxy materials fulfillment services are recorded in Revenue on a gross basis with corresponding costs including amounts remitted to the broker-dealers and banks (referred to as “Nominees”) recorded in Cost of revenues. Fees for the Company’s investor communications services arrangements are typically billed and paid on a monthly basis following the delivery of the services. The Company also offers certain hosted service arrangements that can be priced on a fixed and/or variable basis for which revenue is recognized over time as the Company satisfies its performance obligation by delivering services to the client on a monthly basis based on the number of transactions processed or units delivered, in the case of variable priced arrangements, or a fixed monthly fee in the case of fixed price arrangements, in each case which coincides with the pattern of value transfer to the client. These services may be billed in a variety of payment frequencies depending on the specific arrangement. • Global Technology and Operations —Revenues are generated primarily from fees for trade processing and related services. Revenue is recognized over time as the Company satisfies its performance obligation by delivering services to the client. The Company’s arrangements for processing and related services typically consist of an obligation to provide specific services to its clients on a when and if needed basis (a stand ready obligation) with revenue recognized from the satisfaction of the performance obligations on a monthly basis generally in the amount billable to the client. These services are generally provided under variable priced arrangements based on volume of service and can include minimum monthly usage fees. Client service agreements often include up-front consideration in addition to the recurring fee for trade processing. Up-front implementation fees, as well as certain enhancements to existing technology platforms, are deferred and recognized on a straight-line basis over the service term of the contract which corresponds to the timing of transfer of value to the client that commences after client acceptance when the processing term begins. In addition, revenue is also generated from the fulfillment of professional services engagements which are generally priced on a time and materials or fixed price basis, and are recognized as the services are provided to the client which corresponds to the timing of transfer of value to the client. Finally, the Company generally recognizes license revenues from software term licenses installed on clients’ premises upon delivery and acceptance of the software license, assuming a contract is deemed to exist, and recognizes revenue attributed to the associated software maintenance and support obligation over the contract term. Software term license revenue is not a significant portion of the Company’s revenues. The Company uses the following methods, inputs, and assumptions in determining amounts of revenue to recognize: Transaction Price The Company allocates transaction price to the individual performance obligations within a contract. If the contracted prices reflect the relative standalone selling prices for the individual performance obligations, no allocations are made. Otherwise, the Company uses the relative selling price method to allocate the transaction price, obtained from sources such as the observable price of a good or service when the Company sells that good or service separately in similar circumstances and to similar clients. If such evidence is unavailable, the Company uses the best estimate of the selling price, which includes various internal factors such as pricing strategy and market factors. A significant portion of the Company’s performance obligations are generated from transactions with volume based fees and includes services that are delivered at the same time. The Company recognizes revenue related to these arrangements over time as the services are provided to the client. While many of the Company’s contracts contain some component of variable consideration, the Company only recognizes variable consideration that is not expected to reverse. The Company allocates variable payments to distinct services in an overall contract when the variable payment relates specifically to that particular service and for which the variable payment reflects what the Company expects to receive in exchange for that particular service. As a result, the Company generally allocates and recognizes variable consideration in the period it has the contractual right to invoice the client. As described above, our most significant performance obligations involve variable consideration which constitutes the majority of our revenue streams. The Company’s variable consideration components meet the criteria in ASC 606 for exclusion from disclosure of the remaining transaction price allocated to unsatisfied performance obligations as does any contracts with clients with an original duration of one year or less. The Company has contracts with clients that vary in length depending on the nature of the services and contractual terms negotiated with the client, and they generally extend over a multi-year period. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a client, are excluded from revenue. Distribution revenues associated with shipping and handling activities are accounted for as a fulfillment activity and recognized as the related services or products are transferred to the client. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between client payment and the transfer of goods or services is expected to be one year or less. Disaggregation of Revenue The Company has presented below its revenue disaggregated by product line and by revenue type within each of its Investor Communication Solutions and Global Technology and Operations reportable segments. Revenues in the Investor Communication Solutions segment are derived from both recurring and event-driven activity. In addition, the level of recurring and event-driven activity the Company processes directly impacts Distribution revenues. While event-driven activity is highly repeatable, it may not recur on an annual basis. Event-driven revenues are based on the number of special events and corporate transactions the Company processes. Event-driven activity is impacted by financial market conditions and changes in regulatory compliance requirements, resulting in fluctuations in the timing and levels of event-driven revenues. Distribution revenues primarily include revenues related to the physical mailing and distribution of proxy materials, interim communications, transaction reporting, customer communications and fulfillment services, as well as Broadridge Retirement and Workplace administrative services. Three Months Ended 2023 2022 (in millions) Investor Communication Solutions Regulatory $ 179.4 $ 170.8 Data-driven fund solutions 101.8 92.5 Issuer 28.5 23.9 Customer communications 159.1 155.9 Total ICS Recurring revenues 468.8 443.1 Equity and other 40.8 29.5 Mutual funds 46.1 33.2 Total ICS Event-driven revenues 86.9 62.7 Distribution revenues 473.0 414.8 Total ICS Revenues $ 1,028.6 $ 920.6 Global Technology and Operations Capital markets $ 248.5 $ 226.7 Wealth and investment management 153.9 136.0 Total GTO Recurring revenues 402.4 362.7 Total Revenues $ 1,431.1 $ 1,283.3 Revenues by Type Recurring revenues $ 871.2 $ 805.8 Event-driven revenues 86.9 62.7 Distribution revenues 473.0 414.8 Total Revenues $ 1,431.1 $ 1,283.3 Contract Balances The following table provides information about contract assets and liabilities: September 30, 2023 June 30, 2023 (in millions) Contract assets $ 111.8 $ 109.1 Contract liabilities $ 667.7 $ 692.6 Contract assets result from revenue already recognized but not yet invoiced, including certain future amounts to be collected under software term licenses and certain other client contracts. Contract liabilities represent consideration received or receivable from clients before the transfer of control occurs (deferred revenue). Contract balances are reported in a net contract asset or liability position on a contract-by-contract basis at the end of each reporting period. During the three months ended September 30, 2023, contract assets increased due to an increase in software term license revenues, while contract liabilities decreased due to the timing of client invoices in relation to the timing of revenue recognized. The Co mpany recognized $127.8 million of revenue dur ing the three months ended September 30, 2023 that was included in the contract liability balance as of June 30, 2023. |
Weighted-Average Shares Outstan
Weighted-Average Shares Outstanding | 3 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Weighted-Average Shares Outstanding | WEIGHTED-AVERAGE SHARES OUTSTANDING Basic earnings per share (“EPS”) is calculated by dividing the Company’s Net earnings by the basic Weighted-average shares outstanding for the periods presented. The Company calculates diluted EPS using the treasury stock method, which reflects the potential dilution that could occur if outstanding stock options at the presented date are exercised and restricted stock unit awards have vested. The computation of diluted EPS excluded less than 0.1 million options to purchase Broadridge common stock for the three months ended September 30, 2023, and 0.4 million options to purchase Broadridge common stock for the three months ended September 30, 2022, as the effect of their inclusion would have been anti-dilutive. The following table sets forth the denominators of the basic and diluted EPS computations: Three Months Ended 2023 2022 (in millions) Weighted-average shares outstanding: Basic 117.9 117.5 Common stock equivalents 1.3 1.4 Diluted 119.2 118.9 |
Interest Expense, Net
Interest Expense, Net | 3 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Interest Expense, Net | INTEREST EXPENSE, NET Interest expense, net consisted of the following: Three Months Ended 2023 2022 (in millions) Interest expense on borrowings $ (36.4) $ (28.0) Interest income 2.9 1.2 Interest expense, net $ (33.4) $ (26.9) |
Acquisitions
Acquisitions | 3 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | ACQUISITIONS Assets acquired and liabilities assumed in business combinations are recorded on the Company’s Condensed Consolidated Balance Sheets as of the respective acquisition date based upon the estimated fair values at such date. The results of operations of the business acquired by the Company are included in the Company’s Condensed Consolidated Statements of Earnings since the respective date of acquisition. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed is allocated to Goodwill. During the three months ended September 30, 2023, there were no acquisitions. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1 Quoted market prices in active markets for identical assets and liabilities. Level 2 Observable market-based inputs other than quoted prices in active markets for identical assets and liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. In valuing assets and liabilities, the Company is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company calculates the fair value of its Level 1 and Level 2 instruments, as applicable, based on the exchange traded price of similar or identical instruments where available or based on other observable instruments. These calculations take into consideration the credit risk of both the Company and its counterparties. The Company has not changed its valuation techniques in measuring the fair value of any financial assets and liabilities during the period. The fair values of contingent consideration obligations are based on a probability weighted approach derived from the estimates of earn-out criteria and the probability assessment with respect to the likelihood of achieving those criteria. The measurement is based on significant inputs that are not observable in the market; therefore, the Company classifies this liability as Level 3 in the table below. The following tables set forth the Company’s financial assets and liabilities at September 30, 2023 and June 30, 2023, respectively, that are recorded at fair value, segregated by level within the fair value hierarchy: September 30, 2023 Level 1 Level 2 Level 3 Total (in millions) Assets: Other current assets: Securities $ 0.7 $ — $ — $ 0.7 Other non-current assets: Securities (a) 144.3 — — 144.3 Derivative asset — 72.8 — 72.8 Total assets as of September 30, 2023 $ 145.0 $ 72.8 $ — $ 217.8 Liabilities: Contingent consideration obligations — — 12.9 12.9 Total liabilities as of September 30, 2023 $ — $ — $ 12.9 $ 12.9 June 30, 2023 Level 1 Level 2 Level 3 Total (in millions) Assets: Other current assets: Securities $ 0.7 $ — $ — $ 0.7 Other non-current assets: Securities (a) 141.3 — — 141.3 Derivative asset — 66.7 — 66.7 Total assets as of June 30, 2023 $ 142.0 $ 66.7 $ — $ 208.7 Liabilities: Contingent consideration obligations — — 12.0 12.0 Total liabilities as of June 30, 2023 $ — $ — $ 12.0 $ 12.0 _________ (a) Includes investments related to the Company’s Defined Benefit Pension Plans and Executive Retirement and Savings Plan (the “ERSP”). In addition, the Company has non-marketable securities with a carrying amount of $55.6 million and $55.6 million as of September 30, 2023 and June 30, 2023, respectively, that are classified as Level 2 financial assets and included as part of Other non-current assets on the Condensed Consolidated Balance Sheets. The following table sets forth an analysis of changes during the three months ended September 30, 2023 and 2022, respectively, in Level 3 financial liabilities of the Company: Three Months Ended September 30, 2023 2022 (in millions) Beginning balance $ 12.0 $ 12.9 Net increase in contingent consideration liability 0.8 — Foreign currency impact on contingent consideration liability 0.1 — Payments — — Ending balance $ 12.9 $ 12.9 |
