Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 19, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | MSCI | ||
Entity Registrant Name | MSCI Inc. | ||
Entity Central Index Key | 1,408,198 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 98,786,211 | ||
Entity Public Float | $ 6,693,433,307 |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 777,706 | $ 508,799 |
Accounts receivable (net of allowances of $1,117 and $857 as of December 31, 2015 and 2014, respectively) | 208,239 | 178,717 |
Deferred taxes | 22,209 | |
Prepaid income taxes | 46,115 | 29,180 |
Prepaid and other assets | 31,211 | 30,553 |
Total current assets | 1,063,271 | 769,458 |
Property, equipment and leasehold improvements (net of accumulated depreciation of $114,680 and $92,808 at December 31, 2015 and 2014, respectively) | 98,926 | 94,074 |
Goodwill | 1,565,621 | 1,564,904 |
Intangible assets (net of accumulated amortization of $418,512 and $372,209 at December 31, 2015 and 2014, respectively) | 391,490 | 433,628 |
Non-current deferred tax assets | 9,180 | 3,944 |
Other non-current assets | 18,499 | 16,525 |
Total assets | 3,146,987 | 2,882,533 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Accounts payable | 2,512 | 2,835 |
Accrued compensation and related benefits | 116,619 | 111,408 |
Other accrued liabilities | 61,433 | 47,894 |
Deferred revenue | 317,552 | 310,775 |
Total current liabilities | 498,116 | 472,912 |
Long-term debt | 1,579,404 | 788,358 |
Deferred taxes | 110,937 | 137,838 |
Other non-current liabilities | 57,043 | 50,592 |
Total liabilities | $ 2,245,500 | $ 1,449,700 |
Commitments and Contingencies (see Note 6 and Note 10) | ||
Shareholders' equity: | ||
Preferred stock (par value $0.01; 100,000,000 shares authorized; no shares issued) | ||
Common stock (par value $0.01; 750,000,000 common shares authorized at December 31, 2015 and 2014; 128,200,189 and 126,637,390 common shares issued at December 31, 2015 and 2014, respectively; and 101,013,148 and 112,072,469 common shares outstanding at December 31, 2015 and 2014, respectively) | $ 1,282 | $ 1,266 |
Treasury shares, at cost (27,187,041 and 14,564,921 shares at December 31, 2015 and 2014, respectively) | (1,395,695) | (588,378) |
Additional paid in capital | 1,173,183 | 1,022,221 |
Retained earnings | 1,158,462 | 1,022,695 |
Accumulated other comprehensive loss | (35,745) | (24,971) |
Total shareholders' equity | 901,487 | 1,432,833 |
Total liabilities and shareholders' equity | $ 3,146,987 | $ 2,882,533 |
Consolidated Statements of Fin3
Consolidated Statements of Financial Condition (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 1,117 | $ 857 |
Property, equipment and leasehold improvements, accumulated depreciation | 114,680 | 92,808 |
Intangible assets, accumulated amortization | $ 418,512 | $ 372,209 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 128,200,189 | 126,637,390 |
Common stock, shares outstanding | 101,013,148 | 112,072,469 |
Treasury shares | 27,187,041 | 14,564,921 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||||||||||
Operating revenues | $ 272,893 | $ 268,771 | $ 270,580 | $ 262,769 | $ 251,105 | $ 251,661 | $ 254,226 | $ 239,688 | $ 1,075,013 | $ 996,680 | $ 913,364 |
Operating expenses: | |||||||||||
Cost of revenues | 64,804 | 65,593 | 67,394 | 69,904 | 69,839 | 69,770 | 70,212 | 66,802 | 267,695 | 276,623 | 240,697 |
Selling and marketing | 39,809 | 38,809 | 42,028 | 41,648 | 40,805 | 41,402 | 40,506 | 41,126 | 162,294 | 163,839 | 137,693 |
Research and development | 17,776 | 15,548 | 20,807 | 23,189 | 17,235 | 19,021 | 17,374 | 17,465 | 77,320 | 71,095 | 61,003 |
General and administrative | 23,590 | 19,960 | 22,080 | 20,377 | 18,921 | 19,516 | 20,240 | 17,692 | 86,007 | 76,369 | 68,458 |
Amortization of intangible assets | 11,803 | 11,710 | 11,695 | 11,702 | 11,591 | 11,574 | 11,442 | 11,270 | 46,910 | 45,877 | 44,798 |
Depreciation and amortization of property, equipment and leasehold improvements | 7,568 | 8,049 | 8,065 | 7,207 | 7,620 | 6,342 | 5,921 | 5,828 | 30,889 | 25,711 | 20,384 |
Total operating expenses | 165,350 | 159,669 | 172,069 | 174,027 | 166,011 | 167,625 | 165,695 | 160,183 | 671,115 | 659,514 | 573,033 |
Operating income | 107,543 | 109,102 | 98,511 | 88,742 | 85,094 | 84,036 | 88,531 | 79,505 | 403,898 | 337,166 | 340,331 |
Interest income | (492) | (285) | (185) | (204) | (226) | (277) | (192) | (156) | (1,166) | (851) | (889) |
Interest expense | 22,896 | 17,267 | 11,116 | 11,108 | 15,791 | 5,604 | 5,366 | 5,059 | 62,387 | 31,820 | 26,256 |
Other expense (income) | (297) | (6,922) | 164 | 178 | (1,199) | (1,287) | (726) | 1,071 | (6,877) | (2,141) | 2,136 |
Other expense (income), net | 22,107 | 10,060 | 11,095 | 11,082 | 14,366 | 4,040 | 4,448 | 5,974 | 54,344 | 28,828 | 27,503 |
Income from continuing operations before provision for income taxes | 85,436 | 99,042 | 87,416 | 77,660 | 70,728 | 79,996 | 84,083 | 73,531 | 349,554 | 308,338 | 312,828 |
Provision for income taxes | 25,437 | 34,644 | 31,399 | 28,036 | 27,459 | 28,272 | 27,280 | 26,385 | 119,516 | 109,396 | 112,918 |
Income from continuing operations | 230,038 | 198,942 | 199,910 | ||||||||
Income (loss) from discontinued operations, net of income taxes | (593) | (5,797) | 1,071 | (10) | 50,857 | 33,253 | (6,390) | 85,171 | 22,647 | ||
Net income | $ 59,406 | $ 64,398 | $ 56,017 | $ 43,827 | $ 44,340 | $ 51,714 | $ 107,660 | $ 80,399 | $ 223,648 | $ 284,113 | $ 222,557 |
Earnings per basic common share: | |||||||||||
Earnings per basic common share from continuing operations | $ 0.59 | $ 0.59 | $ 0.50 | $ 0.44 | $ 0.38 | $ 0.44 | $ 0.48 | $ 0.40 | $ 2.11 | $ 1.72 | $ 1.66 |
Earnings per basic common share from discontinued operations | (0.06) | 0.73 | 0.19 | ||||||||
Earnings per basic common share | 0.58 | 0.59 | 0.50 | 0.39 | 0.39 | 0.44 | 0.92 | 0.68 | 2.05 | 2.45 | 1.85 |
Earnings per diluted common share: | |||||||||||
Earnings per diluted common share from continuing operations | 0.58 | 0.59 | 0.50 | 0.44 | 0.38 | 0.44 | 0.48 | 0.40 | 2.09 | 1.70 | 1.64 |
Earnings per diluted common share from discontinued operations | (0.06) | 0.73 | 0.19 | ||||||||
Earnings per diluted common share | $ 0.57 | $ 0.59 | $ 0.50 | $ 0.39 | $ 0.39 | $ 0.44 | $ 0.91 | $ 0.68 | $ 2.03 | $ 2.43 | $ 1.83 |
Weighted average shares outstanding used in computing earnings per share: | |||||||||||
Basic | 102,837 | 108,773 | 112,143 | 112,520 | 112,299 | 116,251 | 116,702 | 117,582 | 109,124 | 115,737 | 120,100 |
Diluted | 103,589 | 109,440 | 112,931 | 113,522 | 113,289 | 117,163 | 117,664 | 118,597 | 109,926 | 116,706 | 121,074 |
Dividends declared per common share | $ 0.22 | $ 0.22 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.80 | $ 0.18 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 223,648 | $ 284,113 | $ 222,557 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | (12,253) | (18,053) | 1,295 |
Income tax effect | 135 | (132) | (500) |
Foreign currency translation adjustments, net | (12,118) | (18,185) | 795 |
Unrealized gains (losses) on cash flow hedges | 1,364 | ||
Income tax effect | (524) | ||
Unrealized gains (losses) on cash flow hedges, net | 840 | ||
Unrealized gains (losses) on available-for-sale securities | (5) | ||
Income tax effect | 2 | ||
Unrealized gains (losses) on available-for-sale securities, net | (3) | ||
Pension and other post-retirement adjustments | 1,872 | (8,299) | 624 |
Income tax effect | (528) | 2,163 | (110) |
Pension and other post-retirement adjustments, net | 1,344 | (6,136) | 514 |
Other comprehensive income (loss), net of tax | (10,774) | (24,321) | 2,146 |
Comprehensive income | $ 212,874 | $ 259,792 | $ 224,703 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Balance at Dec. 31, 2012 | $ 1,413,950 | $ 1,240 | $ (120,926) | $ 1,000,014 | $ 536,418 | $ (2,796) |
Net income | 222,557 | 222,557 | ||||
Other comprehensive income (loss), net of tax | 2,146 | 2,146 | ||||
Common stock issued | 8 | 8 | ||||
Compensation payable in common stock and options | 24,552 | 24,552 | ||||
Common stock repurchased and held in treasury | (112,183) | (147,183) | 35,000 | |||
Common stock issued to directors and held in treasury | (282) | (282) | ||||
Exercise of stock options | 11,702 | 8 | 11,694 | |||
Excess tax benefits from employee stock incentive plans | 1,897 | 1,897 | ||||
Balance at Dec. 31, 2013 | 1,564,347 | 1,256 | (268,391) | 1,073,157 | 758,975 | (650) |
Net income | 284,113 | 284,113 | ||||
Dividends | (20,397) | (4) | (20,393) | |||
Other comprehensive income (loss), net of tax | (24,321) | (24,321) | ||||
Common stock issued | 5 | 5 | ||||
Compensation payable in common stock and options | 26,553 | 26,553 | ||||
Common stock repurchased and held in treasury | (409,651) | (319,651) | (90,000) | |||
Common stock issued to directors and held in treasury | (332) | (332) | ||||
Exercise of stock options | 9,681 | 5 | 9,676 | |||
Excess tax benefits from employee stock incentive plans | 2,835 | 2,835 | ||||
Balance at Dec. 31, 2014 | 1,432,833 | 1,266 | (588,378) | 1,022,221 | 1,022,695 | (24,971) |
Net income | 223,648 | 223,648 | ||||
Dividends | (87,852) | 29 | (87,881) | |||
Other comprehensive income (loss), net of tax | (10,774) | (10,774) | ||||
Common stock issued | 6 | 6 | ||||
Compensation payable in common stock and options | 25,963 | 25,963 | ||||
Common stock repurchased and held in treasury | (716,782) | (806,782) | 90,000 | |||
Common stock issued to directors and held in treasury | (506) | (535) | 29 | |||
Exercise of stock options | 19,698 | 10 | 19,688 | |||
Excess tax benefits from employee stock incentive plans | 15,253 | 15,253 | ||||
Balance at Dec. 31, 2015 | $ 901,487 | $ 1,282 | $ (1,395,695) | $ 1,173,183 | $ 1,158,462 | $ (35,745) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Cash flows from operating activities | |||
Net income | $ 223,648 | $ 284,113 | $ 222,557 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Amortization of intangible assets | 46,910 | 48,617 | 58,203 |
Stock-based compensation expense | 28,558 | 26,585 | 25,004 |
Depreciation of property, equipment and leasehold improvements | 30,889 | 25,930 | 22,302 |
Amortization of debt origination fees | 2,135 | 7,748 | 3,348 |
Deferred taxes | (10,288) | (4,960) | (15,066) |
Amortization of discount on long-term debt | 2,218 | 1,066 | |
Excess tax benefits from share-based compensation | (15,253) | (2,835) | (1,897) |
Gain on disposition of subsidiary, net of costs | (84,620) | ||
Other non-cash adjustments | (2,067) | 1,847 | (371) |
Changes in assets and liabilities, net of assets acquired and liabilities assumed: | |||
Accounts receivable | (30,900) | (26,821) | (16,412) |
Prepaid income taxes | (1,972) | (14,998) | 7,927 |
Prepaid and other assets | (1,217) | (9,857) | (4,459) |
Accounts payable | (298) | 2,128 | (2,145) |
Deferred revenue | 8,047 | 42,263 | 11,399 |
Accrued compensation and related benefits | 5,087 | 88 | 7,057 |
Other accrued liabilities | 17,165 | 8,428 | (260) |
Other | 5,550 | (201) | 2,930 |
Net cash provided by operating activities | 305,994 | 305,673 | 321,183 |
Cash flows from investing activities | |||
Acquisitions, net of cash acquired | (6,500) | (14,921) | (23,268) |
Proceeds from sales of investments | 6,736 | ||
Proceeds from redemption of short-term investments | 70,900 | ||
Dispositions, net of cash provided | 362,811 | ||
Capitalized software development costs | (8,500) | (8,216) | (3,285) |
Capital expenditures | (40,652) | (42,659) | (40,255) |
Proceeds from the sale of property, equipment and leasehold improvements | 55 | 22 | 29 |
Net cash (used in) provided by investing activities | (48,861) | 297,037 | 4,121 |
Cash flows from financing activities: | |||
Proceeds from borrowing | 800,000 | 800,000 | |
Repayment of long-term debt | (810,000) | (48,000) | |
Payment of issuance costs in connection with long-term debt | (10,477) | (14,800) | |
Repurchase of treasury shares | (700,715) | (409,651) | (112,183) |
Dividends paid | (87,743) | (20,393) | |
Proceeds from the exercise of stock options | 3,631 | 9,681 | 11,702 |
Excess tax benefits from stock-based compensation | 15,253 | 2,835 | 1,897 |
Net cash provided by (used in) financing activities | 19,949 | (442,328) | (146,584) |
Effect of exchange rates changes | (8,175) | (10,017) | (3,595) |
Net increase in cash and cash equivalents | 268,907 | 150,365 | 175,125 |
Cash and cash equivalents, beginning of period | 508,799 | 358,434 | 183,309 |
Cash and cash equivalents, end of period | 777,706 | 508,799 | 358,434 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 42,110 | 17,233 | 20,429 |
Cash paid for income taxes | 129,534 | 120,419 | 128,167 |
Supplemental disclosure of non-cash investing activities: | |||
Property, equipment and leasehold improvements in other accrued liabilities | 3,644 | $ 6,731 | $ 3,396 |
Supplemental disclosure of non-cash financing activities: | |||
Cash dividends declared, but not yet paid | $ 84 |
Introduction and Basis of Prese
Introduction and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Introduction and Basis of Presentation | 1. INTRODUCTION AND BASIS OF PRESENTATION Organization MSCI Inc., together with its wholly-owned subsidiaries (the “Company” or “MSCI”), offers content, applications and services to support the needs of institutional investors throughout their investment processes. The Company’s flagship products are its global equity indexes, custom indexes, factor indexes and ESG indexes; its analytics products, including multi-factor models, pricing models, methodologies for performance attribution, models for statistical analysis, and tools for portfolio optimization, back testing and stress testing; its ESG research and ratings; and its real estate benchmarks, indexes, business intelligence and analytics. On March 17, 2014, MSCI Inc. entered into a definitive agreement to sell Institutional Shareholder Services Inc. (“ISS”). As a result, the Company reported the operating results of ISS in “Income (loss) from discontinued operations, net of income taxes” in the Consolidated Statements of Income for the years ended December 31, 2015, 2014 and 2013. Unless otherwise indicated, the disclosures accompanying these consolidated financial statements reflect the Company’s continuing operations. The Company completed the sale of ISS on April 30, 2014. See Note 3, “Dispositions and Discontinued Operations,” for further details. Following the disposition of ISS during the year ended December 31, 2014, MSCI had maintained one reportable segment. During the year ended December 31, 2015, MSCI changed its reportable segments to Index, Analytics and All Other. These three segments reflect certain changes made to the management of the Company’s product lines. This presentation also better aligns the Company’s financial reporting with how its products and services are offered to its clients and offers additional insight into how the Company is being managed. See Note 13, “Segment Information,” for further information about MSCI’s reportable segments. Basis of Presentation The consolidated financial statements include the accounts of MSCI Inc. and its wholly-owned subsidiaries. The Company’s policy is to consolidate all entities in which it owns more than 50% of the outstanding voting stock unless it does not control the entity. It is also the Company’s policy to consolidate any variable interest entity for which the Company is the primary beneficiary, of which the Company has none, as required by the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 810-10, Consolidations.” The Company changed its presentation of operating expenses during the year ended December 31, 2015 in order to provide more transparency into the underlying cost base of the Company, consistent with how it is managed. Prior to the change, operating expenses were grouped and presented as cost of services and selling, general and administrative. Cost of services included costs related to research, data management and production, software engineering and production management functions. Selling, general and administrative consisted of expenses for sales and marketing staff, finance, human resources, legal and compliance, information technology infrastructure and corporate administration personnel. Operating expenses are now grouped and presented in the following activity categories: cost of revenues, selling and marketing, research and development and general and administrative. Costs are assigned to these categories based on the nature of the expense, or, when not directly attributable, an estimate is allocated based on the type of effort involved. Cost of revenues consists of costs related to the production and servicing of the Company’s products and services and primarily include information technology costs associated with the production and delivery of its products and services, including data center, platform and infrastructure costs; costs to acquire, produce and maintain market data information; costs of research to support, maintain and rebalance existing products; costs of product management teams; costs of client service and consultant teams to support customer needs; as well as other support costs directly attributable to the cost of revenues including certain human resources, finance and legal costs. Selling and marketing expenses consist of costs associated with acquiring new clients or selling new products or product renewals to existing clients and primarily includes the costs of our sales force and marketing teams as well as costs incurred in other groups associated with acquiring new business, including product management, research, technology and sales operations. Research and development expenses consist of costs to develop new or enhance existing products and the costs to develop new or improved technology and service platforms for the delivery of our products and services and primarily includes the costs of application development, research, product management, project management and the technology support associated with supporting these efforts. General and administrative expenses consist of costs primarily related to finance operations, human resources, office of the CEO, legal, corporate technology, corporate development and certain other administrative costs that are not directly attributed, but are instead allocated, to a product or service. The recasting of previously issued financial information has been made to conform to the current presentation and does not represent a restatement of previously issued financial statements. Significant Accounting Policies Basis of Financial Statements and Use of Estimates The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles require the Company to make certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Significant estimates and assumptions made by management include the deferral and recognition of revenue, research and development and software capitalization, the allowance for doubtful accounts, impairment of long-lived assets, accrued compensation, income taxes and other matters that affect the consolidated financial statements and related disclosures. The Company believes that estimates used in the preparation of these consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Inter-company balances and transactions are eliminated in consolidation. Revenue Recognition In general, the Company applies SEC Staff Accounting Bulletin No. 104 (“SAB 104”), “ Revenue Recognition • The Company has persuasive evidence of a legally binding arrangement, • Delivery has occurred, • Client fee is deemed fixed or determinable, and • Collection is probable. When a sales arrangement requires the delivery of more than one product and service, revenue is recognized pursuant to the requirements of ASC Subtopic 605-25, “ Revenue Arrangements with Multiple Deliverables • The delivered items have value to the client on a standalone basis, which means they can be sold separately by any vendor or the client could resell the delivered items on a standalone basis; and • If the arrangement includes a general right of return relative to the delivered items, delivery or performance of the undelivered items is considered probable and substantially in the control of the vendor. The Company has signed contracts with substantially all clients that set forth the fees to be paid for its products and services. Further, the Company regularly assesses the receivable balances for each client for collectability. The Company’s application service license arrangements generally do not include acceptance provisions, which generally allow a client to test the solution for a defined period of time before committing to the license. If a license agreement includes an acceptance provision, the Company does not recognize subscription revenues until the earlier of the receipt of a written client acceptance or, if not notified by the client that it is cancelling the license agreement, the expiration of the acceptance period. The Company’s subscription agreements for hosted services include provisions that, among other things, allow clients, for no additional fee, to receive updates and modifications that may be made from time to time when and if available, for the term of the agreement, which is typically one year. These arrangements do not provide the client with the right to take possession of the application at any time. For sales arrangements with multiple deliverables, which may include application service subscription and professional services associated with implementation and other services, the Company evaluates each deliverable in these multiple-element arrangements to determine whether it represents a separate unit of accounting and allocates revenue accordingly, based on the Company’s best estimated sales price. In most cases, the Company recognizes revenues from subscription arrangements ratably over the term of the license agreement pursuant to contract terms. The contracts state the terms under which these fees are to be calculated. The fees are recognized as the Company supplies the product and service to the client over the license period and are generally billed in advance, prior to the license start date. When implementation services are included, the Company recognizes revenues allocated to the subscription ratably from the date the application is put into production to the end of the license period. Revenues associated with implementation services are recognized ratably over the useful life of those services from the date the application is put into production. For products and services whose fees are based on estimated assets under management linked to the Company’s indexes, or contract values related to futures and options, the Company recognizes revenues based on estimates from independent third-party sources or the most recently reported information from the client. Revenues from subscription agreements for the receipt of periodic benchmark reports, digests, and other publications, which are most often associated with the Company’s real estate operating segment, are recognized upon delivery of such reports or data updates. The Company’s software-related arrangements do not require significant modification or customization of any underlying software applications being licensed. Accordingly, the Company recognizes software revenues pursuant to the requirements of ASC Subtopic 985-605, “ Software-Revenue Recognition Software Revenue Recognition, Share-Based Compensation Certain of the Company’s employees have received share-based compensation under certain compensation programs. The Company’s compensation expense reflects the fair value method of accounting for share-based payments under ASC Subtopic 718-10, “ Compensation—Stock Compensation. The fair value of MSCI restricted stock units (“RSUs”) is measured using the closing price of MSCI’s common stock on the date prior to grant. Restricted stock units subject to performance conditions (“PSUs”) are based on performance measures that impact the amount of shares that each recipient will receive upon vesting. The fair value of PSUs is measured using the closing price of MSCI’s common stock on the date prior to grant. Restricted stock units that are subject to the achievement of multi-year total shareholder return targets (“MSUs”) are performance awards with a market condition. The fair value of MSUs is determined using a Monte Carlo simulation model that creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms. The fair value of MSCI standard stock options is determined using the Black-Scholes valuation model and the single grant life method. Under the single grant life method, option awards with graded vesting are valued using a single weighted-average expected option life. The fair value of MSCI stock options that contain stock price contingencies is determined using a Monte Carlo simulation model. The Company recognizes the expense for an award granted to an employee who is not retirement-eligible utilizing the graded vesting method over the requisite service period. For all awards, the Company bases initial accruals of compensation cost on the estimated number of units for which the requisite service is expected to be rendered and, for PSUs, the performance targets expected to be achieved is also considered. If the estimated number of units or the number of units ultimately delivered changes from previous estimates, the cumulative effect on current and prior periods of a change is recognized in compensation cost in the period of the change. Because the probability of actual shares expected to be earned is reflected in the fair value of MSUs on the grant date, the expense to be recognized for these awards is not adjusted to reflect the actual shares earned. Based on interpretive guidance related to share-based compensation, the Company’s policy is to accrue the estimated cost of share-based awards that are granted to retirement-eligible employees over the course of the prior year in which they were earned rather than expensing the awards on the date of grant. A portion of the awards granted to retirement-eligible employees consist of PSUs. For those PSUs, the Company bases initial accruals of compensation cost on the estimated number of units for which the requisite service is expected to be rendered. If the estimated number of units expected to convert changes from previous estimates based on the performance targets expected to be achieved, the cumulative effect of a change is recognized in compensation cost in the period of the change. Research and Development The Company accounts for research and development costs in accordance with several accounting pronouncements, including ASC Subtopic 730-10, “ Research and Development The Company applies the provisions of ASC Subtopic 350-40, “ Internal Use Software For the year ended December 31, 2015, the Company capitalized $8.6 million of costs related to software developed for internal use and reversed $3.4 million of previously capitalized costs associated with the termination of a technology project in the Analytics segment. As a result, $5.2 million was the net amount capitalized in the Consolidated Statement of Financial Condition for the year ended December 31, 2015. For the year ended December 31, 2014, the Company capitalized $8.3 million of costs related to software developed for internal use and reversed $1.0 million of previously capitalized costs associated with the termination of a technology project in the Analytics segment. As a result, $7.3 million was the net amount capitalized in the Consolidated Statement of Financial Condition for the year ended December 31, 2014. Capitalized software development costs are amortized on a straight-line basis over the estimated useful life of the related product, which is typically three to five years, beginning with the date the software is placed into service. Costs incurred in the preliminary and post-implementation stages of our products are expensed as incurred. Income Taxes Income tax expense is provided for using the asset and liability method, under which deferred tax assets and deferred tax liabilities are determined based on the temporary differences between the financial statement and income tax bases of assets and liabilities using currently enacted tax rates. The Company regularly evaluates the likelihood of additional assessments in each of the taxing jurisdictions in which it is required to file income tax returns. The Company has recorded additional tax expense related to open tax years, which the Company’s management believes is adequate in relation to the potential for assessments. These amounts have been recorded in “Other non-current liabilities” on the Consolidated Statement of Financial Condition. The Company’s management believes the resolution of tax matters will not have a material effect on the Company’s consolidated financial condition. However, to the extent the Company is required to pay amounts in excess of its reserves, a resolution could have a material impact on its Consolidated Statement of Income for a particular future period. In addition, an unfavorable tax settlement could require use of cash and result in an increase in the effective tax rate in the period in which such resolution occurs. As of December 31, 2015, the Company elected to change its policy prospectively regarding the classification of deferred tax assets and liabilities and related valuation allowance on the Company’s Consolidated Statements of Financial Condition. To comply with the amendments in ASU 2015-17 (see Note 2, “Recent Accounting Standards Updates” for further information), the Company will classify all deferred tax assets and liabilities as noncurrent. Prior periods were not retrospectively adjusted for the change in accounting principle. Deferred Revenue Deferred revenues represent amounts billed to customers for products and services in advance of delivery. The Company’s clients generally pay subscription fees annually or quarterly in advance. Deferred revenue is generally amortized ratably over the service period as revenue recognition criteria are met. Where the service period has not begun and the client has not paid or the contract has not been renewed, deferred revenues and accounts receivable are not recognized. Goodwill Goodwill is recorded as part of the Company’s acquisitions of businesses when the purchase price exceeds the fair value of the net tangible and separately identifiable intangible assets acquired. The Company’s goodwill is not amortized, but rather is subject to an impairment test each year, or more often if conditions indicate impairment may have occurred, pursuant to ASC Topic 350, “ Intangibles—Goodwill and Other The Company tests goodwill for impairment on an annual basis on July 1 and on an interim basis when certain events and circumstances exist. The testing for impairment is performed at the reporting unit level. Goodwill impairment is determined by comparing the estimated fair value of a reporting unit with its respective book value. If the estimated fair value exceeds the book value, goodwill at the reporting unit level is not deemed to be impaired. If the estimated fair value is below book value, however, further analysis is required to determine the amount of impairment. Additionally, if the book value of a reporting unit is zero or a negative value and it is determined that it is more likely than not that the goodwill is impaired, further analysis is required. As the estimated fair value of the Company’s reporting units exceeded their respective book value on the testing dates, no impairment of goodwill was recorded during the years ended December 31, 2015, 2014 and 2013. The Company changed its reportable segments during the year ended December 31, 2015. Simultaneously, segment reporting and goodwill reporting units were updated in connection with this change. The Company reallocated its goodwill to its reporting units using a relative fair value allocation approach in accordance with applicable accounting guidance. The Company’s reporting units are the same as its operating segments. See Note 13, “Segment Information” for further information about MSCI’s operating segments. Intangible Assets The Company amortizes definite-lived intangible assets over their estimated useful lives. Definite-lived intangible assets are tested for impairment when impairment indicators are present, and, if impaired, written down to fair value based on either discounted cash flows or appraised values. No impairment of intangible assets has been identified during any of the periods presented. The Company has no indefinite-lived intangibles. The intangible assets have remaining useful lives ranging from one to 20 years. Foreign Currency Translation Assets and liabilities of operations having non-U.S. dollar functional currencies are translated at year-end exchange rates, and income statement accounts are translated at weighted average exchange rates for the year. Gains or losses resulting from translating foreign currency financial statements, net of related tax effects, are reflected in accumulated other comprehensive loss, a separate component of shareholders’ equity. Gains or losses resulting from foreign currency transactions incurred in currencies other than the local functional currency are included in non-operating “Other expense (income)” on the Consolidated Statement of Income. Derivative Instruments The Company applies ASC Subtopic 815-10, “ Derivatives and Hedging For derivative instruments that are designated and qualify as hedging instruments for accounting purposes, the Company documents and links the relationships between the hedging instruments and hedged items. The Company also assesses and documents at the hedge’s inception whether the derivatives used in hedging transactions were effective in offsetting changes in fair values associated with the hedged items. ASC Subtopic 815-10 provides that, for derivative instruments that qualify for hedge accounting being used to hedge cash flows, changes in the fair value are recognized in accumulated other comprehensive income (loss), a separate component of shareholders’ equity, until the hedged item is recognized in earnings. In addition, the ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. The Company manages foreign currency exchange rate risk through the use of derivative financial instruments comprised principally of forward contracts on foreign currency which are not designated as hedging instruments for accounting purposes. The objective of the derivative instruments is to minimize the income statement impact associated with assets and liabilities that are denominated in certain foreign currencies. Derivative instruments that do not qualify for hedge accounting are carried at fair value on the Consolidated Statement of Financial Condition with gains and losses recorded in the Consolidated Statement of Income in the period in which they are realized. Property, Equipment and Leasehold Improvements Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation of furniture and fixtures and computer and communications equipment are amortized using the straight-line method over the estimated useful life of the asset. Estimates of useful lives are as follows: furniture & fixtures – seven years; and, computer and related equipment – two to five years. Leasehold improvements are amortized on a straight-line basis over one to 21 years, which represents the lesser of the estimated useful life of the asset or, where applicable, the remaining term of the lease. Treasury Stock The Company holds repurchased shares of common stock as treasury stock. The Company accounts for treasury stock under the cost method and includes treasury stock as a component of shareholders’ equity. In accordance with ASC Subtopic 505-10, “Equity,” Allowance for Doubtful Accounts The Company primarily licenses its products and services to institutional investors mainly in the United States, Europe and Asia (primarily Hong Kong and Japan). The Company periodically reviews receivable balances and maintains an allowance on customer accounts where estimated losses may result from the inability of its customers to make required payments. The Company does not require collateral. An allowance for doubtful accounts is recorded when it is probable and estimable that a receivable will not be collected. Changes in the allowance for doubtful accounts from December 31, 2012 to December 31, 2015 were as follows: Amount (in thousands) Balance as of December 31, 2012 $ 964 Addition to provision 876 Amounts written off, net of recoveries (560 ) Balance as of December 31, 2013 $ 1,280 Addition to provision 452 Amounts written off, net of recoveries (875 ) Balance as of December 31, 2014 $ 857 Addition to provision 940 Amounts written off, net of recoveries (680 ) Balance as of December 31, 2015 $ 1,117 Accrued Compensation The Company makes significant estimates in determining its accrued non-stock based compensation and benefits expenses. A significant portion of the Company’s employee incentive compensation programs are discretionary. Each year end, the Company determines the amount of discretionary cash bonus expense. The Company also reviews compensation and benefits expenses throughout the year to determine how overall performance compares to management’s expectations. These and other factors, including historical performance, are taken into account in accruing discretionary cash compensation estimates quarterly. Concentrations For the years ended December 31, 2015 and 2014, BlackRock, Inc. accounted for 10.3% and 10.6%, respectively, of the Company’s consolidated operating revenues. For the year ended December 31, 2013, no single customer accounted for 10.0% or more of the Company’s consolidated operating revenues. For the years ended December 31, 2015, 2014 and 2013, BlackRock, Inc. accounted for 19.2%, 20.1% and 18.6%, respectively, of the Index segment operating revenues. No single customer accounted for 10.0% or more of revenues within the Analytics and All Other segments for the years ended December 31, 2015, 2014 and 2013. |