Deferred Client Conversion And
Deferred Client Conversion And Start-Up Costs | 3 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Client Conversion and Start-up Costs | DEFERRED CLIENT CONVERSION AND START-UP COSTS Deferred client conversion and start-up costs consisted of the following: September 30, 2023 June 30, 2023 (in millions) Deferred client conversion and start-up costs $ 924.6 $ 925.4 Other start-up costs 10.1 11.5 Total $ 934.6 $ 937.0 Deferred client conversion and start-up costs include direct costs incurred to set up or convert a client’s systems to function with the Company’s technology, and are generally deferred and recognized on a straight-line basis over the service term of the arrangement to which the costs relate, which commences when the client goes live with the Company’s services. The key judgment for determining the amount of costs to be deferred relates to the extent to which such costs are recoverable. This estimate includes (i) projected future client revenues, including variable revenues, offset by an estimate of conversion costs including an estimate of onboarding costs as well as ongoing operational costs, and (ii) an estimate of the expected client life. This is also the basis for how the Company assesses such costs for impairment. Deferred client conversion and start-up costs of $934.6 million as of September 30, 2023 consist of costs incurred to set-up or convert a client’s systems to function with the Company’s technology of $924.6 million, as well as other start-up costs of $10.1 million. Deferred client conversion and start-up costs of $937.0 million as of June 30, 2023 consist of costs incurred to set-up or convert a client’s systems to function with the Company’s technology of $925.4 million, as well as other start-up costs of $11.5 million. The total amount of Deferred client conversion and start-up costs and Deferred sales commission costs amortized in Operating expenses during the three months ended September 30, 2023 and 2022, were $32.2 million and $23.8 million, respectively. |
Other Non-Current Assets
Other Non-Current Assets | 3 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Non-Current Assets | OTHER NON-CURRENT ASSETS Other non-current assets consisted of the following: September 30, 2023 June 30, 2023 (in millions) Long-term investments $ 243.4 $ 241.9 ROU assets (a) 191.1 198.3 Deferred sales commissions costs 111.3 114.1 Contract assets (b) 111.8 109.1 Long-term broker fees 29.4 32.0 Deferred data center costs (c) 14.5 15.4 Other (d) 116.0 118.3 Total $ 817.5 $ 829.2 _________ (a) ROU assets represent the Company’s right to use an underlying asset for the lease term. (b) Contract assets result from revenue already recognized but not yet invoiced, including certain future amounts to be collected under software term licenses and certain other client contracts. (c) Represents deferred data center costs associated with the Company’s information technology services agreements. Please refer to Note 15, “Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements” for a further discussion. (d) Includes $72.8 million and $66.7 million derivative assets as of September 30, 2023 and June 30, 2023, respectively, related to the Company’s cross-currency swap derivative contracts. Please refer to Note 15, “Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements” for a further discussion. |
Payables and Accrued Expenses
Payables and Accrued Expenses | 3 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Payables and Accrued Expenses | PAYABLES AND ACCRUED EXPENSES Payables and accrued expenses consisted of the following: September 30, 2023 June 30, 2023 (in millions) Accounts payable $ 143.2 $ 157.3 Employee compensation and benefits 165.3 335.6 Accrued dividend payable 94.1 85.6 Accrued broker fees 80.2 148.0 Business process outsourcing administration fees 61.4 61.7 Customer deposits 52.8 65.6 Operating lease liabilities 40.1 40.9 Accrued taxes 31.6 69.7 Other 75.0 55.1 Total $ 743.7 $ 1,019.5 Restructuring Charges Employee compensation and benefits within the table above includes a restructuring liability of $7.9 million and $19.5 million as of September 30, 2023 and June 30, 2023, respectively. During the fourth quarter of fiscal year 2023, Broadridge implemented a corporate restructuring initiative to streamline our management structure, reallocate work to lower cost locations, and reduce headcount in deprioritized areas. This restructuring resulted in total charges of $20.4 million of severance costs recorded in Operating expenses Restructuring charges are not reflected in segment profit and are recorded within the Other segment. |
Borrowings
Borrowings | 3 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Borrowings | BORROWINGS Outstanding borrowings and available capacity under the Company’s borrowing arrangements were as follows: Expiration Principal amount outstanding at September 30, 2023 Carrying value at September 30, 2023 Carrying value at June 30, 2023 Unused Fair Value at September 30, 2023 (in millions) Current portion of long-term debt Fiscal 2021 Term Loans (a) May 2024 $ — $ — $ 1,178.5 $ — $ — Total $ — $ — $ 1,178.5 $ — $ — Long-term debt, excluding current portion Fiscal 2021 Revolving Credit Facility: U.S. dollar tranche April 2026 $ 150.0 $ 150.0 $ — $ 950.0 $ 150.0 Multicurrency tranche April 2026 — — — 400.0 — Total Revolving Credit Facility $ 150.0 $ 150.0 $ — $ 1,350.0 $ 150.0 Fiscal 2024 Amended Term Loan (a) August 2026 $ 1,300.0 $ 1,296.6 $ — $ — $ 1,300.0 Fiscal 2016 Senior Notes June 2026 $ 500.0 $ 498.2 $ 498.0 $ — $ 469.9 Fiscal 2020 Senior Notes December 2029 750.0 744.5 744.3 — 634.0 Fiscal 2021 Senior Notes May 2031 1,000.0 992.7 992.5 — 793.1 Total Senior Notes $ 2,250.0 $ 2,235.4 $ 2,234.7 $ — $ 1,897.0 Total long-term debt $ 3,700.0 $ 3,682.0 $ 2,234.7 $ 1,350.0 $ 3,347.0 Total debt $ 3,700.0 $ 3,682.0 $ 3,413.3 $ 1,350.0 $ 3,347.0 _________ (a) The Fiscal 2021 Term Loans were reclassified from Current portion of long-term debt to Long-term debt in the first quarter of fiscal year 2024 upon amendment of the loan, to reflect the remaining maturity of more than one year. Future principal payments on the Company’s outstanding debt are as follows: Years ending June 30, 2024 2025 2026 2027 2028 Thereafter Total (in millions) $ — $ — $ 650.0 $ 1,300.0 $ — $ 1,750.0 $ 3,700.0 Fiscal 2021 Revolving Credit Facility: In April 2021, the Company entered into an amended and restated $1.5 billion five-year revolving credit facility, as amended on December 23, 2021 and May 23, 2023 (the “Fiscal 2021 Revolving Credit Facility”) which replaced the $1.5 billion five-year revolving credit facility entered during March 2019. The Fiscal 2021 Revolving Credit Facility is comprised of a $1.1 billion U.S. dollar tranche and a $400.0 million multicurrency tranche. On May 23, 2023, we amended the interest rate index from LIBOR to Adjusted Term SOFR. All other terms remained unchanged. The weighted-average interest rate on the Fiscal 2021 Revolving Credit Facility was 6.41% for the three months ended September 30, 2023, and 3.26% for the three months ended September 30, 2022, respectively. The fair value of the variable-rate Fiscal 2021 Revolving Credit Facility borrowings at September 30, 2023 approximates carrying value and has been classified as a Level 2 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). Under the Fiscal 2021 Revolving Credit Facility, revolving loans denominated in U.S. Dollars, Canadian Dollars, Euro, Swedish Kronor, and Yen bears interest at Adjusted Term SOFR, CDOR, EURIBOR, TIBOR and STIBOR, respectively, plus 1.100% per annum (subject to step-ups to 1.175% and step-downs to 0.805% based on public debt ratings) and revolving loans denominated in Sterling initially bear interest at SONIA plus 1.1326% per annum (subject to step-ups to 1.2076% and step-downs to 0.8376% based on ratings). The Fiscal 2021 Revolving Credit Facility also has an annual facility fee equal to 15.0 basis points on the entire facility (subject to step-ups to 20.0 basis points and step-downs to 7.0 basis points based on ratings). The Company may voluntarily prepay, in whole or in part and without premium or penalty, borrowings under the Fiscal 2021 Revolving Credit Facility in accordance with individual drawn loan maturities. The Fiscal 2021 Revolving Credit Facility is subject to certain covenants, including a leverage ratio. At September 30, 2023, the Company was in compliance with all covenants of the Fiscal 2021 Revolving Credit Facility. Fiscal 2021 Term Loans: In March 2021, the Company entered into an amended and restated term credit agreement, as amended on December 23, 2021, and May 23, 2023 (“Term Credit Agreement”), providing for term loan commitments in an aggregate principal amount of $2.55 billion, comprised of a $1.0 billion tranche (“Tranche 1”), and a $1.55 billion tranche (“Tranche 2,” together with Tranche 1, the “Fiscal 2021 Term Loans”). The proceeds of the Fiscal 2021 Term Loans were used by the Company to solely finance the acquisition of Itiviti and pay certain fees and expenses in connection therewith. Once borrowed, amounts repaid or prepaid in respect of such Fiscal 2021 Term Loans may not be reborrowed. The Tranche 1 Loan was to mature on the date that is 18 months after the date on which the Fiscal 2021 Term Loans were borrowed (the “Funding Date”), but was repaid in full in May 2021 with proceeds from the Fiscal 2021 Senior Notes (as discussed further below). The Tranche 2 Loan was to mature in May 2024. The Tranche 2 Loan bore interest at Adjusted Term SOFR plus 1.000% per annum (subject to step-ups to Adjusted Term SOFR plus 1.250% or a step-down to Adjusted Term SOFR plus 0.750% based on ratings). On May 23, 2023, we amended the interest rate index from LIBOR to Adjusted Term SOFR. All other terms remained unchanged. Fiscal 2024 Amended Term Loan: On August 17, 2023, the Company amended and restated the Term Credit Agreement (the “Amended and Restated Term Credit Agreement”), providing for term loan commitment in an aggregate principal amount of $1.3 billion, replacing the Tranche 2 Loan of the Fiscal 2021 Term Loans (the “Fiscal 2024 Amended Term Loan”). The Fiscal 2024 Amended Term Loan will mature in August 2026 on the third anniversary of the amended Funding Date of August 17, 2023. The Fiscal 2024 Term Loan bears interest at Adjusted Term SOFR plus 1.250% per annum (subject to a step-up to Adjusted Term SOFR plus 1.375% or step-downs to Adjusted Term SOFR plus 1.125% and Adjusted Term SOFR plus 1.000%, in each case, based on ratings). The Company may voluntarily prepay the Fiscal 2024 Amended Term Loan in whole or in part and without premium or penalty. In the event of receipt of cash proceeds by the Company or its subsidiaries from certain incurrences of indebtedness, certain equity issuances, and certain sales, transfers or other dispositions of assets, the Company will be required to prepay the Fiscal 2024 Term Loan, subject to certain limitations and qualifications as set forth in the Amended and Restated Term Credit Agreement. The Amended and Restated Term Credit Agreement is subject to certain covenants, including a leverage ratio. At September 30, 2023, the Company was in compliance with all covenants of the Fiscal 2024 Amended Term Loan. Fiscal 2016 Senior Notes: In June 2016, the Company completed an offering of $500.0 million in aggregate principal amount of senior notes (the “Fiscal 2016 Senior Notes”). The Fiscal 2016 Senior Notes will mature on June 27, 2026 and bear interest at a rate of 3.40% per annum. Interest on the Fiscal 2016 Senior Notes is payable semi-annually in arrears on June 27 and December 27 of each year. The Fiscal 2016 Senior Notes were issued at a price of 99.589% (effective yield to maturity of 3.449%). The indenture governing the Fiscal 2016 Senior Notes contains certain covenants including covenants restricting the Company’s ability to create or incur liens securing indebtedness for borrowed money, to enter into certain sale-leaseback transactions, certain subsidiary indebtedness, and to engage in mergers or consolidations and transfer or lease of all or substantially all of our assets. At September 30, 2023, the Company is in compliance with the covenants of the indenture governing the Fiscal 2016 Senior Notes. The indenture also contains covenants regarding the purchase of the Fiscal 2016 Senior Notes upon a change of control triggering event. The Company may redeem the Fiscal 2016 Senior Notes in whole or in part at any time before their maturity. The fair value of the fixed-rate Fiscal 2016 Senior Notes at September 30, 2023 and