Recent Accounting Standards Upd
Recent Accounting Standards Updates | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Standards Updates | 2. RECENT ACCOUNTING STANDARDS UPDATES In April 2014, the FASB issued Accounting Standards Update No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity,” “Presentation of Financial Statements—Discontinued Operations In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers,” “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” In January 2015, the FASB issued Accounting Standards Update No. 2015-01, “ Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items In April 2015, the FASB issued Accounting Standards Update No. 2015-03, “Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs,” In April 2015, the FASB issued Accounting Standards Update No. 2015-05, “Intangibles—Goodwill and Other—Internal-Use Software,” In August 2015, the FASB issued Accounting Standards Update No. 2015-15, “Interest—Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements,” In September 2015, the FASB issued Accounting Standards Update No. 2015-16, “Business Combinations,” In November 2015, the FASB issued Accounting Standards Update No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” In January 2016, the FASB issued Accounting Standards Update No. 2016-01, “ Financial Instruments—Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10) |
Disposition and Discontinued Op
Disposition and Discontinued Operations | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition and Discontinued Operations | 3. DISPOSITIONS AND DISCONTINUED OPERATIONS Disposition of CFRA On March 31, 2013, MSCI completed the sale of its CFRA product line. The value of the disposed assets and liabilities and the resulting gain on disposal were not material to the Company. Disposition of ISS On March 17, 2014, MSCI entered into a definitive agreement to sell ISS. The results of operations from ISS and the CFRA product line are reflected in “Income (loss) from discontinued operations, net of income taxes” in the Consolidated Statements of Income. The sale of ISS was completed on April 30, 2014 for $367.4 million. The value of the assets and liabilities of ISS that were disposed, directly attributable transaction costs and the resulting gain on disposal that has been reported in “Income (loss) from discontinued operations, net of income taxes” for the year ended December 31, 2014 are as follows: Amount (in thousands) Cash proceeds $ 367,355 Less: Initial working capital adjustments (311 ) Total proceeds 367,044 Less assets sold and liabilities relieved resulting from disposal: Cash and cash equivalents (4,544 ) Accounts receivable (15,765 ) Deferred taxes (current) (3,174 ) Prepaid taxes (617 ) Prepaid and other assets (4,500 ) Property, equipment and leasehold improvements (net of accumulated depreciation and amortization of $4,213) (8,544 ) Goodwill (254,233 ) Intangible assets (net of accumulated amortization of $50,283) (121,269 ) Other non-current assets (1,645 ) Accounts payable 574 Accrued compensation and related benefits 6,783 Other accrued liabilities 4,034 Deferred revenue 51,767 Deferred taxes (non-current) 59,129 Other non-current liabilities 5,576 Other comprehensive income including currency translation adjustments and pension and other post-retirement adjustments 4,004 Net assets sold (282,424 ) Less: Transaction costs (5,946 ) Gain on sale of ISS $ 78,674 Income (loss) from discontinued operations. Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Revenue from discontinued operations $ — $ 43,122 $ 122,303 Income (loss) from discontinued operations before provision (benefit) for income taxes $ — $ 86,230 $ 32,793 Provision for income taxes 6,390 1,059 10,146 Income (loss) from discontinued operations, net of income taxes $ (6,390 ) $ 85,171 $ 22,647 The year ended December 31, 2015 reflects the impact of out-of-period income tax charges associated with the tax obligations triggered upon the sale of ISS. |
Reclassifications out of Accumu
Reclassifications out of Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |
Reclassifications out of Accumulated Other Comprehensive Income (Loss) | 4. RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) As required by ASC Subtopic 220-10, “ Comprehensive Income — Overall Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (1) Details about Accumulated Other Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Years Ended December 31, December 31, December 31, (in thousands) Unrealized losses on cash flow hedges Interest rate contracts $ — $ — $ (1,364 ) Interest expense — — 524 Income tax benefit $ — $ — $ (840 ) Net of tax Unrealized gains on available-for-sale securities Short-term investments $ — $ — $ 5 — — (2 ) Provision for income taxes $ — $ — $ 3 Net of tax Defined benefit pension plans Amount recognized as a component of net periodic benefit expense for curtailments and settlements $ (563 ) $ (104 ) $ (32 ) (2) 153 (15 ) 6 (3) Provision for income taxes $ (410 ) $ (119 $ (26 ) (4) Net of tax Foreign currency translation adjustment $ — $ 4,184 $ — (5) Total reclassifications for the period, net of tax $ (410 ) $ 4,065 $ (863 ) (1) Amounts in parentheses indicate expenses or losses moved to the Consolidated Statements of Income. (2) Includes $(186,000) for the year ended December 31, 2014 that was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. (3) Includes $6,000 for the year ended December 31, 2014 that was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. (4) Includes $(180,000) for the year ended December 31, 2014 that was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. (5) This accumulated other comprehensive income component for the year ended December 31, 2014 was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. |
Earnings Per Common Share
Earnings Per Common Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | 5. EARNINGS PER COMMON SHARE Basic earnings per share (“EPS”) is computed by dividing income available to MSCI common shareholders by the weighted average number of common shares outstanding during the period. Common shares outstanding include common stock and vested restricted stock unit awards where recipients have satisfied either the explicit vesting terms or retirement-eligible requirements. Diluted EPS reflects the assumed conversion of all dilutive securities. There were 3,778, 78,260 and 26,407, anti-dilutive securities excluded from the calculation of diluted EPS for the years ended December 31, 2015, 2014 and 2013, respectively, because of their anti-dilutive effect. The Company computes EPS using the two-class method and determines whether instruments granted in share-based payment transactions are participating securities. The following table presents the computation of basic and diluted EPS: Years Ended (in thousands, except per share data) December 31, December 31 December 31 Income from continuing operations, net of income taxes $ 230,038 $ 198,942 $ 199,910 Income (loss) from discontinued operations, net of income taxes (6,390 ) 85,171 22,647 Net income $ 223,648 $ 284,113 $ 222,557 Less: Allocations of earnings to unvested restricted stock units (1) — (368 ) (633 ) Earnings available to MSCI common shareholders $ 223,648 $ 283,745 $ 221,924 Basic weighted average common shares outstanding 109,124 115,737 120,100 Effect of dilutive securities: Stock options and restricted stock units 802 969 974 Diluted weighted average common shares outstanding 109,926 116,706 121,074 Earnings per basic common share from continuing operations $ 2.11 $ 1.72 $ 1.66 Earnings per basic common share from discontinued operations (0.06 ) 0.73 0.19 Earnings per basic common share $ 2.05 $ 2.45 $ 1.85 Earnings per diluted common share from continuing operations $ 2.09 $ 1.70 $ 1.64 Earnings per diluted common share from discontinued operations (0.06 ) 0.73 0.19 Earnings per diluted common share $ 2.03 $ 2.43 $ 1.83 (1) Restricted stock units granted to employees prior to 2013 and restricted stock units granted to independent directors of the Company prior to April 30, 2015 had a right to participate in all of the earnings of the Company in the computation of basic EPS and, therefore, these restricted stock units were not included as incremental shares in the diluted EPS computation. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. COMMITMENTS AND CONTINGENCIES Legal matters. Leases. Future minimum commitments for the Company’s operating leases in place as of December 31, 2015 are as follows: Years Ending December 31, Amount (in thousands) 2016 $ 28,170 2017 26,416 2018 25,064 2019 20,369 2020 17,863 Thereafter 148,074 Total $ 265,956 Long-term debt . On December 12, 2013, the Company entered into an agreement that extended the maturity of the Amended and Restated Credit Facility from May 2017 to December 2018 (the “2013 Amended and Restated Credit Facility”). The Company also amended the amortization schedule of required debt payments under the 2012 Term Loan. On November 20, 2014, the Company completed its first private offering of $800.0 million aggregate principal amount of 5.25% senior unsecured notes due 2024 (the “2024 Senior Notes”) and also entered into a $200.0 million senior unsecured revolving credit agreement (the “2014 Revolving Credit Agreement”) by and among the Company, as borrower, certain of its subsidiaries, as guarantors (the “subsidiary guarantors”), the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The Company used the net proceeds from the offering of the 2024 Senior Notes, together with cash on hand, to repay in full its then outstanding term loan indebtedness of $794.8 million, which bore interest at LIBOR plus a margin of 2.25%. On August 13, 2015, the Company completed its second private offering of $800.0 million aggregate principal amount of 5.75% senior unsecured notes due 2025 (the “2025 Senior Notes”). The Company intends to use the $789.5 million of net proceeds from the offering of the 2025 Senior Notes for general corporate purposes, including, without limitation, repurchases of its common stock. The 2024 Senior Notes are scheduled to mature and be paid in full on November 20, 2024. At any time prior to November 15, 2019, the Company may redeem all or part of the 2024 Senior Notes upon not less than 30 nor more than 60 days’ prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem all or part of the 2024 Senior Notes, together with accrued and unpaid interest, on or after November 15, 2019, at redemption prices set forth in the indenture governing the 2024 Senior Notes. At any time prior to November 15, 2017, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2024 Senior Notes, including any permitted additional notes, at a redemption price equal to 105.25% of the principal amount. The 2014 Revolving Credit Agreement has an initial term of five years that may be extended, at the Company’s request, for two additional one year terms. The 2025 Senior Notes are scheduled to mature and be paid in full on August 15, 2025. At any time prior to August 15, 2020, the Company may redeem all or part of the 2025 Senior Notes upon not less than 30 nor more than 60 days’ prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem all or part of the 2025 Senior Notes, together with accrued and unpaid interest, on or after August 15, 2020, at redemption prices set forth in the indenture governing the 2025 Senior Notes. At any time prior to August 15, 2018, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2025 Senior Notes, including any permitted additional notes, at a redemption price equal to 105.75% of the principal amount. Interest payments attributable to the 2024 Senior Notes are due on May 15 and November 15 of each year. The first interest payment was made on May 15, 2015. The Company paid $41.4 million of interest attributable to the 2024 Senior Notes during the year ended December 31, 2015. Interest payments attributable to the 2025 Senior Notes are due on February 15 and August 15 of each year. The first interest payment was made on February 16, 2016. Long-term debt at December 31, 2015 was $1,579.4 million, net of $20.6 million in deferred financing fees. Long-term debt at December 31, 2014 was $788.4 million, net of $11.6 million in deferred financing fees. See Note 2, “Recent Accounting Standards Updates,” for further information on the presentation of debt issuance costs in the Consolidated Statements of Financial Condition. In connection with the closing of the 2024 Senior Notes and 2025 Senior Notes offerings and entering into the 2014 Revolving Credit Agreement, the Company paid certain fees which, together with the existing fees related to prior credit facilities, are being amortized over the life of the 2024 Senior Notes, 2025 Senior Notes and the 2014 Revolving Credit Agreement. At December 31, 2015, $23.0 million of the deferred financing fees remain unamortized, $0.6 million of which is included in “Prepaid and other assets,” $1.8 million of which is included in “Other non-current assets” and $20.6 million of which is grouped and presented as part of “Long-term debt” on the Consolidated Statements of Financial Condition. During the years ended December 31, 2015, 2014 and 2013, the Company amortized $2.1 million, $7.7 million, and $3.3 million of deferred financing fees in interest expense, respectively. There was no unamortized debt discount outstanding as of December 31, 2015 and 2014. Approximately $2.2 million and $1.1 million of debt discount was amortized in interest expense during the years ended December 31, 2014 and 2013, respectively. At December 31, 2015 and 2014, the fair market value of the Company’s debt obligations were $1,638.0 million and $831.0 million, respectively. The fair market value is determined in accordance with accounting standards related to the determination of fair value and represents Level 2 valuations, which are based on one or more quoted prices in markets that are not considered to be active or for which all significant inputs are observable, either directly or indirectly. The Company utilizes the market approach and obtains security pricing from a vendor who uses broker quotes and third-party pricing services to determine fair values. Derivatives and Hedging Activities. Certain of the Company’s foreign operations expose the Company to fluctuations of foreign exchange rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of the Company’s functional currency, the U.S. dollar. The Company enters into derivative financial instruments to protect the value or fix the amount of certain obligations in terms of its functional currency. Cash Flow Hedges of Interest Rate Risk. Non-designated Hedges of Foreign Exchange Risk. The following table presents the fair values of the Company’s derivative instruments and the location in which they are presented on the Company’s Consolidated Statements of Financial Condition: Consolidated Statements of Financial Condition Location As of (in thousands) December 31, 2015 December 31, 2014 Derivatives designated as hedging instruments: Asset derivatives: Foreign exchange contracts Prepaid and other assets $ 640 $ — Liability derivatives: Foreign exchange contracts Other accrued liabilities $ (2 ) $ (243 ) The following tables present the effect of the Company’s financial derivatives and the location in which they are presented on the Company’s Consolidated Statements of Financial Condition and Consolidated Statements of Income: Derivatives in Cash Flow Hedging Relationships Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income (Loss) on Derivatives (Effective Portion) for the Years Ended December 31, Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Effective Portion) for the Years Ended December 31, Location of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the Years Ended December 31, (in thousands) 2015 2014 2013 2015 2014 2013 2015 2014 2013 Interest rate swaps $ — $ — $ — Interest expense $ — $ — $ (1,364 ) Interest expense $ — $ — $ — Derivatives Not Designated as Hedging (in thousands) Location of Amount of Gain or (Loss) December 31, December 31, December 31, Foreign exchange contracts Other expense $ 366 $ (834 ) $ (139 ) Gain on sale of investment During the year ended December 31, 2015, MSCI sold an investment accounted for under the cost method and recognized a $6.3 million gain which is included within the “Other expense (income), net” in the Consolidated Statements of Income. |
Property, Equipment and Leaseho
Property, Equipment and Leasehold Improvements | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Leasehold Improvements | 7. PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS Property, equipment and leasehold improvements at December 31, 2015 and 2014 consisted of the following: As of Type Estimated December 31, December 31, (in thousands) Computer & related equipment 2 to 5 years $ 143,499 $ 118,537 Furniture & fixtures 7 years 9,870 9,569 Leasehold improvements 1 to 21 years 47,579 49,756 Work-in-process — 12,658 9,020 Subtotal 213,606 186,882 Accumulated depreciation and amortization (114,680 ) (92,808 ) Property, equipment and leasehold improvements, net $ 98,926 $ 94,074 Depreciation and amortization expense of property, equipment and leasehold improvements was $30.9 million, $25.7 million and $20.4 million for the years ended December 31, 2015, 2014 and 2013, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8. GOODWILL AND INTANGIBLE ASSETS Goodwill. The change to the Company’s goodwill was as follows: (in thousands) Goodwill Goodwill at December 31, 2013 $ 1,813,164 Changes to goodwill (1) (244,299 ) Foreign exchange translation adjustment (3,961 ) Goodwill at December 31, 2014 $ 1,564,904 Changes to goodwill (2) 4,202 Foreign exchange translation adjustment (3,485 ) Goodwill at December 31, 2015 (3) $ 1,565,621 (1) Changes to goodwill reflect the disposition and addition of goodwill associated with the sale of ISS, which removed $254.2 million, and the acquisition of GMI Ratings, which contributed $9.9 million. See Note 3, “Dispositions and Discontinued Operations,” and Note 12, “Acquisitions,” for additional information. (2) Changes to goodwill reflect the addition of $4.2 million of goodwill associated with the acquisition of Insignis. See Note 12, “Acquisitions,” for additional information. (3) At December 31, 2015, the goodwill assigned to the Index, Analytics and All Other reportable segments was $1,210.4 million, $302.5 million and $52.7 million, respectively. Intangible Assets. Amortization expense related to intangible assets for the years ended December 31, 2015, 2014 and 2013, was $46.9 million, $45.9 million and $44.8 million, respectively. The gross carrying and accumulated amortization amounts related to the Company’s identifiable intangible assets were as follows: Estimated Useful Lives As of (in thousands) December 31, December 31, 2014 (1) Gross intangible assets: Customer relationships 5 to 21 years $ 361,746 $ 360,835 Trademarks/trade names 5 to 21.5 years 223,382 223,382 Technology/software 3 to 8.5 years 199,889 193,681 Proprietary data 13 years 28,627 28,627 Covenant not to compete 2 years 1,225 900 Subtotal 814,869 807,425 Foreign exchange translation adjustment (4,867 ) (1,588 ) Total gross intangible assets $ 810,002 $ 805,837 Accumulated amortization: Customer relationships $ (143,325 ) $ (119,058 ) Trademarks/trade names (93,476 ) (81,545 ) Technology/software (175,209 ) (167,083 ) Proprietary data (6,698 ) (4,589 ) Covenant not to compete (665 ) (187 ) Subtotal (419,373 ) (372,462 ) Foreign exchange translation adjustment 861 253 Total accumulated amortization $ (418,512 ) $ (372,209 ) Net intangible assets: Customer relationships $ 218,421 $ 241,777 Trademarks/trade names 129,906 141,837 Technology/software 24,680 26,598 Proprietary data 21,929 24,038 Covenant not to compete 560 713 Subtotal 395,496 434,963 Foreign exchange translation adjustment (4,006 ) (1,335 ) Total net intangible assets $ 391,490 $ 433,628 (1) Intangible assets and the associated accumulated amortization as of December 31, 2014 reflect the disposition and addition of intangible assets associated with the sale of ISS and acquisition of GMI Ratings, respectively. See Note 3, “Dispositions and Discontinued Operations,” and Note 12, “Acquisitions,” for additional information. Estimated amortization expense for succeeding years is presented below: For the Years Ending December 31, Amortization (in thousands) 2016 $ 47,965 2017 43,097 2018 39,863 2019 37,853 2020 36,106 Thereafter 186,606 Total $ 391,490 |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefits | 9. EMPLOYEE BENEFITS The Company sponsors a 401(k) plan for eligible U.S. employees and defined contribution and defined benefit pension plans that cover substantially all of its non-U.S. employees. For the years ended December 31, 2015, 2014 and 2013, costs relating to 401(k), pension and post-retirement benefit expenses were $23.1 million, $22.2 million and $18.2 million, respectively. Amounts included in cost of revenues for the years ended December 31, 2015, 2014 and 2013 were $10.7 million, $9.9 million and $8.4 million, respectively. Amounts included in selling and marketing for the years ended December 31, 2015, 2014 and 2013 were $6.8 million, $7.2 million and $5.6 million, respectively. Amounts included in research and development for the years ended December 31, 2015, 2014 and 2013 were $4.0 million, $3.7 million and $3.0 million, respectively. Amounts included in general and administrative for the years ended December 31, 2015, 2014 and 2013 were $1.6 million, $1.3 million and $1.2 million, respectively. 401(k) and Other Defined Contribution Plans. Net Periodic Benefit Expense. The Company uses a measurement date of December 31 to calculate obligations under its pension and postretirement plans. As of December 31, 2015 and 2014, the Company carried a $17.1 million and $16.7 million, respectively, net liability in other non-current liabilities on its Consolidated Statement of Financial Condition related to its future pension obligations. The fair value of the defined benefit plan assets were $16.4 million and $14.3 million at December 31, 2015 and 2014, respectively. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Shareholders' Equity | 10. SHAREHOLDERS’ EQUITY The following note reflects the share repurchases and related activity as well as share-based compensation activity recognized by the Company, including the amounts recognized in both continuing operations and discontinued operations for all periods referenced. Return of capital. Prior to 2014, the Company repurchased an aggregate of $200.0 million worth of shares through multiple accelerated share repurchase (“ASR”) agreements under the 2012 Repurchase Program. On February 6, 2014, MSCI utilized the remaining $100.0 million repurchase authorization provided by the 2012 Repurchase Program. On February 4, 2014, the Board of Directors approved a stock repurchase program authorizing the purchase of up to $300.0 million worth of shares of MSCI’s common stock, which was increased to $850.0 million on September 17, 2014 (the “2014 Repurchase Program”). On October 14, 2015, the Company exhausted the $850.0 million share repurchase authorization under the 2014 Repurchase Program. On October 28, 2015, the Board of Directors approved a new stock repurchase program authorizing the purchase of up to $1.0 billion worth of shares of MSCI’s common stock (the “2015 Repurchase Program”). Share repurchases made pursuant to the 2015 Repurchase Program may take place in the open market or in privately negotiated transactions from time to time based on market and other conditions. This authorization may be modified, suspended or terminated by the Board of Directors at any time without prior notice. On September 18, 2014, as part of the 2014 Repurchase Program, the Company entered into an ASR agreement to initiate share repurchases aggregating $300.0 million (the “September 2014 ASR Agreement”). As a result of the September 2014 ASR Agreement, the Company received approximately 4.5 million shares of MSCI’s common stock on September 19, 2014 and approximately 1.2 million shares of MSCI’s common stock on May 21, 2015 for a combined average price of $52.79 per share. On June 2, 2015, the Company began purchasing shares of its common stock on the open market in accordance with SEC Rule 10b5-1. Through December 31, 2015, the Company paid $670.8 million to receive approximately 10.7 million shares on the open market as part of both the 2014 Repurchase Program and the 2015 Repurchase Program. Pursuant to the 2014 Repurchase Program and the 2015 Repurchase Program, as of December 31, 2015 the Company purchased a total of 16.4 million shares for an average purchase price of $59.22 per share. Since the announcement of the September 2014 $1.0 billion capital return plan and through December 31, 2015, approximately $1.1 billion was returned through share repurchases and cash dividends and a total of $1.4 billion was returned to shareholders since 2012. The following table presents cash dividends declared and distributed per common share for the periods indicated: Dividends Amount 2014: Fourth quarter $ 0.18 $ 20,393 2015: First quarter $ 0.18 $ 20,411 Second quarter 0.18 20,442 Third quarter 0.22 24,152 Fourth quarter 0.22 22,792 Total cash dividends declared and distributed $ 0.80 $ 87,797 Common Stock. The following table presents activity related to shares of common stock issued and repurchased for the periods indicated: Common Stock Issued Treasury Stock Common Stock Balance At December 31, 2012 124,033,980 (3,919,394 ) 120,114,586 Common stock issued and exercise of stock options 1,517,381 — 1,517,381 Shares received for taxes and exercise price of stock awards — (352,086 ) (352,086 ) Shares received under stock repurchase programs — (3,197,371 ) (3,197,371 ) Stock issued to Directors and held in Treasury 3,907 (3,306 ) 601 Balance At December 31, 2013 125,555,268 (7,472,157 ) 118,083,111 Dividend payable/paid 99 (99 ) — Common stock issued and exercise of stock options 1,076,751 — 1,076,751 Shares received for taxes and exercise price of stock awards — (233,163 ) (233,163 ) Shares received under stock repurchase programs — (6,856,866 ) (6,856,866 ) Stock issued to Directors and held in Treasury 5,272 (2,636 ) 2,636 Balance At December 31, 2014 126,637,390 (14,564,921 ) 112,072,469 Dividend payable/paid 802 (385 ) 417 Common stock issued and exercise of stock options 1,558,965 — 1,558,965 Shares received for taxes and exercise price of stock awards — (763,558 ) (763,558 ) Shares received under stock repurchase programs — (11,856,169 ) (11,856,169 ) Stock issued to Directors and held in Treasury 3,032 (2,008 ) 1,024 Balance At December 31, 2015 128,200,189 (27,187,041 ) 101,013,148 Shared-Based Compensation. In February 2016, the Company granted a portion of its employees with awards in the form of RSUs and MSUs. The total number of units granted was 711,329. The aggregate fair value of the awards was $42.5 million, of which approximately $9.8 million had been expensed in the year ended December 31, 2015 in relation to awards granted to retirement eligible employees under the award terms. A portion of the awards granted consisted of RSUs vesting over a three-year period, with one-third vesting on each anniversary of the grant in 2017, 2018 and 2019. A smaller portion of the awards granted consisted of MSUs that will time-vest over a three year period and are subject to the achievement of the applicable absolute total shareholder return compounded annual growth rate and relative total shareholder return compounded annual growth rate performance metrics measured over a minimum three-year performance period. The performance period may also be extended for an additional period of six months only in the event that both of the performance metrics achieved by the Company are below specified threshold performance levels. Certain MSU awards were also granted under an equity compensation plan that was approved by the Board, but remains subject to shareholder approval. As a result, these awards are not considered to have been granted in accordance with ASC Subtopic 718-10. If the plan is approved, the fair value of the target number of shares underlying such awards will be determined as of the grant date, which will coincide with shareholder approval of the equity compensation plan. These awards are subject to achievement of the same performance metrics as those for the MSUs granted in February 2016 and will vest at the same time. For a small group of awards granted by the Company, all or a portion of the award may be cancelled in certain limited situations, including termination for cause, if employment is terminated before the end of the relevant restriction period. For the remainder of the awards granted by the Company, all or a portion of the award may be cancelled if employment is terminated for certain reasons before the end of the relevant restriction period for non-retirement-eligible employees. In connection with awards under its equity-based compensation and benefit plans, the Company is authorized to use newly issued shares or certain shares of common stock held in treasury. The components of share-based compensation expense related to the awards to Company employees and directors who are not employees of the Company of restricted stock units and restricted stock awards (representing shares of common stock) and options to purchase shares of common stock, as applicable, are presented below: (in thousands) Years Ended December 31, December 31, December 31, Deferred stock $ 27,549 $ 25,830 $ 23,910 Stock options (73 ) 1,201 1,643 Total $ 27,476 $ 27,031 $ 25,553 The following table presents the amount of share-based compensation expense by category for the periods indicated: (in thousands) Years Ended December 31, December 31, December 31, Cost of revenues $ 6,909 $ 7,187 $ 7,490 Selling and marketing 6,564 7,296 5,721 Research and development 2,823 3,128 2,283 General and administrative 11,180 8,005 7,277 Total share-based compensation expense $ 27,476 $ 25,616 $ 22,771 There was no share-based compensation expense included in income (loss) from discontinued operations, net of income taxes for the year ended December 31, 2015. The amount included in income (loss) from discontinued operations, net of income taxes for the years ended December 31, 2014 and 2013 was $1.4 million and $2.8 million, respectively. The tax benefits for share-based compensation expense related to deferred stock and stock options granted to Company employees and to directors who are not employees of the Company were $15.3 million, $2.8 million and $2.6 million for the years ended December 31, 2015, 2014 and 2013, respectively. As of December 31, 2015, $14.5 million of compensation cost related to MSCI unvested share-based awards granted to the Company’s employees and to directors who are not employees of the Company had not yet been recognized. The unrecognized compensation cost relating to unvested stock-based awards expected to vest will be recognized primarily over the next one to three years. In connection with awards under its equity-based compensation and benefit plans, the Company is authorized to issue shares of common stock. As of December 31, 2015, 6.7 million shares of common stock were available for future grants under these plans. Deferred Stock Awards. The following table presents activity concerning the Company’s vested and unvested deferred stock awards applicable to its employees (share data in thousands) for the period indicated: For the Year Ended December 31, 2015 Number of Shares Weighted Grant Vested and unvested deferred stock awards at December 31, 2014 (1) 1,213 $ 37.82 Granted 634 $ 55.20 Conversion to common stock (640 ) $ 36.55 Canceled (132 ) $ 47.47 Vested and unvested deferred stock awards at December 31, 2015 1,075 $ 47.70 (1) As of December 31, 2015, 1,054 restricted stock units and restricted stock awards, with a weighted average price of $47.60, were vested or expected to vest. The total fair value of Deferred Stock Awards held by the Company’s employees that converted to MSCI common stock during the years ended December 31, 2015, 2014 and 2013 was $34.1 million, $24.5 million and $28.2 million, respectively. The following table presents activity concerning the Company’s unvested deferred stock awards related to its employees (share data in thousands): For the Year Ended December 31, 2015 Number of Shares Weighted Grant Unvested deferred stock awards at December 31, 2014 883 $ 37.99 Granted 499 $ 55.45 Vested (453 ) $ 37.18 Canceled (129 ) $ 47.81 Unvested deferred stock awards at December 31, 2015 800 $ 47.83 Unvested deferred stock awards expected to vest 779 $ 47.69 Stock Option Awards Assumptions Risk free interest rate 1.87 % Expected option life in years 6.50 Expected stock price volatility 46.07 % Expected dividend yield — The expected stock price volatility assumption was determined using the historical volatility of the Company. The following table presents activity concerning MSCI stock options granted to the Company’s employees for the year ended December 31, 2015 (option data and dollar values in thousands, except exercise price): For the Year Ended December 31, 2015 Number of Weighted Weighted Aggregated Options outstanding at December 31, 2014 1,487 $ 22.69 3.76 N/A Granted or assumed — $ — N/A N/A Forfeited (63 ) $ 40.14 N/A N/A Conversion to common stock (939 ) $ 20.97 N/A N/A Options outstanding at December 31, 2015 485 $ 23.77 2.40 $ 23,432 Options exercisable at December 31, 2015 435 $ 22.29 2.68 $ 21,669 Options vested or expected to vest 485 $ 23.77 2.40 $ 23,432 The following table presents information relating to the Company’s outstanding stock options as of December 31, 2015 (number of options outstanding and aggregate intrinsic value data in thousands): As of December 31, 2015 Options Outstanding Range of Exercise Prices Number Weighted Average Aggregate $9.92 to $16.48 55 $ 15.54 2.80 $ 3,109 $18.00 134 $ 18.00 1.87 $ 7,260 $20.45 to $24.11 153 $ 22.45 1.95 $ 7,581 $25.64 to $40.23 143 $ 33.75 3.23 $ 5,482 Total 485 $ 23,432 The following table presents information relating to the Company’s exercisable stock options as of December 31, 2015 (number of options outstanding and aggregate intrinsic value data in thousands): As of December 31, 2015 Options Exercisable Range of Exercise Prices Number Weighted Average Aggregate $9.92 to $16.48 55 $ 15.54 2.80 $ 3,109 $18.00 134 $ 18.00 1.87 $ 7,260 $20.45 to $24.11 153 $ 22.45 1.95 $ 7,581 $25.64 to $40.23 93 $ 32.18 2.31 $ 3,719 Total 435 $ 21,669 The intrinsic value of the stock options exercised by the Company’s employees during the years ended December 31, 2015, 2014 and 2013 was $37.3 million, $12.8 million and $13.9 million, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. INCOME TAXES The provision for income taxes (benefits) by taxing jurisdiction consisted of: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Current U.S. federal $ 85,540 $ 84,959 $ 97,739 U.S. state and local 22,108 13,929 16,820 Non U.S. 22,156 18,505 18,270 129,804 117,393 132,829 Deferred U.S. federal (10,546 ) (2,606 ) (14,362 ) U.S. state and local 1,460 (3,356 ) (3,802 ) Non U.S. (1,202 ) (2,035 ) (1,747 ) (10,288 ) (7,997 ) (19,911 ) Provision for income taxes from continuing operations $ 119,516 $ 109,396 $ 112,918 Provision for income taxes from discontinued operations $ 6,390 $ 1,059 $ 10,146 The following table reconciles the provision to the U.S. federal statutory income tax rate for income from continuing operations: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 U.S. federal statutory income tax rate 35.00 % 35.00 % 35.00 % U.S. state and local income taxes, net of U.S. federal income tax benefits 4.44 % 2.72 % 3.05 % Change in tax rates applicable to non-U.S. earnings (2.73 %) (1.88 %) (0.93 %) Domestic tax credits and incentives (2.62 %) (0.86 %) (0.95 %) Other 0.10 % 0.50 % (0.07 %) Effective income tax rate 34.19 % 35.48 % 36.10 % Deferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when such differences are expected to reverse. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2015 and 2014, were as follows: As of December 31, 2015 December 31, 2014 (in thousands) Deferred tax assets: Employee compensation and benefit plans $ 23,700 $ 24,765 Deferred rent 7,485 7,229 State taxes — 2,322 Pension 2,030 2,494 Unearned revenue 1,555 1,117 Loss carryforwards – current — 1,667 Loss carryforwards – non-current 33,389 34,249 Other 678 1,979 Subtotal 68,837 75,822 Less: valuation allowance (21,052 ) (21,232 ) Total deferred tax assets $ 47,785 $ 54,590 Deferred tax liabilities: Intangible assets $ (138,832 ) $ (154,965 ) Foreign currency translation (352 ) (629 ) Property, equipment and leasehold improvements, net (10,358 ) (10,435 ) Other — (246 ) Total deferred tax liabilities $ (149,542 ) $ (166,275 ) Net deferred tax liabilities $ (101,757 ) $ (111,685 ) As presented in the table above, the Company has certain loss carryforward items. The tax value of the capital loss carryforward is $21.1 million which is set to expire in 2019. There is a full valuation allowance against this item. The tax value of the United States portion of the net operating loss carryforwards is $10.2 million which is subject to an annual limitation on utilization and will begin to expire in 2020. The following table presents the components of income before provision for income taxes generated by domestic or foreign operations for the periods indicated: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Domestic $ 282,764 $ 269,944 $ 276,549 Foreign (1) 66,790 38,394 36,279 Total income before provision for income taxes $ 349,554 $ 308,338 $ 312,828 (1) Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S., which includes income from foreign branches of U.S. companies. Cumulative earnings attributable to foreign subsidiaries were $224.8 million, $149.1 million and $188.6 million for the years ended December 31, 2015, 2014, and 2013, respectively. No provisions for income tax that could occur upon repatriation have been recorded on these earnings which the Company intends to permanently reinvest abroad. At this time, it is not practicable to determine the amount of income taxes payable in the event all such foreign earnings are repatriated. The Company regularly assesses the likelihood of additional assessments in each of the taxing jurisdictions in which it files income tax returns. The Company has established unrecognized tax benefits that the Company believes are adequate in relation to the potential for additional assessments. Once established, the Company adjusts unrecognized tax benefits only when more information is available or when an event occurs necessitating a change. As part of the Company’s periodic review of unrecognized tax benefits and based on new information regarding the status of federal and state examinations, the Company’s unrecognized tax benefits were remeasured. It is reasonably possible that significant changes in the balance of unrecognized tax benefits may occur within the next 12 months. At this time, however, it is not possible to reasonably estimate the expected change to the total amount of unrecognized tax benefits and the impact on the effective tax rate over the next 12 months. The Company believes the resolution of tax matters will not have a material effect on the Consolidated Statement of Financial Condition of the Company, although a resolution could have a material impact on the Company’s Consolidated Statement of Income for a particular future period and on the Company’s effective tax rate for any period in which such resolution occurs. The following table presents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2015, 2014 and 2013: Years Ended Gross unrecognized tax benefits December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Beginning balance $ 6,525 $ 7,089 $ 6,827 Increases based on tax positions related to the current period 536 292 194 Increases based on tax positions related to prior periods 2,131 1,969 2,690 Decreases based on tax positions related to prior periods (500 ) (346 ) (2,474 ) Increases/ (Decreases) related to settlements with taxing authorities — (1,652 ) — Increases/(Decreases) related to a lapse of applicable statute of limitations — (827 ) (148 ) Ending balance $ 8,692 $ 6,525 $ 7,089 The total amount of unrecognized tax benefits was $7.8 million, net of federal benefit of state issues, competent authority and foreign tax credit offsets, as of December 31, 2015, which, if recognized, would favorably affect the effective tax rate in future periods. The Company recognizes the accrual of interest and penalties related to unrecognized tax benefits in the Provision for Income Taxes in the Consolidated Statement of Income. For the year ended December 31, 2015, the Company recognized $0.3 million of interest in the Consolidated Statement of Income. No significant penalties were recognized in the Consolidated Statement of Income for the year ended December 31, 2015. The Company is under examination by the IRS and other tax authorities in certain jurisdictions, including foreign jurisdictions, such as India, and states in which the Company has significant business operations, such as New York. The tax years currently under examination vary by jurisdiction but include years ranging from 2005 through 2014. As a result of having previously been a member of the Morgan Stanley consolidated group, the Company may have future settlements with Morgan Stanley related to the ultimate disposition of their New York State and New York City examination relating to the tax years 2007 and 2008 and their IRS examination relating to the tax years 2006 through 2008. The Company does not believe it has any material exposure to the New York State and New York City examinations. Additionally, the Company believes it has adequate reserves for any tax issues that may arise out of the IRS examination relating to the tax years 2006 through 2008 and therefore does not believe any related settlement with Morgan Stanley will have a material impact. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 12. ACQUISITIONS The acquisition method of accounting is based on ASC Subtopic 805-10, “Business Combinations,” Fair Value Measurements and Disclosures, Acquisition of Insignis On October 16, 2015, the Company completed the purchase of Insignis for $6.5 million through its subsidiary InvestorForce. Insignis is a financial data provider, including data on positions, transactions and complex instruments such as exchange-traded futures and options, OTC swaps and foreign exchange spot and forward contracts. Financial results for Insignis will be included within the Analytics segment from the time of acquisition. As of December 31, 2015, the preliminary purchase price allocations for the Insignis acquisition were $4.2 million for goodwill, $2.2 million for identifiable intangible assets and $0.1 million for assets other than identifiable intangible assets. Acquisition of GMI Ratings On August 11, 2014, the Company completed the acquisition of GMI Ratings for $15.5 million in cash through its subsidiary MSCI ESG Research Inc. GMI Ratings is a provider of corporate governance research and ratings on companies worldwide. Clients of GMI Ratings include institutional investors, banks, insurers, auditors, regulators and corporations seeking to incorporate ESG factors into risk assessment and decision-making. The purchase price allocations for the GMI Ratings acquisition were $9.9 million for goodwill, $3.6 million for identifiable intangible assets, $6.7 million for assets other than identifiable intangible assets and $4.7 million for other liabilities. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | 13. SEGMENT INFORMATION ASC Subtopic 280-10, “Segment Reporting,” The CODM measures and evaluates reportable segments based on segment operating revenues as well as Adjusted EBITDA and other measures. The Company excludes the following items from segment Adjusted EBITDA: income (loss) from discontinued operations, net of income taxes, provision for income taxes, other expense (income), net, depreciation and amortization of property, equipment and leasehold improvements, amortization of intangible assets and certain transactions or adjustments that the CODM does not consider for the purposes of making decisions to allocate resources among segments or to assess segment performance. Although these amounts are excluded from segment Adjusted EBITDA, they are included in reported consolidated net income and are included in the reconciliation that follows. The Company’s computation of segment Adjusted EBITDA may not be comparable to other similarly titled measures computed by other companies because all companies do not calculate segment Adjusted EBITDA in the same fashion. Revenues and expenses directly associated with each segment are included in determining its operating results. Other expenses that are not directly attributable to a particular segment are allocated based upon allocation methodologies, including time estimates, headcount, sales targets, data center consumption and other relevant usage measures. Due to the integrated structure of our business, certain costs incurred by one segment may benefit other segments. A segment may use the content and data produced by another segment without incurring an arm’s length intersegment charge. The CODM does not review any information regarding total assets on an operating segment basis. Operating segments do not record intersegment revenue, and, accordingly, there is none to be reported. The accounting policies for segment reporting are the same as for MSCI as a whole. The Company has four operating segments: Index, Analytics, ESG and Real Estate. The Index operating segment is a provider of investment decision support tools, including equity indexes and equity index benchmarks. The products are used in many areas of the investment process, including portfolio construction and rebalancing, asset allocation, performance benchmarking and attribution, regulatory and client reporting and index-linked investment product creation. The Analytics operating segment consists of products and services used for portfolio construction, risk management and reporting. The products enable institutional investors to monitor, analyze and report on the risk and return of investments across a variety of asset classes. They are based on proprietary, integrated fundamental multi-factor risk models, value-at-risk methodologies, performance attribution frameworks and asset valuation models. In addition, the Analytics segment includes products that help investors value, model and hedge physical assets and derivatives across a number of market segments, including energy and commodity assets. The ESG operating segment offers products institutional investors use for assessing risks and opportunities arising from environmental, social and governance issues. ESG tools are used to evaluate both individual securities and investment portfolios. The Real Estate operating segment is a provider of real estate performance analysis for funds, investors, managers, lenders and occupiers. It provides index products and offers services that include research, reporting and benchmarking. The operating segments of ESG and Real Estate do not individually meet the segment reporting thresholds and have been combined and presented as part of All Other for disclosure purposes. The following table presents operating revenue by reportable segment for the periods indicated: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Operating revenues Index $ 558,964 $ 503,892 $ 448,414 Analytics 433,424 414,085 397,203 All Other 82,625 78,703 67,747 Total $ 1,075,013 $ 996,680 $ 913,364 The following table presents segment profitability and a reconciliation to net income for the periods indicated: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Index Adjusted EBITDA $ 392,987 $ 349,685 $ 323,558 Analytics Adjusted EBITDA 95,468 72,173 97,806 All Other Adjusted EBITDA (6,758 ) (13,104 ) (16,216 ) Total operating segment profitability 481,697 408,754 405,148 Lease exit charge — — (365 ) Amortization of intangible assets 46,910 45,877 44,798 Depreciation and amortization of property, equipment and leasehold improvements 30,889 25,711 20,384 Operating income 403,898 337,166 340,331 Other expense (income), net 54,344 28,828 27,503 Provision for income taxes 119,516 109,396 112,918 Income from continuing operations 230,038 198,942 199,910 Income (loss) from discontinued operations, net of income taxes (6,390 ) 85,171 22,647 Net income $ 223,648 $ 284,113 $ 222,557 Revenue by geography is based on the shipping address of the ultimate customer utilizing the product. The following table presents revenue by geographic area for the periods indicated: Years Ended (in thousands) December 31, 2015 December 31, 2014 December 31, 2013 Revenues Americas: United States $ 519,429 $ 471,145 $ 416,999 Other 41,552 37,189 34,547 Total Americas 560,981 508,334 451,546 Europe, the Middle East and Africa (“EMEA”): United Kingdom 166,019 154,308 141,938 Other 215,192 209,893 202,664 Total EMEA 381,211 364,201 344,602 Asia & Australia: Japan 45,371 46,642 46,752 Other 87,450 77,503 70,464 Total Asia & Australia 132,821 124,145 117,216 Total $ 1,075,013 $ 996,680 $ 913,364 Long-lived assets consist of property, equipment, leasehold improvements, goodwill and intangible assets, net of accumulated depreciation and amortization. The following table presents long-lived assets by geographic area on the dates indicated: As of (in thousands) December 31, December 31, Long-lived assets Americas: United States $ 1,916,689 $ 1,944,433 Other 2,279 3,293 Total Americas 1,918,968 1,947,726 EMEA: United Kingdom 110,261 120,781 Other 16,849 13,345 Total EMEA 127,110 134,126 Asia & Australia: Japan 570 837 Other 9,389 9,917 Total Asia & Australia 9,959 10,754 Total $ 2,056,037 $ 2,092,606 |
Quarterly Results of Operations
Quarterly Results of Operations | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations | 14. QUARTERLY RESULTS OF OPERATIONS (unaudited): 2015 2014 First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share data) Operating revenues $ 262,769 $ 270,580 $ 268,771 $ 272,893 $ 239,688 $ 254,226 $ 251,661 $ 251,105 Cost of revenues 69,904 67,394 65,593 64,804 66,802 70,212 69,770 69,839 Selling and marketing 41,648 42,028 38,809 39,809 41,126 40,506 41,402 40,805 Research and development 23,189 20,807 15,548 17,776 17,465 17,374 19,021 17,235 General and administrative 20,377 22,080 19,960 23,590 17,692 20,240 19,516 18,921 Amortization of intangible assets 11,702 11,695 11,710 11,803 11,270 11,442 11,574 11,591 Depreciation and amortization of property, equipment and leasehold improvements 7,207 8,065 8,049 7,568 5,828 5,921 6,342 7,620 Total operating expenses 174,027 172,069 159,669 165,350 160,183 165,695 167,625 166,011 Operating income 88,742 98,511 109,102 107,543 79,505 88,531 84,036 85,094 Interest income (204 ) (185 ) (285 ) (492 ) (156 ) (192 ) (277 ) (226 ) Interest expense (1) 11,108 11,116 17,267 22,896 5,059 5,366 5,604 15,791 Other expense (income) 178 164 (6,922 ) (297 ) 1,071 (726 ) (1,287 ) (1,199 ) Other expense (income), net 11,082 11,095 10,060 22,107 5,974 4,448 4,040 14,366 Income from continuing operations before provision for income taxes 77,660 87,416 99,042 85,436 73,531 84,083 79,996 70,728 Provision for income taxes 28,036 31,399 34,644 25,437 26,385 27,280 28,272 27,459 Income from continuing operations 49,624 56,017 64,398 59,999 47,146 56,803 51,724 43,269 Income (loss) from discontinued operations, net of income taxes (5,797 ) — — (593 ) 33,253 50,857 (10 ) 1,071 Net income $ 43,827 $ 56,017 $ 64,398 $ 59,406 $ 80,399 $ 107,660 $ 51,714 $ 44,340 Earnings per basic common share From continuing operations $ 0.44 $ 0.50 $ 0.59 $ 0.59 $ 0.40 $ 0.48 $ 0.44 $ 0.38 From discontinued operations (0.05 ) — — (0.01 ) 0.28 0.44 — 0.01 Earnings per basic common share $ 0.39 $ 0.50 $ 0.59 $ 0.58 $ 0.68 $ 0.92 $ 0.44 $ 0.39 Earnings per diluted common share From continuing operations $ 0.44 $ 0.50 $ 0.59 $ 0.58 $ 0.40 $ 0.48 $ 0.44 $ 0.38 From discontinued operations (0.05 ) — — (0.01 ) 0.28 0.43 — 0.01 Earnings per diluted common share $ 0.39 $ 0.50 $ 0.59 $ 0.57 $ 0.68 $ 0.91 $ 0.44 $ 0.39 Weighted average shares outstanding used in computing per share data Basic 112,520 112,143 108,773 102,837 117,582 116,702 116,251 112,299 Diluted 113,522 112,931 109,440 103,589 118,597 117,664 117,163 113,289 (1) Increased interest expense during the fourth quarter of 2014 compared to the first three quarters of 2014 was primarily the result of the debt discount and deferred financing fees written off in connection with the 2024 Senior Notes offering and the 2014 Revolving Facility. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. SUBSEQUENT EVENTS On February 2, 2016, the Board of Directors of the Company declared a quarterly dividend of $0.22 per share of common stock to be paid on March 11, 2016 to shareholders of record as of the close of trading on February 19, 2016. Subsequent to the year ended December 31, 2015 and through February 19, 2016, an additional 2.6 million shares of common stock were repurchased for a total value of $170.6 million. |
Introduction and Basis of Pre23