June 30, 2023 was $469.9 million and $471.4 million, respectively, based on quoted market prices and has been classified as a Level 1 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). Fiscal 2020 Senior Notes: In December 2019, the Company completed an offering of $750.0 million in aggregate principal amount of senior notes (the “Fiscal 2020 Senior Notes”). The Fiscal 2020 Senior Notes will mature on December 1, 2029 and bear interest at a rate of 2.90% per annum. Interest on the Fiscal 2020 Senior Notes is payable semi-annually in arrears on June 1 and December 1 of each year. The Fiscal 2020 Senior Notes were issued at a price of 99.717% (effective yield to maturity of 2.933%). The indenture governing the Fiscal 2020 Senior Notes contains certain covenants including covenants restricting the Company’s ability to create or incur liens securing indebtedness for borrowed money, to enter into certain sale-leaseback transactions, certain subsidiary indebtedness, and to engage in mergers or consolidations and transfer or lease of all or substantially all of our assets. At September 30, 2023, the Company is in compliance with the covenants of the indenture governing the Fiscal 2020 Senior Notes. The indenture also contains covenants regarding the purchase of the Fiscal 2020 Senior Notes upon a change of control triggering event. The Company may redeem the Fiscal 2020 Senior Notes in whole or in part at any time before their maturity. The fair value of the fixed-rate Fiscal 2020 Senior Notes at September 30, 2023 and June 30, 2023 was $634.0 million and $641.0 million, respectively, based on quoted market prices and has been classified as a Level 1 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). Fiscal 2021 Senior Notes: In May 2021, the Company completed an offering of $1.0 billion in aggregate principal amount of senior notes (the “Fiscal 2021 Senior Notes”). The Fiscal 2021 Senior Notes will mature on May 1, 2031 and bear interest at a rate of 2.60% per annum. Interest on the Fiscal 2021 Senior Notes is payable semi-annually in arrears on May 1 and November 1 of each year. The Fiscal 2021 Senior Notes were issued at a price of 99.957% (effective yield to maturity of 2.605%). The indenture governing the Fiscal 2021 Senior Notes contains certain covenants including covenants restricting the Company’s ability to create or incur liens securing indebtedness for borrowed money, to enter into certain sale-leaseback transactions, certain subsidiary indebtedness, and to engage in mergers or consolidations and transfer or lease of all or substantially all of our assets. At September 30, 2023, the Company is in compliance with the covenants of the indenture governing the Fiscal 2021 Senior Notes. The indenture also contains covenants regarding the purchase of the Fiscal 2021 Senior Notes upon a change of control triggering event. The Company may redeem the Fiscal 2021 Senior Notes in whole or in part at any time before their maturity. The fair value of the fixed-rate Fiscal 2021 Senior Notes at September 30, 2023 and June 30, 2023 was $793.1 million and $817.4 million, respectively, based on quoted market prices and has been classified as a Level 1 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). The Fiscal 2021 Revolving Credit Facility, Fiscal 2024 Amended Term Loan, Fiscal 2016 Senior Notes, Fiscal 2020 Senior Notes and Fiscal 2021 Senior Notes are senior unsecured obligations of the Company and are ranked equally in right of payment. In addition, certain of the Company’s subsidiaries established unsecured, uncommitted lines of credit with banks. As of September 30, 2023 and June 30, 2023, respectively, there were no outstanding borrowings under these lines of credit. |
Other Non-Current Liabilities
Other Non-Current Liabilities | 3 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Other Non-Current Liabilities | OTHER NON-CURRENT LIABILITIES Other non-current liabilities consisted of the following: September 30, 2023 June 30, 2023 (in millions) Operating lease liabilities $ 191.8 $ 198.5 Post-employment retirement obligations 189.5 182.2 Non-current income taxes 53.2 52.4 Acquisition related contingencies — 7.7 Other 35.3 35.2 Total $ 469.9 $ 476.0 The Company sponsors a Supplemental Officer Retirement Plan (the “Broadridge SORP”). The Broadridge SORP is a non-qualified ERISA defined benefit plan pursuant to which the Company will pay supplemental pension benefits to certain key officers upon retirement based upon the officers’ years of service and compensation. The Broadridge SORP was closed to new participants beginning in fiscal year 2015. The Company also sponsors a Supplemental Executive Retirement Plan (the “Broadridge SERP”). The Broadridge SERP is also a non-qualified ERISA defined benefit plan pursuant to which the Company will pay supplemental pension benefits to certain key executives upon retirement based upon the executives’ years of service and compensation. The Broadridge SERP was closed to new participants beginning in fiscal year 2015. The SORP and SERP are effectively funded with assets held in a Rabbi Trust. The assets invested in the Rabbi Trust are to be used in part to fund benefit payments to participants under the terms of the plans. The Rabbi Trust is irrevocable and no portion of the trust funds may be used for any purpose other than the delivery of those assets to the participants, except that assets held in the Rabbi Trust would be subject to the claims of the Company’s general creditors in the event of bankruptcy or insolvency of the Company. The Broadridge SORP and SERP are non-qualified plans for federal tax purposes and for purposes of Title I of ERISA. The Rabbi Trust assets had a value of $56.2 million at September 30, 2023 and $57.8 million at June 30, 2023 and are included in Other non-current assets in the accompanying Condensed Consolidated Balance Sheets. The SORP and the SERP had a total benefit obligation of $59.3 million at September 30, 2023 and $58.6 million at June 30, 2023 and are included in Other non-current liabilities in the accompanying Condensed Consolidated Balance Sheets. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION The activity related to the Company’s incentive equity awards for the three months ended September 30, 2023 consisted of the following: Stock Options Time-based Performance-based Number of Weighted- Number Weighted- Number Weighted- Balances at June 30, 2023 2,696,805 $ 116.46 731,327 $ 137.76 201,705 $ 153.42 Granted — — 4,071 172.13 — — Exercise of stock options (a) (410,794) 91.62 — — — — Vesting of restricted stock units — — (5,706) 169.81 (13,033) 151.15 Expired/forfeited — — (8,367) 146.09 (2,778) 150.71 Balances at September 30, 2023 (b),(c) 2,286,011 $ 120.92 721,325 $ 137.60 185,894 $ 153.62 _________ (a) Stock options exercised during the period of July 1, 2023 through September 30, 2023 had an aggregate intrinsic value of $37.0 million. (b) As of September 30, 2023, the Company’s outstanding vested and currently exercisable stock options using the September 30, 2023 closing stock price of $179.05 (approximately 1.3 million shares) had an aggregate intrinsic value of $96.1 million with a weighted-average exercise price of $103.21 and a weighted-average remaining contractual life of 4.9 years. The total of all stock options outstanding as of September 30, 2023 has a weighted-average remaining contractual life of 6.5 years. (c) As of September 30, 2023, time-based restricted stock units and performance-based restricted stock units expected to vest using the September 30, 2023 closing stock price of $179.05 (approximately 0.7 million and 0.2 million shares, respectively) had an aggregate intrinsic value of $123.6 million and $29.6 million, respectively. Performance-based restricted stock units granted in the table above represent initial target awards, and performance adjustments for (i) change in shares issued based upon attainment of performance goals determined in the period, and (ii) estimated change in shares issued resulting from attainment of performance goals to be determined at the end of the prospective performance period. The Company has stock-based compensation plans under which the Company annually grants stock option and restricted stock unit awards. Stock options are granted to employees at exercise prices equal to the fair market value of the Company’s common stock on the dates of grant, with the measurement of stock-based compensation expense recognized in Net earnings based on the fair value of the award on the date of grant. Stock-based compensation expense of $16.4 million and $15.6 million, as well as related expected tax benefits of $2.9 million and $3.6 million were recognized for the three months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, the total remaining unrecognized compensation cost related to non-vested stock options and restricted stock unit awards amounted to $16.1 million and $45.7 million, respectively, which will be amortized over the weighted-average remaining requisite service periods of 1.9 years and 1.3 years, respectively. |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Three Months Ended 2023 2022 (in millions) Provision for income taxes $ 22.0 $ 5.0 Effective tax rate 19.5 % 9.0 % Excess tax benefits $ 5.0 $ 6.7 The increase in the effective tax rate for the three months ended September 30, 2023 was driven by lower discrete tax benefits including a lower excess tax benefit related to equity compensation, relative to pre-tax income as compared to the prior year period. |
Contractual Commitments, Contin
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements | CONTRACTUAL COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS Data Center Agreements The Company is a party to an Amended and Restated IT Services Agreement with Kyndryl, Inc. (“Kyndryl”), an entity formed by IBM’s spin-off of its managed infrastructure services business, under which Kyndryl provides certain aspects of the Company’s information technology infrastructure, including supporting its mainframe, midrange, network and data center operations, as well as providing disaster recovery services. The Amended and Restated IT Services Agreement expires on June 30, 2027, however the Company may renew the agreement for up to one additional 12-month period. Fixed minimum commitments remaining under the Amended and Restated IT Services Agreement at September 30, 2023 are $132.1 million through June 30, 2027, the final year of the Amended and Restated IT Services Agreement. The Company is a party to an information technology agreement for private cloud services (the “Private Cloud Agreement”) under which Kyndryl operates, manages and supports the Company’s private cloud global distributed platforms and products, and operates and manages certain Company networks. The Private Cloud Agreement expires on March 31, 2030. Fixed minimum commitments remaining under the Private Cloud Agreement at September 30, 2023 are $143.1 million through March 31, 2030, the final year of the contract. Cloud Services Resale Agreement On December 31, 2021, the Company and Presidio Networked Solutions LLC (“Presidio”), a reseller of services of Amazon Web Services, Inc. and its affiliates (collectively, “AWS”), entered into an Order Form and AWS Private Pricing Addendum, dated December 31, 2021 (the “Order Form”), to the Cloud Services Resale Agreement, dated December 15, 2017, as amended (together with the Order Form, the “AWS Cloud Agreement”), whereby Presidio will resell to the Company certain public cloud infrastructure and related services provided by AWS for the operation, management and support of the Company’s cloud global distributed platforms and products. The AWS Cloud Agreement expires on December 31, 2026. Fixed minimum commitments remaining under the AWS Cloud Agreement at September 30, 2023 are $178.6 million through December 31, 2026. Investments The Company has an equity method investment that is a variable interest in a variable interest entity. The Company is not the primary beneficiary and therefore does not consolidate the investee. The Company’s potential maximum loss exposure related to its unconsolidated investments in this variable interest entity totaled $36.1 million as of September 30, 2023, which represents the carrying value of the Company's investment. In addition, as of September 30, 2023, the Company has a future commitment to fund $0.6 million to one of the Company’s other investees. Software License Agreements The Company has incurred the following expenses under software license agreements: Three Months Ended 2023 2022 (in millions) Software License Agreements $ 33.5 $ 35.6 Fixed Operating Lease Cost The Company has incurred the following fixed operating lease costs: Three Months Ended 2023 2022 (in millions) Fixed Operating Lease Cost $ 10.2 $ 10.3 Litigation Broadridge or its subsidiaries are subject to various claims and legal matters that arise in the normal course of business (referred to as “Litigation”). The Company establishes reserves for Litigation and other loss contingencies when it is both probable that a loss will occur, and the amount of such loss can reasonably be estimated. For certain Litigation matters for which the Company does not believe it probable that a loss will occur at this time, the Company is able to estimate a range of reasonably possible losses in excess of established reserves. Management currently estimates an aggregate range of reasonably possible losses for such matters of up to $30 million in excess of any established reserves. The Litigation matters underlying the estimated range will change from time to time, and it is reasonably possible that the actual results may vary significantly from this estimate. The Company’s management currently believes that resolution of any outstanding legal matters will not have a material adverse effect on the Company’s financial position or results of operations. However, legal matters are subject to inherent uncertainties and there exists the possibility that the ultimate resolution of these matters could have a material adverse impact on the Company’s financial position and results of operations in the period in which any such effects are recorded. Plan Management Corp. Claim Paramount Financial Communications, Inc. d/b/a Plan Management Corp. (“Plan Management”) and Jonathan Miller filed a complaint on January 28, 2015 in the United States District Court for the Eastern District of Pennsylvania. Plan Management claimed that Broadridge Investor Communication Solutions, Inc. (“BRICS”) breached a marketing agreement between BRICS and Plan Management (the “Marketing Agreement”) and Mr. Miller asserted a fraud claim. The case went to trial in the second fiscal quarter of the Company’s fiscal year 2023. The court dismissed Mr. Miller’s fraud claim and Plan Management’s breach of contract claim went to the jury. On December 7, 2022, the jury found that BRICS breached the Marketing Agreement and acted with gross negligence and willful misconduct. Plan Management filed a motion for post-judgment interest, and Mr. Miller has filed a motion for a new trial on his fraud claim. BRICS has filed post-trial motions to vacate or reduce the verdict. On July 26, 2023, the trial court vacated the damages award but not the liability finding. Mr. Miller’s motion for a new trial on the fraud claim was denied. Plan Management’s motion to award post-judgment interest was denied as moot. A new trial on damages has been scheduled for March 4, 2024. In light of these post-trial rulings and the facts and circumstances of the case at this time, the Company does not believe that a material loss is probable in this matter. Other It is not the Company’s business practice to enter into off-balance sheet arrangements. However, the Company is exposed to market risk from changes in foreign currency exchange rates that could impact its financial position, results of operations, and cash flows. The Company manages its exposure to these market risks through its regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments. In January 2022, the Company executed a series of cross-currency swap derivative contracts with an aggregate notional amount of EUR 880 million which are designated as net investment hedges to hedge a portion of its net investment in its subsidiaries whose functional currency is the Euro. The cross-currency swap derivative contracts are agreements to pay fixed-rate interest in Euros and receive fixed-rate interest in U.S. Dollars, thereby effectively converting a portion of the Company’s U.S. Dollar denominated fixed-rate debt into Euro denominated fixed-rate debt. The cross-currency swaps mature in May 2031 to coincide with the maturity of the Fiscal 2021 Senior Notes. Accordingly, foreign currency transaction gains or losses on the qualifying net investment hedge instruments are recorded as foreign currency translation within other comprehensive income (loss), net in the Condensed Consolidated Statements of Comprehensive Income and will remain in Accumulated other comprehensive income (loss) in the Condensed Consolidated Balance Sheets until the sale or complete liquidation of the underlying foreign subsidiary. At September 30, 2023, the Company’s position on the cross-currency swaps was an asset of $72.8 million, and is recorded as part of Other non-current assets on the Condensed Consolidated Balance Sheets with the offsetting amount recorded as part of Accumulated other comprehensive income (loss), net of tax. The Company has elected the spot method of accounting whereby the net interest savings from the cross-currency swaps is recognized as a reduction in interest expense in the Company’s Condensed Consolidated Statements of Earnings. In May 2021, the Company settled a forward treasury lock agreement that was designated as a cash flow hedge, for a pre-tax loss of $11.0 million, after which the final settlement loss is being amortized into Interest expense, net ratably over the ten year term of the Fiscal 2021 Senior Notes. The expected amount of the existing loss that will be amortized into earnings before income taxes within the next twelve months is approximately $1.1 million. In the normal course of business, the Company enters into contracts in which it makes representations and warranties that relate to the performance of the Company’s products and services. The Company does not expect any material losses related to such representations and warranties, or collateral arrangements. The Company’s business process outsourcing and mutual fund processing services are performed by Broadridge Business Process Outsourcing, LLC (“BBPO”), an indirect subsidiary, which is a broker-dealer registered with the SEC and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Although BBPO’s FINRA membership agreement allows it to engage in clearing and the retailing of corporate securities in addition to mutual fund retailing on a wire order basis, BBPO does not clear customer transactions, process any retail business or carry customer accounts. As a registered broker-dealer and member of FINRA, BBPO is subject to the Uniform Net Capital Rule 15c3-1 of the Securities Exchange Act of 1934, as amended, which requires BBPO to maintain a minimum net capital amount. At September 30, 2023, BBPO was in compliance with this net capital requirement. In addition, Matrix Trust Company, a subsidiary of the Company, is a Colorado State non-depository trust company and National Securities Clearing Corporation trust member, whose primary business is to provide cash agent, custodial and directed trustee services to institutional customers, and investment management services to collective investment trust funds. As a result, Matrix Trust Company is subject to various regulatory capital requirements administered by the Colorado Division of Banking and the Arizona Department of Financial Institutions, as well as the National Securities Clearing Corporation. Specific capital requirements that involve quantitative measures of assets, liabilities, and certain off-balance sheet items, when applicable, must be met. At September 30, 2023, Matrix Trust Company was in compliance with its capital requirements. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income/(Loss) by Component | 3 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income/(Loss) by Component | CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) BY COMPONENT The following tables summarize the changes in the accumulated balances for each component of accumulated other comprehensive income/(loss) for the three months ended September 30, 2023, and 2022, respectively: Foreign Pension Cash Flow Hedge Total (in millions) Balances at June 30, 2023 $ (273.6) $ (4.6) $ (6.5) $ (284.7) Other comprehensive income/(loss) before reclassifications (16.6) — — (16.6) Amounts reclassified from accumulated other comprehensive income/(loss) — 0.1 0.2 0.3 Balances at September 30, 2023 $ (290.1) $ (4.6) $ (6.3) $ (301.0) Foreign Pension Cash Flow Hedge Total (in millions) Balances at June 30, 2022 $ (214.1) $ (4.8) $ (7.4) $ (226.3) Other comprehensive income/(loss) before reclassifications (23.1) — — (23.1) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.2 0.2 Balances at September 30, 2022 $ (237.2) $ (4.8) $ (7.2) $ (249.2) |
Interim Financial Data by Segme
Interim Financial Data by Segment | 3 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Interim Financial Data by Segment | INTERIM FINANCIAL DATA BY SEGMENT The Company operates in two reportable segments: Investor Communication Solutions and Global Technology and Operations. See Note 1, “Basis of Presentation” for a further description of the Company’s reportable segments. The primary components of “Other” are certain gains, losses, corporate overhead expenses and non-operating expenses that have not been allocated to the reportable segments, such as interest expense. Certain corporate expenses, as well as certain centrally managed expenses, are allocated based upon budgeted amounts in a reasonable manner. Because the Company compensates the management of its various businesses on, among other factors, segment profit, the Company may elect to record certain segment-related operating and non-operating expense items in Other rather than reflect such items in segment profit. Segment results: Revenues Three Months Ended 2023 2022 (in millions) Investor Communication Solutions $ 1,028.6 $ 920.6 Global Technology and Operations 402.4 362.7 Total $ 1,431.1 $ 1,283.3 Earnings (Loss) before Income Three Months Ended 2023 2022 (in millions) Investor Communication Solutions $ 115.2 $ 60.0 Global Technology and Operations 33.7 40.3 Other (36.0) (44.8) Total $ 112.9 $ 55.4 The amount of amortization of acquired intangibles and purchased intellectual property by segment is as follows: Three Months Ended 2023 2022 (in millions) Investor Communication Solutions $ 11.4 $ 15.5 Global Technology and Operations 39.4 40.4 Total $ 50.8 $ 55.9 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||
Net earnings | $ 90.9 | $ 50.4 |
Insider Trading Arrangements
Insider Trading Arrangements - Christopher J. Perry [Member] | 3 Months Ended |
Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On September 1, 2023, the Company’s President, Christopher J. Perry, adopted a Rule 10b5-1 trading arrangement (the “Rule 10b5-1 Plan”) for the sale of securities of the Company. The Rule 10b5-1 Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended. The Rule 10b5-1 Plan allows for the contemporaneous exercise of options and sale of up to 35,438 underlying shares of the Company’s common stock received upon exercise, subject to the satisfaction of the Company’s stock retention and holding period requirements. The Rule 10b5-1 Plan will expire on August 31, 2024. |
Name | Christopher J. Perry |
Title | President |
Rule 10b5-1 Arrangement Adopted | true |
Non-Rule 10b5-1 Arrangement Adopted | false |
Adoption Date | September 1, 2023 |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Arrangement Duration | 365 days |
Aggregate Available | 35,438 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Segments | The Company operates in two reportable segments: Investor Communication Solutions (“ICS”) and Global Technology and Operations (“GTO”). • Investor Communication Solutions —Broadridge provides the following governance and communications solutions through its Investor Communication Solutions business segment: Regulatory Solutions, Data-Driven Fund Solutions, Corporate Issuer Solutions, and Customer Communications Solutions. A large portion of Broadridge’s ICS business involves the processing and distribution of proxy materials to investors in equity securities and mutual funds, as well as the facilitation of related vote processing. ProxyEdge ® (“ProxyEdge”) is Broadridge’s innovative electronic proxy delivery and voting solution for institutional investors and financial advisors that helps ensure the voting participation of the largest stockholders of many companies. Broadridge has implemented digital applications to make voting easier for retail investors. Broadridge also provides the distribution of regulatory reports, class action and corporate action/reorganization event information, as well as tax reporting solutions that help its clients meet their regulatory compliance needs. For asset managers and retirement service providers, Broadridge offers data-driven solutions and an end-to-end platform for content management, composition, and omni-channel distribution of regulatory, marketing, and transactional information. Broadridge’s data and analytics solutions provide investment product distribution data, analytical tools, insights, and research to enable asset managers to optimize product distribution across retail and institutional channels globally. Through our Retirement and Workplace business (“Broadridge Retirement and Workplace”), Broadridge provides automated mutual fund and exchange-traded funds trade processing services for financial institutions who submit trades on behalf of their clients such as qualified and non-qualified retirement plans and individual wealth accounts. In addition, Broadridge provides fiduciary-focused learning and development, software and technology, and data and analytics services to advisors, institutions, and asset managers across the retirement and wealth ecosystem. Broadridge provides public corporations and mutual funds with a full suite of solutions to help manage their annual meeting process, including a full suite of annual meeting and