Introduction and Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of MSCI Inc. and its wholly-owned subsidiaries. The Company’s policy is to consolidate all entities in which it owns more than 50% of the outstanding voting stock unless it does not control the entity. It is also the Company’s policy to consolidate any variable interest entity for which the Company is the primary beneficiary, of which the Company has none, as required by the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 810-10, Consolidations.” The Company changed its presentation of operating expenses during the year ended December 31, 2015 in order to provide more transparency into the underlying cost base of the Company, consistent with how it is managed. Prior to the change, operating expenses were grouped and presented as cost of services and selling, general and administrative. Cost of services included costs related to research, data management and production, software engineering and production management functions. Selling, general and administrative consisted of expenses for sales and marketing staff, finance, human resources, legal and compliance, information technology infrastructure and corporate administration personnel. Operating expenses are now grouped and presented in the following activity categories: cost of revenues, selling and marketing, research and development and general and administrative. Costs are assigned to these categories based on the nature of the expense, or, when not directly attributable, an estimate is allocated based on the type of effort involved. Cost of revenues consists of costs related to the production and servicing of the Company’s products and services and primarily include information technology costs associated with the production and delivery of its products and services, including data center, platform and infrastructure costs; costs to acquire, produce and maintain market data information; costs of research to support, maintain and rebalance existing products; costs of product management teams; costs of client service and consultant teams to support customer needs; as well as other support costs directly attributable to the cost of revenues including certain human resources, finance and legal costs. Selling and marketing expenses consist of costs associated with acquiring new clients or selling new products or product renewals to existing clients and primarily includes the costs of our sales force and marketing teams as well as costs incurred in other groups associated with acquiring new business, including product management, research, technology and sales operations. Research and development expenses consist of costs to develop new or enhance existing products and the costs to develop new or improved technology and service platforms for the delivery of our products and services and primarily includes the costs of application development, research, product management, project management and the technology support associated with supporting these efforts. General and administrative expenses consist of costs primarily related to finance operations, human resources, office of the CEO, legal, corporate technology, corporate development and certain other administrative costs that are not directly attributed, but are instead allocated, to a product or service. The recasting of previously issued financial information has been made to conform to the current presentation and does not represent a restatement of previously issued financial statements. |
Basis of Financial Statements and Use of Estimates | Basis of Financial Statements and Use of Estimates The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles require the Company to make certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Significant estimates and assumptions made by management include the deferral and recognition of revenue, research and development and software capitalization, the allowance for doubtful accounts, impairment of long-lived assets, accrued compensation, income taxes and other matters that affect the consolidated financial statements and related disclosures. The Company believes that estimates used in the preparation of these consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Inter-company balances and transactions are eliminated in consolidation. |
Revenue Recognition | Revenue Recognition In general, the Company applies SEC Staff Accounting Bulletin No. 104 (“SAB 104”), “ Revenue Recognition • The Company has persuasive evidence of a legally binding arrangement, • Delivery has occurred, • Client fee is deemed fixed or determinable, and • Collection is probable. When a sales arrangement requires the delivery of more than one product and service, revenue is recognized pursuant to the requirements of ASC Subtopic 605-25, “ Revenue Arrangements with Multiple Deliverables • The delivered items have value to the client on a standalone basis, which means they can be sold separately by any vendor or the client could resell the delivered items on a standalone basis; and • If the arrangement includes a general right of return relative to the delivered items, delivery or performance of the undelivered items is considered probable and substantially in the control of the vendor. The Company has signed contracts with substantially all clients that set forth the fees to be paid for its products and services. Further, the Company regularly assesses the receivable balances for each client for collectability. The Company’s application service license arrangements generally do not include acceptance provisions, which generally allow a client to test the solution for a defined period of time before committing to the license. If a license agreement includes an acceptance provision, the Company does not recognize subscription revenues until the earlier of the receipt of a written client acceptance or, if not notified by the client that it is cancelling the license agreement, the expiration of the acceptance period. The Company’s subscription agreements for hosted services include provisions that, among other things, allow clients, for no additional fee, to receive updates and modifications that may be made from time to time when and if available, for the term of the agreement, which is typically one year. These arrangements do not provide the client with the right to take possession of the application at any time. For sales arrangements with multiple deliverables, which may include application service subscription and professional services associated with implementation and other services, the Company evaluates each deliverable in these multiple-element arrangements to determine whether it represents a separate unit of accounting and allocates revenue accordingly, based on the Company’s best estimated sales price. In most cases, the Company recognizes revenues from subscription arrangements ratably over the term of the license agreement pursuant to contract terms. The contracts state the terms under which these fees are to be calculated. The fees are recognized as the Company supplies the product and service to the client over the license period and are generally billed in advance, prior to the license start date. When implementation services are included, the Company recognizes revenues allocated to the subscription ratably from the date the application is put into production to the end of the license period. Revenues associated with implementation services are recognized ratably over the useful life of those services from the date the application is put into production. For products and services whose fees are based on estimated assets under management linked to the Company’s indexes, or contract values related to futures and options, the Company recognizes revenues based on estimates from independent third-party sources or the most recently reported information from the client. Revenues from subscription agreements for the receipt of periodic benchmark reports, digests, and other publications, which are most often associated with the Company’s real estate operating segment, are recognized upon delivery of such reports or data updates. The Company’s software-related arrangements do not require significant modification or customization of any underlying software applications being licensed. Accordingly, the Company recognizes software revenues pursuant to the requirements of ASC Subtopic 985-605, “ Software-Revenue Recognition Software Revenue Recognition, |
Share-Based Compensation | Share-Based Compensation Certain of the Company’s employees have received share-based compensation under certain compensation programs. The Company’s compensation expense reflects the fair value method of accounting for share-based payments under ASC Subtopic 718-10, “ Compensation—Stock Compensation. The fair value of MSCI restricted stock units (“RSUs”) is measured using the closing price of MSCI’s common stock on the date prior to grant. Restricted stock units subject to performance conditions (“PSUs”) are based on performance measures that impact the amount of shares that each recipient will receive upon vesting. The fair value of PSUs is measured using the closing price of MSCI’s common stock on the date prior to grant. Restricted stock units that are subject to the achievement of multi-year total shareholder return targets (“MSUs”) are performance awards with a market condition. The fair value of MSUs is determined using a Monte Carlo simulation model that creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms. The fair value of MSCI standard stock options is determined using the Black-Scholes valuation model and the single grant life method. Under the single grant life method, option awards with graded vesting are valued using a single weighted-average expected option life. The fair value of MSCI stock options that contain stock price contingencies is determined using a Monte Carlo simulation model. The Company recognizes the expense for an award granted to an employee who is not retirement-eligible utilizing the graded vesting method over the requisite service period. For all awards, the Company bases initial accruals of compensation cost on the estimated number of units for which the requisite service is expected to be rendered and, for PSUs, the performance targets expected to be achieved is also considered. If the estimated number of units or the number of units ultimately delivered changes from previous estimates, the cumulative effect on current and prior periods of a change is recognized in compensation cost in the period of the change. Because the probability of actual shares expected to be earned is reflected in the fair value of MSUs on the grant date, the expense to be recognized for these awards is not adjusted to reflect the actual shares earned. Based on interpretive guidance related to share-based compensation, the Company’s policy is to accrue the estimated cost of share-based awards that are granted to retirement-eligible employees over the course of the prior year in which they were earned rather than expensing the awards on the date of grant. A portion of the awards granted to retirement-eligible employees consist of PSUs. For those PSUs, the Company bases initial accruals of compensation cost on the estimated number of units for which the requisite service is expected to be rendered. If the estimated number of units expected to convert changes from previous estimates based on the performance targets expected to be achieved, the cumulative effect of a change is recognized in compensation cost in the period of the change. |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with several accounting pronouncements, including ASC Subtopic 730-10, “ Research and Development The Company applies the provisions of ASC Subtopic 350-40, “ Internal Use Software For the year ended December 31, 2015, the Company capitalized $8.6 million of costs related to software developed for internal use and reversed $3.4 million of previously capitalized costs associated with the termination of a technology project in the Analytics segment. As a result, $5.2 million was the net amount capitalized in the Consolidated Statement of Financial Condition for the year ended December 31, 2015. For the year ended December 31, 2014, the Company capitalized $8.3 million of costs related to software developed for internal use and reversed $1.0 million of previously capitalized costs associated with the termination of a technology project in the Analytics segment. As a result, $7.3 million was the net amount capitalized in the Consolidated Statement of Financial Condition for the year ended December 31, 2014. Capitalized software development costs are amortized on a straight-line basis over the estimated useful life of the related product, which is typically three to five years, beginning with the date the software is placed into service. Costs incurred in the preliminary and post-implementation stages of our products are expensed as incurred. |
Income Taxes | Income Taxes Income tax expense is provided for using the asset and liability method, under which deferred tax assets and deferred tax liabilities are determined based on the temporary differences between the financial statement and income tax bases of assets and liabilities using currently enacted tax rates. The Company regularly evaluates the likelihood of additional assessments in each of the taxing jurisdictions in which it is required to file income tax returns. The Company has recorded additional tax expense related to open tax years, which the Company’s management believes is adequate in relation to the potential for assessments. These amounts have been recorded in “Other non-current liabilities” on the Consolidated Statement of Financial Condition. The Company’s management believes the resolution of tax matters will not have a material effect on the Company’s consolidated financial condition. However, to the extent the Company is required to pay amounts in excess of its reserves, a resolution could have a material impact on its Consolidated Statement of Income for a particular future period. In addition, an unfavorable tax settlement could require use of cash and result in an increase in the effective tax rate in the period in which such resolution occurs. As of December 31, 2015, the Company elected to change its policy prospectively regarding the classification of deferred tax assets and liabilities and related valuation allowance on the Company’s Consolidated Statements of Financial Condition. To comply with the amendments in ASU 2015-17 (see Note 2, “Recent Accounting Standards Updates” for further information), the Company will classify all deferred tax assets and liabilities as noncurrent. Prior periods were not retrospectively adjusted for the change in accounting principle. |
Deferred Revenue | Deferred Revenue Deferred revenues represent amounts billed to customers for products and services in advance of delivery. The Company’s clients generally pay subscription fees annually or quarterly in advance. Deferred revenue is generally amortized ratably over the service period as revenue recognition criteria are met. Where the service period has not begun and the client has not paid or the contract has not been renewed, deferred revenues and accounts receivable are not recognized. |
Goodwill | Goodwill Goodwill is recorded as part of the Company’s acquisitions of businesses when the purchase price exceeds the fair value of the net tangible and separately identifiable intangible assets acquired. The Company’s goodwill is not amortized, but rather is subject to an impairment test each year, or more often if conditions indicate impairment may have occurred, pursuant to ASC Topic 350, “ Intangibles—Goodwill and Other The Company tests goodwill for impairment on an annual basis on July 1 and on an interim basis when certain events and circumstances exist. The testing for impairment is performed at the reporting unit level. Goodwill impairment is determined by comparing the estimated fair value of a reporting unit with its respective book value. If the estimated fair value exceeds the book value, goodwill at the reporting unit level is not deemed to be impaired. If the estimated fair value is below book value, however, further analysis is required to determine the amount of impairment. Additionally, if the book value of a reporting unit is zero or a negative value and it is determined that it is more likely than not that the goodwill is impaired, further analysis is required. As the estimated fair value of the Company’s reporting units exceeded their respective book value on the testing dates, no impairment of goodwill was recorded during the years ended December 31, 2015, 2014 and 2013. The Company changed its reportable segments during the year ended December 31, 2015. Simultaneously, segment reporting and goodwill reporting units were updated in connection with this change. The Company reallocated its goodwill to its reporting units using a relative fair value allocation approach in accordance with applicable accounting guidance. The Company’s reporting units are the same as its operating segments. See Note 13, “Segment Information” for further information about MSCI’s operating segments. |
Intangible Assets | Intangible Assets The Company amortizes definite-lived intangible assets over their estimated useful lives. Definite-lived intangible assets are tested for impairment when impairment indicators are present, and, if impaired, written down to fair value based on either discounted cash flows or appraised values. No impairment of intangible assets has been identified during any of the periods presented. The Company has no indefinite-lived intangibles. The intangible assets have remaining useful lives ranging from one to 20 years. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of operations having non-U.S. dollar functional currencies are translated at year-end exchange rates, and income statement accounts are translated at weighted average exchange rates for the year. Gains or losses resulting from translating foreign currency financial statements, net of related tax effects, are reflected in accumulated other comprehensive loss, a separate component of shareholders’ equity. Gains or losses resulting from foreign currency transactions incurred in currencies other than the local functional currency are included in non-operating “Other expense (income)” on the Consolidated Statement of Income. |