shareholder engagement solutions such as registered and beneficial proxy materials distribution, proxy processing and tabulation services, digital voting solutions, proxy and shareholder report document management solutions, virtual shareholder meeting services, shareholder engagement, and environmental, social and governance solutions. Broadridge also offers disclosure solutions, including annual Securities and Exchange Commission (“SEC”) filing services and capital markets transaction services. We also provide registrar, stock transfer and record-keeping services through our transfer agency services. We provide omni-channel customer communications solutions, which include print and digital solutions to modernize technology infrastructures, simplify communications processes, accelerate digital adoption and improve the customer experience. Through one point of integration, the Broadridge Communications Cloud SM platform helps companies create, deliver, and manage their communications and customer engagement. The platform includes data-driven composition tools, identity and preference management, omni-channel optimization and digital communication experience, archive and information management, digital and print delivery, and analytics and reporting tools. • Global Technology and Operations — Broadridge’s Global Technology and Operations business provides the non-differentiating yet mission-critical infrastructure to the global financial markets. As a leading software as a service (“SaaS”) provider, Broadridge offers capital markets, wealth and investment management firms modern technology to enable growth, simplify their technology stacks and mutualize costs. Broadridge’s highly scalable, resilient, component-based solutions automate the front-to-back transaction lifecycle of equity, mutual fund, fixed income, foreign exchange and exchange-traded derivatives, from order capture and execution through trade confirmation, margin, cash management, clearing and settlement, reference data management, reconciliations, securities financing and collateral management, asset servicing, compliance and regulatory reporting, portfolio accounting and custody-related services. Broadridge’s Wealth Management business provides solutions for advisors and investors and also streamlines back and middle-office operations for broker-dealers by providing systems for critical post-trade activities, including books and records, transaction processing, clearance and settlement, and reporting. Broadridge’s Investment Management business provides portfolio and order management solutions for traditional and alternative asset managers, which bring insights into trading, portfolio construction, risk and analytics. Broadridge’s solutions connect asset managers to a global network of broker-dealers for trade execution and post-trade matching and confirmation. In addition, Broadridge provides business process outsourcing services for its buy and sell-side clients’ businesses. These services combine Broadridge’s technology with its operations expertise to support the entire trade lifecycle, including securities clearing and settlement, reconciliations, record-keeping, wealth management asset servicing, and custody-related functions. For capital markets firms, Broadridge provides a set of multi-asset, multi-entity and multi-currency trading connectivity and post-trade solutions that support processing of securities transactions in equities, options, fixed income securities, foreign exchange, exchange-traded derivatives and mutual funds. Provided on a SaaS basis within large user communities, Broadridge’s technology is a global solution, processing clearance and settlement in over 100 countries. Broadridge’s solutions enable global capital markets firms to access market liquidity, drive more effective market making and efficient front-to-back trade processing. Through Broadridge Trading and Connectivity Solutions, Broadridge offers a set of global front-office trade order and execution management systems and connectivity solutions that enable market participants to connect and trade. The combination of the front-office solutions from the 2021 acquisition of Itiviti Holding AB (“Itiviti”) and Broadridge’s post-trade product suite and other capital markets capabilities enables clients to streamline their front-to-back technology platforms and operations and increase straight-through processing efficiencies, across equities, fixed income, exchange-traded derivatives, and other asset classes. Broadridge’s Wealth Management business delivers technology solutions and other capabilities across the entire wealth management lifecycle and streamlines all aspects of wealth management services, including account management, fee management and client on-boarding. The wealth technology solutions enable full-service, regional and independent broker-dealers and investment advisors to better engage with customers through digital marketing and customer communications tools. Broadridge also integrates data, content and technology to drive new customer acquisition, support holistic and personalized advice and cross-sell opportunities. Broadridge’s advisor solutions help advisors optimize their practice management through customer and account data aggregation and reporting. |
Consolidation and Basis of Presentation | Consolidation and Basis of Presentation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the U.S. and in accordance with SEC requirements for Quarterly Reports on Form 10-Q. These financial statements present the condensed consolidated position of the Company and include the entities in which the Company directly or indirectly has a controlling financial interest, entities in which the Company has investments recorded under the equity method of accounting as well as certain marketable and non-marketable securities. Intercompany balances and transactions have been eliminated. |
Securities | Securities . Securities are non-derivatives that are reflected in Other non-current assets in the Condensed Consolidated Balance Sheets, unless management intends to dispose of the investment within twelve months of the end of the reporting period, in which case they are reflected in Other current assets in the Condensed Consolidated Balance Sheets. These investments are in entities over which the Company does not have control, joint control, or significant influence. Securities that have a readily determinable fair value are carried at fair value. Securities without a readily determinable fair value are initially recognized at cost and subsequently carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in transactions for an identical or similar investment of the same issuer, such as subsequent capital raising transactions. Changes in the value of securities with or without a readily determinable fair value are recorded in the Condensed Consolidated Statements of Earnings. In determining whether a security without a readily determinable fair value is impaired, management considers qualitative factors to identify an impairment including the financial condition and near-term prospects of the issuer. |
Use of Estimates | Use of Estimates. The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes thereto. These estimates are based on management’s best knowledge of current events, historical experience, actions that the Company may undertake in the future and on various other assumptions and judgment that are believed to be reasonable under the circumstances. Accordingly, actual results could differ from those estimates. The use of estimates in specific accounting policies is described further in the notes to the Condensed Consolidated Financial Statements, as appropriate. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting PronouncementsIn October 2021, the FASB issued ASU No. 2021-08, “Business Combinations: Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU No. 2021-08”), which requires that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. ASU No. 2021-08 was effective for the Company in the first quarter of fiscal year 2024. The adoption of ASU No. 2021-08 did not have a material impact on the Company's Condensed Consolidated Financial Statements |
Revenue Recognition | ASC 606 “Revenue from Contracts with Customers” outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The core principle is that an entity recognizes revenue to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company’s revenues from clients are primarily generated from fees for providing investor communications and technology-enabled services and solutions. Revenues are recognized for the two reportable segments as follows: • Investor Communication Solutions —Revenues are generated primarily from processing and distributing investor communications and other related services as well as vote processing and tabulation. The Company typically enters into agreements with clients to provide services on a fee for service basis. Fees received for processing and distributing investor communications are generally variably priced and recognized as revenue over time as the Company provides the services to clients based on the number of units processed, which coincides with the pattern of value transfer to the client. Broadridge works directly with corporate issuers (“Issuers”) and mutual funds to ensure that the account holders of the Company’s bank and broker clients, who are also the shareholders of Issuers and mutual funds, receive the appropriate investor communications materials and the services are fulfilled in accordance with each Issuer’s and mutual fund’s requirements. Broadridge works directly with the Issuers and mutual funds to resolve any issues that may arise. As such, Issuers and mutual funds are viewed as the customer of the Company’s services. As a result, revenues for distribution services as well as proxy materials fulfillment services are recorded in Revenue on a gross basis with corresponding costs including amounts remitted to the broker-dealers and banks (referred to as “Nominees”) recorded in Cost of revenues. Fees for the Company’s investor communications services arrangements are typically billed and paid on a monthly basis following the delivery of the services. The Company also offers certain hosted service arrangements that can be priced on a fixed and/or variable basis for which revenue is recognized over time as the Company satisfies its performance obligation by delivering services to the client on a monthly basis based on the number of transactions processed or units delivered, in the case of variable priced arrangements, or a fixed monthly fee in the case of fixed price arrangements, in each case which coincides with the pattern of value transfer to the client. These services may be billed in a variety of payment frequencies depending on the specific arrangement. • Global Technology and Operations —Revenues are generated primarily from fees for trade processing and related services. Revenue is recognized over time as the Company satisfies its performance obligation by delivering services to the client. The Company’s arrangements for processing and related services typically consist of an obligation to provide specific services to its clients on a when and if needed basis (a stand ready obligation) with revenue recognized from the satisfaction of the performance obligations on a monthly basis generally in the amount billable to the client. These services are generally provided under variable priced arrangements based on volume of service and can include minimum monthly usage fees. Client service agreements often include up-front consideration in addition to the recurring fee for trade processing. Up-front implementation fees, as well as certain enhancements to existing technology platforms, are deferred and recognized on a straight-line basis over the service term of the contract which corresponds to the timing of transfer of value to the client that commences after client acceptance when the processing term begins. In addition, revenue is also generated from the fulfillment of professional services engagements which are generally priced on a time and materials or fixed price basis, and are recognized as the services are provided to the client which corresponds to the timing of transfer of value to the client. Finally, the Company generally recognizes license revenues from software term licenses installed on clients’ premises upon delivery and acceptance of the software license, assuming a contract is deemed to exist, and recognizes revenue attributed to the associated software maintenance and support obligation over the contract term. Software term license revenue is not a significant portion of the Company’s revenues. |