Derivative Instruments | Derivative Instruments The Company applies ASC Subtopic 815-10, “ Derivatives and Hedging For derivative instruments that are designated and qualify as hedging instruments for accounting purposes, the Company documents and links the relationships between the hedging instruments and hedged items. The Company also assesses and documents at the hedge’s inception whether the derivatives used in hedging transactions were effective in offsetting changes in fair values associated with the hedged items. ASC Subtopic 815-10 provides that, for derivative instruments that qualify for hedge accounting being used to hedge cash flows, changes in the fair value are recognized in accumulated other comprehensive income (loss), a separate component of shareholders’ equity, until the hedged item is recognized in earnings. In addition, the ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. The Company manages foreign currency exchange rate risk through the use of derivative financial instruments comprised principally of forward contracts on foreign currency which are not designated as hedging instruments for accounting purposes. The objective of the derivative instruments is to minimize the income statement impact associated with assets and liabilities that are denominated in certain foreign currencies. Derivative instruments that do not qualify for hedge accounting are carried at fair value on the Consolidated Statement of Financial Condition with gains and losses recorded in the Consolidated Statement of Income in the period in which they are realized. |
Property, Equipment and Leasehold Improvements | Property, Equipment and Leasehold Improvements Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation of furniture and fixtures and computer and communications equipment are amortized using the straight-line method over the estimated useful life of the asset. Estimates of useful lives are as follows: furniture & fixtures – seven years; and, computer and related equipment – two to five years. Leasehold improvements are amortized on a straight-line basis over one to 21 years, which represents the lesser of the estimated useful life of the asset or, where applicable, the remaining term of the lease. |
Treasury Stock | Treasury Stock The Company holds repurchased shares of common stock as treasury stock. The Company accounts for treasury stock under the cost method and includes treasury stock as a component of shareholders’ equity. In accordance with ASC Subtopic 505-10, “Equity,” |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company primarily licenses its products and services to institutional investors mainly in the United States, Europe and Asia (primarily Hong Kong and Japan). The Company periodically reviews receivable balances and maintains an allowance on customer accounts where estimated losses may result from the inability of its customers to make required payments. The Company does not require collateral. An allowance for doubtful accounts is recorded when it is probable and estimable that a receivable will not be collected. Changes in the allowance for doubtful accounts from December 31, 2012 to December 31, 2015 were as follows: Amount (in thousands) Balance as of December 31, 2012 $ 964 Addition to provision 876 Amounts written off, net of recoveries (560 ) Balance as of December 31, 2013 $ 1,280 Addition to provision 452 Amounts written off, net of recoveries (875 ) Balance as of December 31, 2014 $ 857 Addition to provision 940 Amounts written off, net of recoveries (680 ) Balance as of December 31, 2015 $ 1,117 |
Accrued Compensation | Accrued Compensation The Company makes significant estimates in determining its accrued non-stock based compensation and benefits expenses. A significant portion of the Company’s employee incentive compensation programs are discretionary. Each year end, the Company determines the amount of discretionary cash bonus expense. The Company also reviews compensation and benefits expenses throughout the year to determine how overall performance compares to management’s expectations. These and other factors, including historical performance, are taken into account in accruing discretionary cash compensation estimates quarterly. |
Concentrations | Concentrations For the years ended December 31, 2015 and 2014, BlackRock, Inc. accounted for 10.3% and 10.6%, respectively, of the Company’s consolidated operating revenues. For the year ended December 31, 2013, no single customer accounted for 10.0% or more of the Company’s consolidated operating revenues. For the years ended December 31, 2015, 2014 and 2013, BlackRock, Inc. accounted for 19.2%, 20.1% and 18.6%, respectively, of the Index segment operating revenues. No single customer accounted for 10.0% or more of revenues within the Analytics and All Other segments for the years ended December 31, 2015, 2014 and 2013. |
Recent Accounting Standards Updates | In April 2014, the FASB issued Accounting Standards Update No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity,” “Presentation of Financial Statements—Discontinued Operations In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers,” “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” In January 2015, the FASB issued Accounting Standards Update No. 2015-01, “ Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items In April 2015, the FASB issued Accounting Standards Update No. 2015-03, “Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs,” In April 2015, the FASB issued Accounting Standards Update No. 2015-05, “Intangibles—Goodwill and Other—Internal-Use Software,” In August 2015, the FASB issued Accounting Standards Update No. 2015-15, “Interest—Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements,” In September 2015, the FASB issued Accounting Standards Update No. 2015-16, “Business Combinations,” In November 2015, the FASB issued Accounting Standards Update No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” In January 2016, the FASB issued Accounting Standards Update No. 2016-01, “ Financial Instruments—Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10) |
Introduction and Basis of Pre24
Introduction and Basis of Presentation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Changes in Allowance for Doubtful Accounts | Changes in the allowance for doubtful accounts from December 31, 2012 to December 31, 2015 were as follows: Amount (in thousands) Balance as of December 31, 2012 $ 964 Addition to provision 876 Amounts written off, net of recoveries (560 ) Balance as of December 31, 2013 $ 1,280 Addition to provision 452 Amounts written off, net of recoveries (875 ) Balance as of December 31, 2014 $ 857 Addition to provision 940 Amounts written off, net of recoveries (680 ) Balance as of December 31, 2015 $ 1,117 |
Disposition and Discontinued 25
Disposition and Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Value of Assets and Liabilities Disposed | The sale of ISS was completed on April 30, 2014 for $367.4 million. The value of the assets and liabilities of ISS that were disposed, directly attributable transaction costs and the resulting gain on disposal that has been reported in “Income (loss) from discontinued operations, net of income taxes” for the year ended December 31, 2014 are as follows: Amount (in thousands) Cash proceeds $ 367,355 Less: Initial working capital adjustments (311 ) Total proceeds 367,044 Less assets sold and liabilities relieved resulting from disposal: Cash and cash equivalents (4,544 ) Accounts receivable (15,765 ) Deferred taxes (current) (3,174 ) Prepaid taxes (617 ) Prepaid and other assets (4,500 ) Property, equipment and leasehold improvements (net of accumulated depreciation and amortization of $4,213) (8,544 ) Goodwill (254,233 ) Intangible assets (net of accumulated amortization of $50,283) (121,269 ) Other non-current assets (1,645 ) Accounts payable 574 Accrued compensation and related benefits 6,783 Other accrued liabilities 4,034 Deferred revenue 51,767 Deferred taxes (non-current) 59,129 Other non-current liabilities 5,576 Other comprehensive income including currency translation adjustments and pension and other post-retirement adjustments 4,004 Net assets sold (282,424 ) Less: Transaction costs (5,946 ) Gain on sale of ISS $ 78,674 |
Schedule of Income (Loss) Amounts Associated with Discontinued Operations | Amounts associated with discontinued operations reflected in the Consolidated Statements of Income for the years ended December 31, 2015, 2014 and 2013 are as follows: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Revenue from discontinued operations $ — $ 43,122 $ 122,303 Income (loss) from discontinued operations before provision (benefit) for income taxes $ — $ 86,230 $ 32,793 Provision for income taxes 6,390 1,059 10,146 Income (loss) from discontinued operations, net of income taxes $ (6,390 ) $ 85,171 $ 22,647 |
Reclassifications out of Accu26
Reclassifications out of Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |
Schedule of Reclassifications out of Accumulated Other Comprehensive Income (Loss) | Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (1) Details about Accumulated Other Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Years Ended December 31, December 31, December 31, (in thousands) Unrealized losses on cash flow hedges Interest rate contracts $ — $ — $ (1,364 ) Interest expense — — 524 Income tax benefit $ — $ — $ (840 ) Net of tax Unrealized gains on available-for-sale securities Short-term investments $ — $ — $ 5 — — (2 ) Provision for income taxes $ — $ — $ 3 Net of tax Defined benefit pension plans Amount recognized as a component of net periodic benefit expense for curtailments and settlements $ (563 ) $ (104 ) $ (32 ) (2) 153 (15 ) 6 (3) Provision for income taxes $ (410 ) $ (119 $ (26 ) (4) Net of tax Foreign currency translation adjustment $ — $ 4,184 $ — (5) Total reclassifications for the period, net of tax $ (410 ) $ 4,065 $ (863 ) (1) Amounts in parentheses indicate expenses or losses moved to the Consolidated Statements of Income. (2) Includes $(186,000) for the year ended December 31, 2014 that was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. (3) Includes $6,000 for the year ended December 31, 2014 that was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. (4) Includes $(180,000) for the year ended December 31, 2014 that was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. (5) This accumulated other comprehensive income component for the year ended December 31, 2014 was reclassified to “Income (loss) from discontinued operations, net of taxes” as part of the gain on the disposition of ISS. |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted EPS | The Company computes EPS using the two-class method and determines whether instruments granted in share-based payment transactions are participating securities. The following table presents the computation of basic and diluted EPS: Years Ended (in thousands, except per share data) December 31, December 31 December 31 Income from continuing operations, net of income taxes $ 230,038 $ 198,942 $ 199,910 Income (loss) from discontinued operations, net of income taxes (6,390 ) 85,171 22,647 Net income $ 223,648 $ 284,113 $ 222,557 Less: Allocations of earnings to unvested restricted stock units (1) — (368 ) (633 ) Earnings available to MSCI common shareholders $ 223,648 $ 283,745 $ 221,924 Basic weighted average common shares outstanding 109,124 115,737 120,100 Effect of dilutive securities: Stock options and restricted stock units 802 969 974 Diluted weighted average common shares outstanding 109,926 116,706 121,074 Earnings per basic common share from continuing operations $ 2.11 $ 1.72 $ 1.66 Earnings per basic common share from discontinued operations (0.06 ) 0.73 0.19 Earnings per basic common share $ 2.05 $ 2.45 $ 1.85 Earnings per diluted common share from continuing operations $ 2.09 $ 1.70 $ 1.64 Earnings per diluted common share from discontinued operations (0.06 ) 0.73 0.19 Earnings per diluted common share $ 2.03 $ 2.43 $ 1.83 (1) Restricted stock units granted to employees prior to 2013 and restricted stock units granted to independent directors of the Company prior to April 30, 2015 had a right to participate in all of the earnings of the Company in the computation of basic EPS and, therefore, these restricted stock units were not included as incremental shares in the diluted EPS computation. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Commitments Under Operating Leases | Future minimum commitments for the Company’s operating leases in place as of December 31, 2015 are as follows: Years Ending December 31, Amount (in thousands) 2016 $ 28,170 2017 26,416 2018 25,064 2019 20,369 2020 17,863 Thereafter 148,074 Total $ 265,956 |
Summary of Fair Values of Derivative Instruments | The following table presents the fair values of the Company’s derivative instruments and the location in which they are presented on the Company’s Consolidated Statements of Financial Condition: Consolidated Statements of Financial Condition Location As of (in thousands) December 31, 2015 December 31, 2014 Derivatives designated as hedging instruments: Asset derivatives: Foreign exchange contracts Prepaid and other assets $ 640 $ — Liability derivatives: Foreign exchange contracts Other accrued liabilities $ (2 ) $ (243 ) |
Interest Rate Swaps and Derivative Instruments | The following tables present the effect of the Company’s financial derivatives and the location in which they are presented on the Company’s Consolidated Statements of Financial Condition and Consolidated Statements of Income: Derivatives in Cash Flow Hedging Relationships Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income (Loss) on Derivatives (Effective Portion) for the Years Ended December 31, Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Effective Portion) for the Years Ended December 31, Location of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the Years Ended December 31, (in thousands) 2015 2014 2013 2015 2014 2013 2015 2014 2013 Interest rate swaps $ — $ — $ — Interest expense $ — $ — $ (1,364 ) Interest expense $ — $ — $ — Derivatives Not Designated as Hedging (in thousands) Location of Amount of Gain or (Loss) December 31, December 31, December 31, Foreign exchange contracts Other expense $ 366 $ (834 ) $ (139 ) |
Property, Equipment and Lease29
Property, Equipment and Leasehold Improvements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Equipment and Leasehold Improvements | Property, equipment and leasehold improvements at December 31, 2015 and 2014 consisted of the following: As of Type Estimated December 31, December 31, (in thousands) Computer & related equipment 2 to 5 years $ 143,499 $ 118,537 Furniture & fixtures 7 years 9,870 9,569 Leasehold improvements 1 to 21 years 47,579 49,756 Work-in-process — 12,658 9,020 Subtotal 213,606 186,882 Accumulated depreciation and amortization (114,680 ) (92,808 ) Property, equipment and leasehold improvements, net $ 98,926 $ 94,074 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Change to Company's Goodwill | The change to the Company’s goodwill was as follows: (in thousands) Goodwill Goodwill at December 31, 2013 $ 1,813,164 Changes to goodwill (1) (244,299 ) Foreign exchange translation adjustment (3,961 ) Goodwill at December 31, 2014 $ 1,564,904 Changes to goodwill (2) 4,202 Foreign exchange translation adjustment (3,485 ) Goodwill at December 31, 2015 (3) $ 1,565,621 (1) Changes to goodwill reflect the disposition and addition of goodwill associated with the sale of ISS, which removed $254.2 million, and the acquisition of GMI Ratings, which contributed $9.9 million. See Note 3, “Dispositions and Discontinued Operations,” and Note 12, “Acquisitions,” for additional information. (2) Changes to goodwill reflect the addition of $4.2 million of goodwill associated with the acquisition of Insignis. See Note 12, “Acquisitions,” for additional information. (3) At December 31, 2015, the goodwill assigned to the Index, Analytics and All Other reportable segments was $1,210.4 million, $302.5 million and $52.7 million, respectively. |
Schedule of Gross Carrying and Accumulated Amortization Amounts Related to Company's Identifiable Intangible Assets | The gross carrying and accumulated amortization amounts related to the Company’s identifiable intangible assets were as follows: Estimated Useful Lives As of (in thousands) December 31, December 31, 2014 (1) Gross intangible assets: Customer relationships 5 to 21 years $ 361,746 $ 360,835 Trademarks/trade names 5 to 21.5 years 223,382 223,382 Technology/software 3 to 8.5 years 199,889 193,681 Proprietary data 13 years 28,627 28,627 Covenant not to compete 2 years 1,225 900 Subtotal 814,869 807,425 Foreign exchange translation adjustment (4,867 ) (1,588 ) Total gross intangible assets $ 810,002 $ 805,837 Accumulated amortization: Customer relationships $ (143,325 ) $ (119,058 ) Trademarks/trade names (93,476 ) (81,545 ) Technology/software (175,209 ) (167,083 ) Proprietary data (6,698 ) (4,589 ) Covenant not to compete (665 ) (187 ) Subtotal (419,373 ) (372,462 ) Foreign exchange translation adjustment 861 253 Total accumulated amortization $ (418,512 ) $ (372,209 ) Net intangible assets: Customer relationships $ 218,421 $ 241,777 Trademarks/trade names 129,906 141,837 Technology/software 24,680 26,598 Proprietary data 21,929 24,038 Covenant not to compete 560 713 Subtotal 395,496 434,963 Foreign exchange translation adjustment (4,006 ) (1,335 ) Total net intangible assets $ 391,490 $ 433,628 (1) Intangible assets and the associated accumulated amortization as of December 31, 2014 reflect the disposition and addition of intangible assets associated with the sale of ISS and acquisition of GMI Ratings, respectively. See Note 3, “Dispositions and Discontinued Operations,” and Note 12, “Acquisitions,” for additional information. |
Estimated Amortization Expense for Succeeding Years | Estimated amortization expense for succeeding years is presented below: For the Years Ending December 31, Amortization (in thousands) 2016 $ 47,965 2017 43,097 2018 39,863 2019 37,853 2020 36,106 Thereafter 186,606 Total $ 391,490 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Schedule of Cash Dividends Declared and Distributed Per Common Share | The following table presents cash dividends declared and distributed per common share for the periods indicated: Dividends Amount 2014: Fourth quarter $ 0.18 $ 20,393 2015: First quarter $ 0.18 $ 20,411 Second quarter 0.18 20,442 Third quarter 0.22 24,152 Fourth quarter 0.22 22,792 Total cash dividends declared and distributed $ 0.80 $ 87,797 |