Acquisitions | Assets acquired and liabilities assumed in business combinations are recorded on the Company’s Condensed Consolidated Balance Sheets as of the respective acquisition date based upon the estimated fair values at such date. The results of operations of the business acquired by the Company are included in the Company’s Condensed Consolidated Statements of Earnings since the respective date of acquisition. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed is allocated to Goodwill. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Three Months Ended 2023 2022 (in millions) Investor Communication Solutions Regulatory $ 179.4 $ 170.8 Data-driven fund solutions 101.8 92.5 Issuer 28.5 23.9 Customer communications 159.1 155.9 Total ICS Recurring revenues 468.8 443.1 Equity and other 40.8 29.5 Mutual funds 46.1 33.2 Total ICS Event-driven revenues 86.9 62.7 Distribution revenues 473.0 414.8 Total ICS Revenues $ 1,028.6 $ 920.6 Global Technology and Operations Capital markets $ 248.5 $ 226.7 Wealth and investment management 153.9 136.0 Total GTO Recurring revenues 402.4 362.7 Total Revenues $ 1,431.1 $ 1,283.3 Revenues by Type Recurring revenues $ 871.2 $ 805.8 Event-driven revenues 86.9 62.7 Distribution revenues 473.0 414.8 Total Revenues $ 1,431.1 $ 1,283.3 |
Schedule of Contract Assets and Liabilities | The following table provides information about contract assets and liabilities: September 30, 2023 June 30, 2023 (in millions) Contract assets $ 111.8 $ 109.1 Contract liabilities $ 667.7 $ 692.6 |
Weighted-Average Shares Outst_2
Weighted-Average Shares Outstanding (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Denominators of Basic and Diluted EPS Computations | The following table sets forth the denominators of the basic and diluted EPS computations: Three Months Ended 2023 2022 (in millions) Weighted-average shares outstanding: Basic 117.9 117.5 Common stock equivalents 1.3 1.4 Diluted 119.2 118.9 |
Interest Expense, Net (Tables)
Interest Expense, Net (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Schedule of Interest Expense, Net | Interest expense, net consisted of the following: Three Months Ended 2023 2022 (in millions) Interest expense on borrowings $ (36.4) $ (28.0) Interest income 2.9 1.2 Interest expense, net $ (33.4) $ (26.9) |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables set forth the Company’s financial assets and liabilities at September 30, 2023 and June 30, 2023, respectively, that are recorded at fair value, segregated by level within the fair value hierarchy: September 30, 2023 Level 1 Level 2 Level 3 Total (in millions) Assets: Other current assets: Securities $ 0.7 $ — $ — $ 0.7 Other non-current assets: Securities (a) 144.3 — — 144.3 Derivative asset — 72.8 — 72.8 Total assets as of September 30, 2023 $ 145.0 $ 72.8 $ — $ 217.8 Liabilities: Contingent consideration obligations — — 12.9 12.9 Total liabilities as of September 30, 2023 $ — $ — $ 12.9 $ 12.9 June 30, 2023 Level 1 Level 2 Level 3 Total (in millions) Assets: Other current assets: Securities $ 0.7 $ — $ — $ 0.7 Other non-current assets: Securities (a) 141.3 — — 141.3 Derivative asset — 66.7 — 66.7 Total assets as of June 30, 2023 $ 142.0 $ 66.7 $ — $ 208.7 Liabilities: Contingent consideration obligations — — 12.0 12.0 Total liabilities as of June 30, 2023 $ — $ — $ 12.0 $ 12.0 _________ (a) Includes investments related to the Company’s Defined Benefit Pension Plans and Executive Retirement and Savings Plan (the “ERSP”). |
Schedule of Changes in Level 3 Financial Liabilities | The following table sets forth an analysis of changes during the three months ended September 30, 2023 and 2022, respectively, in Level 3 financial liabilities of the Company: Three Months Ended September 30, 2023 2022 (in millions) Beginning balance $ 12.0 $ 12.9 Net increase in contingent consideration liability 0.8 — Foreign currency impact on contingent consideration liability 0.1 — Payments — — Ending balance $ 12.9 $ 12.9 |
Deferred Client Conversion An_2
Deferred Client Conversion And Start-Up Costs (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Deferred Client Conversion and Start-up Costs | Deferred client conversion and start-up costs consisted of the following: September 30, 2023 June 30, 2023 (in millions) Deferred client conversion and start-up costs $ 924.6 $ 925.4 Other start-up costs 10.1 11.5 Total $ 934.6 $ 937.0 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Non-Current Assets | Other non-current assets consisted of the following: September 30, 2023 June 30, 2023 (in millions) Long-term investments $ 243.4 $ 241.9 ROU assets (a) 191.1 198.3 Deferred sales commissions costs 111.3 114.1 Contract assets (b) 111.8 109.1 Long-term broker fees 29.4 32.0 Deferred data center costs (c) 14.5 15.4 Other (d) 116.0 118.3 Total $ 817.5 $ 829.2 _________ (a) ROU assets represent the Company’s right to use an underlying asset for the lease term. (b) Contract assets result from revenue already recognized but not yet invoiced, including certain future amounts to be collected under software term licenses and certain other client contracts. (c) Represents deferred data center costs associated with the Company’s information technology services agreements. Please refer to Note 15, “Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements” for a further discussion. (d) Includes $72.8 million and $66.7 million derivative assets as of September 30, 2023 and June 30, 2023, respectively, related to the Company’s cross-currency swap derivative contracts. Please refer to Note 15, “Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements” for a further discussion. |
Payables and Accrued Expenses (
Payables and Accrued Expenses (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Payables and accrued expenses consisted of the following: September 30, 2023 June 30, 2023 (in millions) Accounts payable $ 143.2 $ 157.3 Employee compensation and benefits 165.3 335.6 Accrued dividend payable 94.1 85.6 Accrued broker fees 80.2 148.0 Business process outsourcing administration fees 61.4 61.7 Customer deposits 52.8 65.6 Operating lease liabilities 40.1 40.9 Accrued taxes 31.6 69.7 Other 75.0 55.1 Total $ 743.7 $ 1,019.5 |
Borrowings (Tables)
Borrowings (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Borrowings | Outstanding borrowings and available capacity under the Company’s borrowing arrangements were as follows: Expiration Principal amount outstanding at September 30, 2023 Carrying value at September 30, 2023 Carrying value at June 30, 2023 Unused Fair Value at September 30, 2023 (in millions) Current portion of long-term debt Fiscal 2021 Term Loans (a) May 2024 $ — $ — $ 1,178.5 $ — $ — Total $ — $ — $ 1,178.5 $ — $ — Long-term debt, excluding current portion Fiscal 2021 Revolving Credit Facility: U.S. dollar tranche April 2026 $ 150.0 $ 150.0 $ — $ 950.0 $ 150.0 Multicurrency tranche April 2026 — — — 400.0 — Total Revolving Credit Facility $ 150.0 $ 150.0 $ — $ 1,350.0 $ 150.0 Fiscal 2024 Amended Term Loan (a) August 2026 $ 1,300.0 $ 1,296.6 $ — $ — $ 1,300.0 Fiscal 2016 Senior Notes June 2026 $ 500.0 $ 498.2 $ 498.0 $ — $ 469.9 Fiscal 2020 Senior Notes December 2029 750.0 744.5 744.3 — 634.0 Fiscal 2021 Senior Notes May 2031 1,000.0 992.7 992.5 — 793.1 Total Senior Notes $ 2,250.0 $ 2,235.4 $ 2,234.7 $ — $ 1,897.0 Total long-term debt $ 3,700.0 $ 3,682.0 $ 2,234.7 $ 1,350.0 $ 3,347.0 Total debt $ 3,700.0 $ 3,682.0 $ 3,413.3 $ 1,350.0 $ 3,347.0 _________ (a) The Fiscal 2021 Term Loans were reclassified from Current portion of long-term debt to Long-term debt in the first quarter of fiscal year 2024 upon amendment of the loan, to reflect the remaining maturity of more than one year. |
Schedule of Future Principal Payments on Outstanding Debt | Future principal payments on the Company’s outstanding debt are as follows: Years ending June 30, 2024 2025 2026 2027 2028 Thereafter Total (in millions) $ — $ — $ 650.0 $ 1,300.0 $ — $ 1,750.0 $ 3,700.0 |
Other Non-Current Liabilities (
Other Non-Current Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Other Noncurrent Liabilities | Other non-current liabilities consisted of the following: September 30, 2023 June 30, 2023 (in millions) Operating lease liabilities $ 191.8 $ 198.5 Post-employment retirement obligations 189.5 182.2 Non-current income taxes 53.2 52.4 Acquisition related contingencies — 7.7 Other 35.3 35.2 Total $ 469.9 $ 476.0 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Incentive Awards | The activity related to the Company’s incentive equity awards for the three months ended September 30, 2023 consisted of the following: Stock Options Time-based Performance-based Number of Weighted- Number Weighted- Number Weighted- Balances at June 30, 2023 2,696,805 $ 116.46 731,327 $ 137.76 201,705 $ 153.42 Granted — — 4,071 172.13 — — Exercise of stock options (a) (410,794) 91.62 — — — — Vesting of restricted stock units — — (5,706) 169.81 (13,033) 151.15 Expired/forfeited — — (8,367) 146.09 (2,778) 150.71 Balances at September 30, 2023 (b),(c) 2,286,011 $ 120.92 721,325 $ 137.60 185,894 $ 153.62 _________ (a) Stock options exercised during the period of July 1, 2023 through September 30, 2023 had an aggregate intrinsic value of $37.0 million. (b) As of September 30, 2023, the Company’s outstanding vested and currently exercisable stock options using the September 30, 2023 closing stock price of $179.05 (approximately 1.3 million shares) had an aggregate intrinsic value of $96.1 million with a weighted-average exercise price of $103.21 and a weighted-average remaining contractual life of 4.9 years. The total of all stock options outstanding as of September 30, 2023 has a weighted-average remaining contractual life of 6.5 years. (c) As of September 30, 2023, time-based restricted stock units and performance-based restricted stock units expected to vest using the September 30, 2023 closing stock price of $179.05 (approximately 0.7 million and 0.2 million shares, respectively) had an aggregate intrinsic value of $123.6 million and $29.6 million, respectively. Performance-based restricted stock units granted in the table above represent initial target awards, and performance adjustments for (i) change in shares issued based upon attainment of performance goals determined in the period, and (ii) estimated change in shares issued resulting from attainment of performance goals to be determined at the end of the prospective performance period. |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Provision for Income Taxes | Three Months Ended 2023 2022 (in millions) Provision for income taxes $ 22.0 $ 5.0 Effective tax rate 19.5 % 9.0 % Excess tax benefits $ 5.0 $ 6.7 |
Contractual Commitments, Cont_2
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Software License Agreements | The Company has incurred the following expenses under software license agreements: Three Months Ended 2023 2022 (in millions) Software License Agreements $ 33.5 $ 35.6 |
Schedule of Fixed Operating Lease Cost | Three Months Ended 2023 2022 (in millions) Fixed Operating Lease Cost $ 10.2 $ 10.3 |
Changes in Accumulated Other _2
Changes in Accumulated Other Comprehensive Income/(Loss) by Component (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Balances for Each Component of Accumulated Other Comprehensive Income/(Loss) | The following tables summarize the changes in the accumulated balances for each component of accumulated other comprehensive income/(loss) for the three months ended September 30, 2023, and 2022, respectively: Foreign Pension Cash Flow Hedge Total (in millions) Balances at June 30, 2023 $ (273.6) $ (4.6) $ (6.5) $ (284.7) Other comprehensive income/(loss) before reclassifications (16.6) — — (16.6) Amounts reclassified from accumulated other comprehensive income/(loss) — 0.1 0.2 0.3 Balances at September 30, 2023 $ (290.1) $ (4.6) $ (6.3) $ (301.0) Foreign Pension Cash Flow Hedge Total (in millions) Balances at June 30, 2022 $ (214.1) $ (4.8) $ (7.4) $ (226.3) Other comprehensive income/(loss) before reclassifications (23.1) — — (23.1) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.2 0.2 Balances at September 30, 2022 $ (237.2) $ (4.8) $ (7.2) $ (249.2) |
Interim Financial Data by Seg_2
Interim Financial Data by Segment (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Results | Segment results: Revenues Three Months Ended 2023 2022 (in millions) Investor Communication Solutions $ 1,028.6 $ 920.6 Global Technology and Operations 402.4 362.7 Total $ 1,431.1 $ 1,283.3 Earnings (Loss) before Income Three Months Ended 2023 2022 (in millions) Investor Communication Solutions $ 115.2 $ 60.0 Global Technology and Operations 33.7 40.3 Other (36.0) (44.8) Total $ 112.9 $ 55.4 |
Schedule of Amortization of Acquired Intangibles and Purchased Intellectual Property by Segment | The amount of amortization of acquired intangibles and purchased intellectual property by segment is as follows: Three Months Ended 2023 2022 (in millions) Investor Communication Solutions $ 11.4 $ 15.5 Global Technology and Operations 39.4 40.4 Total $ 50.8 $ 55.9 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) | 3 Months Ended |
Sep. 30, 2023 Segment country | |
Accounting Policies [Abstract] | |
Number of reportable segments | Segment | 2 |
Number of countries | country | 100 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2023 USD ($) Segment | |
Revenue from Contract with Customer [Abstract] | |
Number of reportable segments | Segment | 2 |
Amount of revenue recognized | $ | $ 127.8 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 1,431.1 | $ 1,283.3 |
Recurring revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 871.2 | 805.8 |
Event-driven revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 86.9 | 62.7 |
Distribution revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 473 | 414.8 |
Operating Segments | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 1,431.1 | 1,283.3 |
Operating Segments | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 1,028.6 | 920.6 |
Operating Segments | Global Technology and Operations | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 402.4 | 362.7 |
Operating Segments | Distribution revenues | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 473 | 414.8 |
Operating Segments | Total ICS Recurring revenues | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 468.8 | 443.1 |
Operating Segments | Regulatory | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 179.4 | 170.8 |
Operating Segments | Data-driven fund solutions | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 101.8 | 92.5 |
Operating Segments | Issuer | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 28.5 | 23.9 |
Operating Segments | Customer communications | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 159.1 | 155.9 |
Operating Segments | Total ICS Event-driven revenues | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 86.9 | 62.7 |
Operating Segments | Equity and other | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 40.8 | 29.5 |
Operating Segments | Mutual funds | Investor Communication Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 46.1 | 33.2 |
Operating Segments | Total GTO Recurring revenues | Global Technology and Operations | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 402.4 | 362.7 |
Operating Segments | Capital markets | Global Technology and Operations | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 248.5 | 226.7 |
Operating Segments | Wealth and investment management | Global Technology and Operations | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 153.9 | $ 136 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 111.8 | $ 109.1 |
Contract liabilities | $ 667.7 | $ 692.6 |
Weighted-Average Shares Outst_3
Weighted-Average Shares Outstanding - Additional Information (Details) - shares shares in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-diluted options related to the purchase of common stock, less than (in shares) | 0.1 | 0.4 |
Weighted-Average Shares Outst_4
Weighted-Average Shares Outstanding - Schedule of Denominators of Basic and Diluted EPS Computations (Details) - shares shares in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Weighted-average shares outstanding: | ||
Basic (in shares) | 117.9 | 117.5 |
Common stock equivalents (in shares) | 1.3 | 1.4 |
Diluted (in shares) | 119.2 | 118.9 |
Interest Expense, Net - Compone
Interest Expense, Net - Components of Interest Expense, Net (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Other Income and Expenses [Abstract] | ||
Interest expense on borrowings | $ (36.4) | $ (28) |
Interest income | 2.9 | 1.2 |
Interest expense, net | $ (33.4) | $ (26.9) |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Other current assets: | ||
Securities | $ 0.7 | $ 0.7 |
Other non-current assets: | ||
Securities | 144.3 | 141.3 |
Derivative asset | $ 72.8 | $ 66.7 |
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration] | Other current assets | Other current assets |
Total assets | $ 217.8 | $ 208.7 |
Liabilities: | ||
Contingent consideration obligations | 12.9 | 12 |
Total liabilities as of period end | 12.9 | 12 |
Level 1 | ||
Other current assets: | ||
Securities | 0.7 | 0.7 |
Other non-current assets: | ||
Securities | 144.3 | 141.3 |
Derivative asset | 0 | 0 |
Total assets | 145 | 142 |
Liabilities: | ||
Contingent consideration obligations | 0 | 0 |
Total liabilities as of period end | 0 | 0 |
Level 2 | ||
Other current assets: | ||
Securities | 0 | 0 |
Other non-current assets: | ||
Securities | 0 | 0 |
Derivative asset | 72.8 | 66.7 |
Total assets | 72.8 | 66.7 |
Liabilities: | ||
Contingent consideration obligations | 0 | 0 |
Total liabilities as of period end | 0 | 0 |
Level 3 | ||
Other current assets: | ||
Securities | 0 | 0 |
Other non-current assets: | ||
Securities | 0 | 0 |
Derivative asset | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration obligations | 12.9 | 12 |
Total liabilities as of period end | $ 12.9 | $ 12 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Fair Value Disclosures [Abstract] | ||
Non-marketable securities | $ 55.6 | $ 55.6 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Schedule of Changes in Level 3 Financial Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 12 | $ 12.9 |
Net increase in contingent consideration liability | 0.8 | 0 |
Foreign currency impact on contingent consideration liability | 0.1 | 0 |
Payments | 0 | 0 |
Ending balance | $ 12.9 | $ 12.9 |
Deferred Client Conversion An_3
Deferred Client Conversion And Start-Up Costs - Schedule of Deferred Client Conversion and Start-up Costs (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred client conversion and start-up costs | $ 924.6 | $ 925.4 |
Other start-up costs | 10.1 | 11.5 |
Total | $ 934.6 | $ 937 |
Deferred Client Conversion an_4
Deferred Client Conversion and Start-up Costs - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Deferred client conversion and start-up costs | $ 934.6 | $ 937 | |
Deferred client conversion and start-up costs | 924.6 | 925.4 | |
Other start-up costs | 10.1 | $ 11.5 | |
Amortization of deferred sales commissions and set-up costs | $ 32.2 | $ 23.8 |
Other Non-Current Assets - Sche
Other Non-Current Assets - Schedule of Other Non-Current Assets (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Long-term investments | $ 243.4 | $ 241.9 |
ROU assets | 191.1 | 198.3 |
Deferred sales commissions costs | 111.3 | 114.1 |
Contract assets | 111.8 | 109.1 |
Long-term broker fees | 29.4 | 32 |
Deferred data center costs | $ 14.5 | $ 15.4 |
Derivative Asset, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Total | Total |
Other | $ 116 | $ 118.3 |
Total | 817.5 | 829.2 |
Derivative asset | $ 72.8 | $ 66.7 |
Payables and Accrued Expenses -
Payables and Accrued Expenses - Components of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 143.2 | $ 157.3 |
Employee compensation and benefits | 165.3 | 335.6 |
Accrued dividend payable | 94.1 | 85.6 |
Accrued broker fees | 80.2 | 148 |
Business process outsourcing administration fees | 61.4 | 61.7 |
Customer deposits | 52.8 | 65.6 |
Operating lease liabilities | $ 40.1 | $ 40.9 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total | Total |
Accrued taxes | $ 31.6 | $ 69.7 |
Other | 75 | 55.1 |
Total | $ 743.7 | $ 1,019.5 |
Payables and Accrued Expenses_2
Payables and Accrued Expenses - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, incurred cost | $ 20.4 | ||
Restructuring, Incurred Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Costs and Expenses | ||
Minimum | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, expected cost | $ 35 | $ 35 | |
Maximum | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, expected cost | 50 | 50 | |
Selling, General and Administrative Expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 20.4 | ||
Employee Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve | $ 19.5 | $ 7.9 | $ 19.5 |
Borrowings - Schedule of Outsta
Borrowings - Schedule of Outstanding Borrowings (Details) - USD ($) | Sep. 30, 2023 | Aug. 17, 2023 | Jun. 30, 2023 | May 31, 2021 | Dec. 31, 2019 | Jun. 30, 2016 |
Debt Instrument [Line Items] | ||||||
Principal amount | $ 3,700,000,000 | |||||
Current portion of long-term debt | 0 | $ 1,178,500,000 | ||||
Long-term debt | 3,682,000,000 | 2,234,700,000 | ||||
Unused Available Capacity | 1,350,000,000 | |||||
Total debt | 3,682,000,000 | 3,413,300,000 | ||||
Current portion of long-term debt | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 0 | |||||
Fair value | 0 | |||||
Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 3,700,000,000 | |||||
Fair value | 3,347,000,000 | |||||
Unused Available Capacity | 1,350,000,000 | |||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 150,000,000 | |||||
Fair value | 150,000,000 | |||||
Long-term debt | 150,000,000 | 0 | ||||
Revolving Credit Facility | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Unused Available Capacity | 1,350,000,000 | |||||
Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 2,250,000,000 | |||||
Long-term debt | 2,235,400,000 | 2,234,700,000 | ||||
Senior Notes | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Fair value | 1,897,000,000 | |||||
Fiscal 2021 Term Loan | Term Loans | ||||||
Debt Instrument [Line Items] | ||||||
Current portion of long-term debt | 0 | 1,178,500,000 | ||||
Fiscal 2021 Term Loan | Term Loans | Current portion of long-term debt | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 0 | |||||
Fair value | 0 | |||||
Fiscal 2021 Revolving Credit Facility U.S. Dollar Tranche | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 150,000,000 | |||||
Fair value | 150,000,000 | |||||
Long-term debt | 150,000,000 | 0 | ||||
Fiscal 2021 Revolving Credit Facility U.S. Dollar Tranche | Revolving Credit Facility | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Unused Available Capacity | 950,000,000 | |||||
Fiscal 2021 Revolving Credit Facility Multicurrency Tranche | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 0 | |||||
Fair value | 0 | |||||
Long-term debt | 0 | 0 | ||||
Fiscal 2021 Revolving Credit Facility Multicurrency Tranche | Revolving Credit Facility | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Unused Available Capacity | 400,000,000 | |||||
Fiscal 2024 Amended Term Loans | Term Loans | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 1,300,000,000 | |||||
Long-term debt | 1,296,600,000 | 0 | ||||
Fiscal 2024 Amended Term Loans | Term Loans | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 1,300,000,000 | |||||
Fair value | 1,300,000,000 | |||||
Fiscal 2016 Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 500,000,000 | $ 500,000,000 | ||||
Long-term debt | 498,200,000 | 498,000,000 | ||||
Fiscal 2016 Senior Notes | Senior Notes | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Fair value | 469,900,000 | 471,400,000 | ||||
Fiscal 2020 Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 750,000,000 | $ 750,000,000 | ||||
Fair value | 641,000,000 | |||||
Long-term debt | 744,500,000 | 744,300,000 | ||||
Fiscal 2020 Senior Notes | Senior Notes | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Fair value | 634,000,000 | |||||
Fiscal 2021 Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | 1,000,000,000 | $ 1,000,000,000 | ||||
Long-term debt | 992,700,000 | 992,500,000 | ||||
Fiscal 2021 Senior Notes | Senior Notes | Long-term debt, excluding current portion | ||||||
Debt Instrument [Line Items] | ||||||
Fair value | $ 793,100,000 | $ 817,400,000 |
Borrowings - Schedule of Future
Borrowings - Schedule of Future Principal Payments on Outstanding Debt (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 0 |
2025 | 0 |
2026 | 650 |
2027 | 1,300 |
2028 | 0 |
Thereafter | 1,750 |
Total | $ 3,700 |
Borrowings - Additional Informa
Borrowings - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||||||||
Aug. 17, 2023 | May 31, 2021 | Apr. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2019 | Mar. 31, 2019 | Jun. 30, 2016 | Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 3,700,000,000 | |||||||||
Outstanding amount of line of credit | 0 | $ 0 | ||||||||
Long-term debt, excluding current portion | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 3,700,000,000 | |||||||||
Fair value, senior notes | 3,347,000,000 | |||||||||
Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 150,000,000 | |||||||||
Fair value, senior notes | 150,000,000 | |||||||||
Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 2,250,000,000 | |||||||||
Senior Notes | Long-term debt, excluding current portion | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value, senior notes | $ 1,897,000,000 | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | $ 1,500,000,000 | $ 1,500,000,000 | ||||||||
Debt instrument, term | 5 years | 5 years | ||||||||
Annual facility fee (as basis points) | 0.15% | |||||||||
Annual facility fee, step up (as basis points) | 2,000% | |||||||||
Annual facility fee, step down (as basis points) | 700% | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | SOFR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.10% | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | SOFR, Step Up | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.175% | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | SOFR, Step Down | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 0.805% | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | Sterling Overnight Interbank Average Rate (SONIA) | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.1326% | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | Sterling Overnight Interbank Average Rate (SONIA), Step Up | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.2076% | |||||||||
Fiscal 2021 Revolving Credit Facility: | Revolving Credit Facility | Sterling Overnight Interbank Average Rate (SONIA), Step Down | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 0.8376% | |||||||||
Fiscal 2019 Revolving Credit Facility, U.S. Dollar Tranche | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | $ 1,100,000,000 | |||||||||
Fiscal 2019 Revolving Credit Facility, Multicurrency Tranche | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | $ 400,000,000 | |||||||||
Revolving Credit Facilities | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Weighted-average interest rate | 6.41% | 3.26% | ||||||||
Fiscal 2021 Term Loans | Term Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, term | 18 months | |||||||||
Principal amount | $ 2,550,000,000 | |||||||||
Fiscal 2021 Term Loans, Tranche 1 | Term Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 1,000,000,000 | |||||||||
Fiscal 2021 Term Loans, Tranche 2 | Term Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 1,550,000,000 | |||||||||
Fiscal 2021 Term Loans, Tranche 2 | Term Loans | SOFR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1% | |||||||||
Fiscal 2021 Term Loans, Tranche 2 | Term Loans | SOFR, Step Up | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.25% | |||||||||
Fiscal 2021 Term Loans, Tranche 2 | Term Loans | SOFR, Step Down | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 0.75% | |||||||||
Fiscal 2024 Amended Term Loans | Term Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 1,300,000,000 | |||||||||
Fiscal 2024 Amended Term Loans | Term Loans | Long-term debt, excluding current portion | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 1,300,000,000 | |||||||||
Fair value, senior notes | 1,300,000,000 | |||||||||
Fiscal 2024 Amended Term Loans | Term Loans | SOFR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.25% | |||||||||
Fiscal 2024 Amended Term Loans | Term Loans | SOFR, Step Up | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.375% | |||||||||
Fiscal 2024 Amended Term Loans | Term Loans | SOFR, Step Down | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.125% | |||||||||
Fiscal 2024 Amended Term Loans | Term Loans | SOFR, Step Down | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1% | |||||||||
Fiscal 2016 Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 500,000,000 | 500,000,000 | ||||||||
Interest rate, senior notes | 3.40% | |||||||||
Percentage of principal amount | 99.589% | |||||||||
Effective interest rate, senior notes | 3.449% | |||||||||
Fiscal 2016 Senior Notes | Senior Notes | Long-term debt, excluding current portion | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value, senior notes | 469,900,000 | 471,400,000 | ||||||||
Fiscal 2020 Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 750,000,000 | 750,000,000 | ||||||||
Interest rate, senior notes | 2.90% | |||||||||
Percentage of principal amount | 99.717% | |||||||||
Effective interest rate, senior notes | 2.933% | |||||||||
Fair value, senior notes | 641,000,000 | |||||||||
Fiscal 2020 Senior Notes | Senior Notes | Long-term debt, excluding current portion | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value, senior notes | 634,000,000 | |||||||||
Fiscal 2021 Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 1,000,000,000 | 1,000,000,000 | ||||||||
Interest rate, senior notes | 2.60% | |||||||||
Percentage of principal amount | 99.957% | |||||||||
Effective interest rate, senior notes | 2.605% | |||||||||
Fiscal 2021 Senior Notes | Senior Notes | Long-term debt, excluding current portion | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value, senior notes | $ 793,100,000 | $ 817,400,000 |
Other Non-Current Liabilities -
Other Non-Current Liabilities - Schedule of Other Noncurrent Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Payables and Accruals [Abstract] | ||
Operating lease liabilities | $ 191.8 | $ 198.5 |
Post-employment retirement obligations | 189.5 | 182.2 |
Non-current income taxes | 53.2 | 52.4 |
Acquisition related contingencies | 0 | 7.7 |
Other | 35.3 | 35.2 |
Total | $ 469.9 | $ 476 |
Other Non-Current Liabilities_2
Other Non-Current Liabilities - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 |
Payables and Accruals [Abstract] | ||
Plan assets | $ 56.2 | $ 57.8 |
Benefit obligation | $ 59.3 | $ 58.6 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Incentive Awards (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | |
Weighted-Average Grant Date Fair Value | |
Stock options exercised during period, aggregate intrinsic value | $ | $ 37 |
Closing stock price (in dollars per share) | $ / shares | $ 179.05 |
Outstanding vested and currently exercisable stock options (in shares) | 1,300,000 |
Exercisable stock options, aggregate intrinsic value | $ | $ 96.1 |
Exercisable stock options, weighted average exercise price (in dollars per share) | $ / shares | $ 103.21 |
Exercisable stock options, weighted average remaining contractual life | 4 years 10 months 24 days |
Stock options outstanding, weighted-average remaining contractual life | 6 years 6 months |
Stock Options | |
Number of Options | |
Number of Options, Beginning balance (in shares) | 2,696,805 |
Number of Options, Granted (in shares) | 0 |
Number of Options, Exercise of stock options (in shares) | (410,794) |
Number of Options, Expired/forfeited (in shares) | 0 |
Number of Options, Ending balance (in shares) | 2,286,011 |
Weighted-Average Exercise Price | |
Weighted-Average Exercise Price, Beginning balance (in dollars per share) | $ / shares | $ 116.46 |
Weighted-Average Exercise Price, Granted (in dollars per share) | $ / shares | 0 |
Weighted-Average Exercise Price, Exercise of stock options (in dollars per share) | $ / shares | 91.62 |
Weighted-Average Exercise Price, Expired/forfeited (in dollars per share) | $ / shares | 0 |
Weighted-Average Exercise Price, Ending balance (in dollars per share) | $ / shares | $ 120.92 |
Time-based Restricted Stock Units | |
Restricted Stock Units | |
Number of Shares, Beginning balance of RSUs (in shares) | 731,327 |
Number of Shares, Granted RSUs (in shares) | 4,071 |
Number of Shares, Vesting of restricted stock units (in shares) | (5,706) |
Number of Shares, Expired/forfeited RSUs (in shares) | (8,367) |
Number of Shares, Ending balance of RSUs (in shares) | 721,325 |
Weighted-Average Grant Date Fair Value | |
Weighted-Average Grant Date Fair Value, Beginning balance (in dollars per share) | $ / shares | $ 137.76 |
Weighted-Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares | 172.13 |
Weighted-Average Grant Date Fair Value, Vesting of Restricted Stock Units (in dollars per share) | $ / shares | 169.81 |
Weighted-Average Grant Date Fair Value, Expired/forfeited (in dollars per share) | $ / shares | 146.09 |
Weighted-Average Grant Date Fair Value, Ending balance (in dollars per share) | $ / shares | $ 137.60 |
Restricted stock units expected to vest (in shares) | 700,000 |
Restricted stock units, aggregate intrinsic value | $ | $ 123.6 |
Performance-based Restricted Stock Units | |
Restricted Stock Units | |
Number of Shares, Beginning balance of RSUs (in shares) | 201,705 |
Number of Shares, Granted RSUs (in shares) | 0 |
Number of Shares, Vesting of restricted stock units (in shares) | (13,033) |
Number of Shares, Expired/forfeited RSUs (in shares) | (2,778) |
Number of Shares, Ending balance of RSUs (in shares) | 185,894 |
Weighted-Average Grant Date Fair Value | |
Weighted-Average Grant Date Fair Value, Beginning balance (in dollars per share) | $ / shares | $ 153.42 |
Weighted-Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Vesting of Restricted Stock Units (in dollars per share) | $ / shares | 151.15 |
Weighted-Average Grant Date Fair Value, Expired/forfeited (in dollars per share) | $ / shares | 150.71 |
Weighted-Average Grant Date Fair Value, Ending balance (in dollars per share) | $ / shares | $ 153.62 |
Restricted stock units expected to vest (in shares) | 200,000 |
Restricted stock units, aggregate intrinsic value | $ | $ 29.6 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Stock-based compensation expense | $ 16.4 | $ 15.6 |
Related tax benefits | 2.9 | $ 3.6 |
Unrecognized compensation cost related to non-vested stock options | 16.1 | |
Unrecognized compensation cost related to restricted stock unit awards | $ 45.7 | |
Amortization period of unrecognized compensation cost for non-vested stock options | 1 year 10 months 24 days | |
Amortization period of unrecognized compensation cost for restricted stock awards | 1 year 3 months 18 days |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Provision for Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||
Provision for income taxes | $ 22 | $ 5 |
Effective tax rate | 19.50% | 9% |
Excess tax benefits | $ 5 | $ 6.7 |
Contractual Commitments, Cont_3
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements - Additional Information (Details) $ in Millions | 1 Months Ended | 3 Months Ended | |||
May 31, 2021 USD ($) | Dec. 31, 2019 | Sep. 30, 2023 USD ($) renewal_term | Jun. 30, 2023 USD ($) | Jan. 31, 2022 EUR (€) | |
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Potential maximum loss exposure | $ 36.1 | ||||
Future capital commitment | 0.6 | ||||
Estimate of possible loss | 30 | ||||
Derivative asset | 72.8 | $ 66.7 | |||
Currency Swap | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Derivative notional amount | € | € 880,000,000 | ||||
Derivative asset | 72.8 | ||||
Itiviti | Treasury Lock | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Pre-tax loss | $ 11 | ||||
Derivative term | 10 years | ||||
Cash flow hedge gain (loss) to be reclassified within twelve months | $ 1.1 | ||||
IT Services Agreement | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Number of renewal terms option one | renewal_term | 1 | ||||
Renewal term option one (in months) | 12 months | ||||
Remaining commitment amount | $ 132.1 | ||||
IBM Private Cloud Agreement | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Remaining commitment amount | 143.1 | ||||
Agreement term | 10 years 3 months | ||||
AWS Cloud Agreement | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Remaining commitment amount | $ 178.6 |
Contractual Commitments, Cont_4
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements - Schedule of Software License Agreements (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Software License Agreements | $ 33.5 | $ 35.6 |
Contractual Commitments, Cont_5
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements - Schedule of Fixed Operating Lease Cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Fixed Operating Lease Cost | $ 10.2 | $ 10.3 |
Changes in Accumulated Other _3
Changes in Accumulated Other Comprehensive Income/(Loss) by Component - Schedule of Changes in Accumulated Balances for Each Component of Accumulated Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||
Beginning balance | $ 2,240.6 | $ 1,919.1 |
Other comprehensive income/(loss) before reclassifications | (16.6) | (23.1) |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.3 | 0.2 |
Ending balance | 2,112.7 | 1,903.7 |
Foreign Currency Translation | ||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||
Beginning balance | (273.6) | (214.1) |
Other comprehensive income/(loss) before reclassifications | (16.6) | (23.1) |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0 | 0 |
Ending balance | (290.1) | (237.2) |
Pension and Post- Retirement Liabilities | ||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||
Beginning balance | (4.6) | (4.8) |
Other comprehensive income/(loss) before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.1 | 0 |
Ending balance | (4.6) | (4.8) |
Cash Flow Hedge | ||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||
Beginning balance | (6.5) | (7.4) |
Other comprehensive income/(loss) before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.2 | 0.2 |
Ending balance | (6.3) | (7.2) |
Accumulated Other Comprehensive Income (Loss) | ||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||
Beginning balance | (284.7) | (226.3) |
Ending balance | $ (301) | $ (249.2) |
Interim Financial Data by Seg_3
Interim Financial Data by Segment - Additional Information (Details) | 3 Months Ended |
Sep. 30, 2023 Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Interim Financial Data by Seg_4
Interim Financial Data by Segment - Schedule of Segment Results (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 1,431.1 | $ 1,283.3 |
Earnings (Loss) before Income Taxes | 112.9 | 55.4 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,431.1 | 1,283.3 |
Other | ||
Segment Reporting Information [Line Items] | ||
Earnings (Loss) before Income Taxes | (36) | (44.8) |
Investor Communication Solutions | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,028.6 | 920.6 |
Earnings (Loss) before Income Taxes | 115.2 | 60 |
Global Technology and Operations | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | 402.4 | 362.7 |
Earnings (Loss) before Income Taxes | $ 33.7 | $ 40.3 |
Interim Financial Data by Seg_5
Interim Financial Data by Segment - Schedule of Amortization of Acquired Intangibles and Purchased Intellectual Property by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting Information [Line Items] | ||
Amortization of acquired intangibles and purchased intellectual property | $ 50.8 | $ 55.9 |
Investor Communication Solutions | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Amortization of acquired intangibles and purchased intellectual property | 11.4 | 15.5 |
Global Technology and Operations | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Amortization of acquired intangibles and purchased intellectual property | $ 39.4 | $ 40.4 |