Summary of Activity Related to Shares of Common Stock Issued and Repurchased | The following table presents activity related to shares of common stock issued and repurchased for the periods indicated: Common Stock Issued Treasury Stock Common Stock Balance At December 31, 2012 124,033,980 (3,919,394 ) 120,114,586 Common stock issued and exercise of stock options 1,517,381 — 1,517,381 Shares received for taxes and exercise price of stock awards — (352,086 ) (352,086 ) Shares received under stock repurchase programs — (3,197,371 ) (3,197,371 ) Stock issued to Directors and held in Treasury 3,907 (3,306 ) 601 Balance At December 31, 2013 125,555,268 (7,472,157 ) 118,083,111 Dividend payable/paid 99 (99 ) — Common stock issued and exercise of stock options 1,076,751 — 1,076,751 Shares received for taxes and exercise price of stock awards — (233,163 ) (233,163 ) Shares received under stock repurchase programs — (6,856,866 ) (6,856,866 ) Stock issued to Directors and held in Treasury 5,272 (2,636 ) 2,636 Balance At December 31, 2014 126,637,390 (14,564,921 ) 112,072,469 Dividend payable/paid 802 (385 ) 417 Common stock issued and exercise of stock options 1,558,965 — 1,558,965 Shares received for taxes and exercise price of stock awards — (763,558 ) (763,558 ) Shares received under stock repurchase programs — (11,856,169 ) (11,856,169 ) Stock issued to Directors and held in Treasury 3,032 (2,008 ) 1,024 Balance At December 31, 2015 128,200,189 (27,187,041 ) 101,013,148 |
Components of Share-Based Compensation Expense | The components of share-based compensation expense related to the awards to Company employees and directors who are not employees of the Company of restricted stock units and restricted stock awards (representing shares of common stock) and options to purchase shares of common stock, as applicable, are presented below: (in thousands) Years Ended December 31, December 31, December 31, Deferred stock $ 27,549 $ 25,830 $ 23,910 Stock options (73 ) 1,201 1,643 Total $ 27,476 $ 27,031 $ 25,553 |
Summary of Share-based Compensation Expense | The following table presents the amount of share-based compensation expense by category for the periods indicated: (in thousands) Years Ended December 31, December 31, December 31, Cost of revenues $ 6,909 $ 7,187 $ 7,490 Selling and marketing 6,564 7,296 5,721 Research and development 2,823 3,128 2,283 General and administrative 11,180 8,005 7,277 Total share-based compensation expense $ 27,476 $ 25,616 $ 22,771 |
Summary of Vested and Unvested Deferred Stock Awards Activity | The following table presents activity concerning the Company’s vested and unvested deferred stock awards applicable to its employees (share data in thousands) for the period indicated: For the Year Ended December 31, 2015 Number of Shares Weighted Grant Vested and unvested deferred stock awards at December 31, 2014 (1) 1,213 $ 37.82 Granted 634 $ 55.20 Conversion to common stock (640 ) $ 36.55 Canceled (132 ) $ 47.47 Vested and unvested deferred stock awards at December 31, 2015 1,075 $ 47.70 (1) As of December 31, 2015, 1,054 restricted stock units and restricted stock awards, with a weighted average price of $47.60, were vested or expected to vest. |
Summary of Unvested Deferred Stock Awards Activity | The following table presents activity concerning the Company’s unvested deferred stock awards related to its employees (share data in thousands): For the Year Ended December 31, 2015 Number of Shares Weighted Grant Unvested deferred stock awards at December 31, 2014 883 $ 37.99 Granted 499 $ 55.45 Vested (453 ) $ 37.18 Canceled (129 ) $ 47.81 Unvested deferred stock awards at December 31, 2015 800 $ 47.83 Unvested deferred stock awards expected to vest 779 $ 47.69 |
Weighted Average Fair Value of Stock Options Assumed | The weighted average fair value of MSCI stock options issued by the Company in the year ended December 31, 2013 was $19.18 utilizing the following assumptions: Assumptions Risk free interest rate 1.87 % Expected option life in years 6.50 Expected stock price volatility 46.07 % Expected dividend yield — |
Summary of Stock Options Activity | The following table presents activity concerning MSCI stock options granted to the Company’s employees for the year ended December 31, 2015 (option data and dollar values in thousands, except exercise price): For the Year Ended December 31, 2015 Number of Weighted Weighted Aggregated Options outstanding at December 31, 2014 1,487 $ 22.69 3.76 N/A Granted or assumed — $ — N/A N/A Forfeited (63 ) $ 40.14 N/A N/A Conversion to common stock (939 ) $ 20.97 N/A N/A Options outstanding at December 31, 2015 485 $ 23.77 2.40 $ 23,432 Options exercisable at December 31, 2015 435 $ 22.29 2.68 $ 21,669 Options vested or expected to vest 485 $ 23.77 2.40 $ 23,432 |
Summary of Stock Options Outstanding by Exercise Price Range | The following table presents information relating to the Company’s outstanding stock options as of December 31, 2015 (number of options outstanding and aggregate intrinsic value data in thousands): As of December 31, 2015 Options Outstanding Range of Exercise Prices Number Weighted Average Aggregate $9.92 to $16.48 55 $ 15.54 2.80 $ 3,109 $18.00 134 $ 18.00 1.87 $ 7,260 $20.45 to $24.11 153 $ 22.45 1.95 $ 7,581 $25.64 to $40.23 143 $ 33.75 3.23 $ 5,482 Total 485 $ 23,432 |
Summary of Stock Options Exercisable by Exercise Price Range | The following table presents information relating to the Company’s exercisable stock options as of December 31, 2015 (number of options outstanding and aggregate intrinsic value data in thousands): As of December 31, 2015 Options Exercisable Range of Exercise Prices Number Weighted Average Aggregate $9.92 to $16.48 55 $ 15.54 2.80 $ 3,109 $18.00 134 $ 18.00 1.87 $ 7,260 $20.45 to $24.11 153 $ 22.45 1.95 $ 7,581 $25.64 to $40.23 93 $ 32.18 2.31 $ 3,719 Total 435 $ 21,669 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Summary of Provision for Income Taxes (Benefits) by Taxing Jurisdiction | The provision for income taxes (benefits) by taxing jurisdiction consisted of: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Current U.S. federal $ 85,540 $ 84,959 $ 97,739 U.S. state and local 22,108 13,929 16,820 Non U.S. 22,156 18,505 18,270 129,804 117,393 132,829 Deferred U.S. federal (10,546 ) (2,606 ) (14,362 ) U.S. state and local 1,460 (3,356 ) (3,802 ) Non U.S. (1,202 ) (2,035 ) (1,747 ) (10,288 ) (7,997 ) (19,911 ) Provision for income taxes from continuing operations $ 119,516 $ 109,396 $ 112,918 Provision for income taxes from discontinued operations $ 6,390 $ 1,059 $ 10,146 |
Reconciliation of Provision to U.S. Federal Statutory Income Tax Rate for Income from Continuing Operations | The following table reconciles the provision to the U.S. federal statutory income tax rate for income from continuing operations: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 U.S. federal statutory income tax rate 35.00 % 35.00 % 35.00 % U.S. state and local income taxes, net of U.S. federal income tax benefits 4.44 % 2.72 % 3.05 % Change in tax rates applicable to non-U.S. earnings (2.73 %) (1.88 %) (0.93 %) Domestic tax credits and incentives (2.62 %) (0.86 %) (0.95 %) Other 0.10 % 0.50 % (0.07 %) Effective income tax rate 34.19 % 35.48 % 36.10 % |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2015 and 2014, were as follows: As of December 31, 2015 December 31, 2014 (in thousands) Deferred tax assets: Employee compensation and benefit plans $ 23,700 $ 24,765 Deferred rent 7,485 7,229 State taxes — 2,322 Pension 2,030 2,494 Unearned revenue 1,555 1,117 Loss carryforwards – current — 1,667 Loss carryforwards – non-current 33,389 34,249 Other 678 1,979 Subtotal 68,837 75,822 Less: valuation allowance (21,052 ) (21,232 ) Total deferred tax assets $ 47,785 $ 54,590 Deferred tax liabilities: Intangible assets $ (138,832 ) $ (154,965 ) Foreign currency translation (352 ) (629 ) Property, equipment and leasehold improvements, net (10,358 ) (10,435 ) Other — (246 ) Total deferred tax liabilities $ (149,542 ) $ (166,275 ) Net deferred tax liabilities $ (101,757 ) $ (111,685 ) |
Summary of Components of Income Before Provision for Income Taxes | The following table presents the components of income before provision for income taxes generated by domestic or foreign operations for the periods indicated: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Domestic $ 282,764 $ 269,944 $ 276,549 Foreign (1) 66,790 38,394 36,279 Total income before provision for income taxes $ 349,554 $ 308,338 $ 312,828 (1) Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S., which includes income from foreign branches of U.S. companies. |
Reconciliation of Unrecognized Tax Benefits | The following table presents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2015, 2014 and 2013: Years Ended Gross unrecognized tax benefits December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Beginning balance $ 6,525 $ 7,089 $ 6,827 Increases based on tax positions related to the current period 536 292 194 Increases based on tax positions related to prior periods 2,131 1,969 2,690 Decreases based on tax positions related to prior periods (500 ) (346 ) (2,474 ) Increases/ (Decreases) related to settlements with taxing authorities — (1,652 ) — Increases/(Decreases) related to a lapse of applicable statute of limitations — (827 ) (148 ) Ending balance $ 8,692 $ 6,525 $ 7,089 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Operating Revenue by Reportable Segment | The following table presents operating revenue by reportable segment for the periods indicated: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Operating revenues Index $ 558,964 $ 503,892 $ 448,414 Analytics 433,424 414,085 397,203 All Other 82,625 78,703 67,747 Total $ 1,075,013 $ 996,680 $ 913,364 |
Segment Profitability and Reconciliation to Net Income | The following table presents segment profitability and a reconciliation to net income for the periods indicated: Years Ended December 31, 2015 December 31, 2014 December 31, 2013 (in thousands) Index Adjusted EBITDA $ 392,987 $ 349,685 $ 323,558 Analytics Adjusted EBITDA 95,468 72,173 97,806 All Other Adjusted EBITDA (6,758 ) (13,104 ) (16,216 ) Total operating segment profitability 481,697 408,754 405,148 Lease exit charge — — (365 ) Amortization of intangible assets 46,910 45,877 44,798 Depreciation and amortization of property, equipment and leasehold improvements 30,889 25,711 20,384 Operating income 403,898 337,166 340,331 Other expense (income), net 54,344 28,828 27,503 Provision for income taxes 119,516 109,396 112,918 Income from continuing operations 230,038 198,942 199,910 Income (loss) from discontinued operations, net of income taxes (6,390 ) 85,171 22,647 Net income $ 223,648 $ 284,113 $ 222,557 |
Revenue by Geographic Area | Revenue by geography is based on the shipping address of the ultimate customer utilizing the product. The following table presents revenue by geographic area for the periods indicated: Years Ended (in thousands) December 31, 2015 December 31, 2014 December 31, 2013 Revenues Americas: United States $ 519,429 $ 471,145 $ 416,999 Other 41,552 37,189 34,547 Total Americas 560,981 508,334 451,546 Europe, the Middle East and Africa (“EMEA”): United Kingdom 166,019 154,308 141,938 Other 215,192 209,893 202,664 Total EMEA 381,211 364,201 344,602 Asia & Australia: Japan 45,371 46,642 46,752 Other 87,450 77,503 70,464 Total Asia & Australia 132,821 124,145 117,216 Total $ 1,075,013 $ 996,680 $ 913,364 |
Long-Lived Assets by Geographic Area | The following table presents long-lived assets by geographic area on the dates indicated: As of (in thousands) December 31, December 31, Long-lived assets Americas: United States $ 1,916,689 $ 1,944,433 Other 2,279 3,293 Total Americas 1,918,968 1,947,726 EMEA: United Kingdom 110,261 120,781 Other 16,849 13,345 Total EMEA 127,110 134,126 Asia & Australia: Japan 570 837 Other 9,389 9,917 Total Asia & Australia 9,959 10,754 Total $ 2,056,037 $ 2,092,606 |
Quarterly Results of Operatio34
Quarterly Results of Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Results of Operations | 2015 2014 First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share data) Operating revenues $ 262,769 $ 270,580 $ 268,771 $ 272,893 $ 239,688 $ 254,226 $ 251,661 $ 251,105 Cost of revenues 69,904 67,394 65,593 64,804 66,802 70,212 69,770 69,839 Selling and marketing 41,648 42,028 38,809 39,809 41,126 40,506 41,402 40,805 Research and development 23,189 20,807 15,548 17,776 17,465 17,374 19,021 17,235 General and administrative 20,377 22,080 19,960 23,590 17,692 20,240 19,516 18,921 Amortization of intangible assets 11,702 11,695 11,710 11,803 11,270 11,442 11,574 11,591 Depreciation and amortization of property, equipment and leasehold improvements 7,207 8,065 8,049 7,568 5,828 5,921 6,342 7,620 Total operating expenses 174,027 172,069 159,669 165,350 160,183 165,695 167,625 166,011 Operating income 88,742 98,511 109,102 107,543 79,505 88,531 84,036 85,094 Interest income (204 ) (185 ) (285 ) (492 ) (156 ) (192 ) (277 ) (226 ) Interest expense (1) 11,108 11,116 17,267 22,896 5,059 5,366 5,604 15,791 Other expense (income) 178 164 (6,922 ) (297 ) 1,071 (726 ) (1,287 ) (1,199 ) Other expense (income), net 11,082 11,095 10,060 22,107 5,974 4,448 4,040 14,366 Income from continuing operations before provision for income taxes 77,660 87,416 99,042 85,436 73,531 84,083 79,996 70,728 Provision for income taxes 28,036 31,399 34,644 25,437 26,385 27,280 28,272 27,459 Income from continuing operations 49,624 56,017 64,398 59,999 47,146 56,803 51,724 43,269 Income (loss) from discontinued operations, net of income taxes (5,797 ) — — (593 ) 33,253 50,857 (10 ) 1,071 Net income $ 43,827 $ 56,017 $ 64,398 $ 59,406 $ 80,399 $ 107,660 $ 51,714 $ 44,340 Earnings per basic common share From continuing operations $ 0.44 $ 0.50 $ 0.59 $ 0.59 $ 0.40 $ 0.48 $ 0.44 $ 0.38 From discontinued operations (0.05 ) — — (0.01 ) 0.28 0.44 — 0.01 Earnings per basic common share $ 0.39 $ 0.50 $ 0.59 $ 0.58 $ 0.68 $ 0.92 $ 0.44 $ 0.39 Earnings per diluted common share From continuing operations $ 0.44 $ 0.50 $ 0.59 $ 0.58 $ 0.40 $ 0.48 $ 0.44 $ 0.38 From discontinued operations (0.05 ) — — (0.01 ) 0.28 0.43 — 0.01 Earnings per diluted common share $ 0.39 $ 0.50 $ 0.59 $ 0.57 $ 0.68 $ 0.91 $ 0.44 $ 0.39 Weighted average shares outstanding used in computing per share data Basic 112,520 112,143 108,773 102,837 117,582 116,702 116,251 112,299 Diluted 113,522 112,931 109,440 103,589 118,597 117,664 117,163 113,289 (1) Increased interest expense during the fourth quarter of 2014 compared to the first three quarters of 2014 was primarily the result of the debt discount and deferred financing fees written off in connection with the 2024 Senior Notes offering and the 2014 Revolving Facility. |
Introduction and Basis of Pre35
Introduction and Basis of Presentation - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2015USD ($)Segment | Dec. 31, 2014USD ($)Segment | Dec. 31, 2013USD ($) | |
Introduction And Basis Of Presentation [Line Items] | |||
Number of reportable segments | Segment | 3 | 1 | |
Minimum percentage of voting stock for consolidation | 50.00% | ||
Maximum percentage of voting stock in variable interest entity for consolidation | 20.00% | ||
Capitalized software development costs | $ 8,500,000 | $ 8,216,000 | $ 3,285,000 |
Capitalized software development costs, net | 5,200,000 | 7,300,000 | |
Impairment of goodwill | 0 | 0 | $ 0 |
Analytics [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Reversed previously capitalized costs | $ 3,400,000 | $ 1,000,000 | |
Minimum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Remaining useful life | 1 year | ||
Maximum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Remaining useful life | 20 years | ||
Operating Revenues [Member] | Customer Concentration Risk [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Percentage of operating revenues accounted for by major customer | 10.00% | ||
Operating Revenues [Member] | Customer Concentration Risk [Member] | Blackrock Inc [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Percentage of operating revenues accounted for by major customer | 10.30% | 10.60% | |
Operating Revenues [Member] | Customer Concentration Risk [Member] | Index [Member] | Blackrock Inc [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Percentage of operating revenues accounted for by major customer | 19.20% | 20.10% | 18.60% |
Operating Revenues [Member] | Customer Concentration Risk [Member] | Analytics [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Percentage of operating revenues accounted for by major customer | 10.00% | 10.00% | 10.00% |
Operating Revenues [Member] | Customer Concentration Risk [Member] | All Other [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Percentage of operating revenues accounted for by major customer | 10.00% | 10.00% | 10.00% |
Software and Software Development Costs [Member] | Minimum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 3 years | ||
Software and Software Development Costs [Member] | Maximum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 5 years | ||
Furniture & Fixtures [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 7 years | ||
Computer & Related Equipment [Member] | Minimum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 2 years | ||
Computer & Related Equipment [Member] | Maximum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 5 years | ||
Leasehold improvements [Member] | Minimum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 1 year | ||
Leasehold improvements [Member] | Maximum [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Estimates of useful lives | 21 years | ||
Institutional Shareholder Services Inc. [Member] | |||
Introduction And Basis Of Presentation [Line Items] | |||
Sale completion date | Apr. 30, 2014 |
Introduction and Basis of Pre36
Introduction and Basis of Presentation - Changes in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Receivables [Abstract] | |||
Balance at beginning of year | $ 857 | $ 1,280 | $ 964 |
Addition to provision | 940 | 452 | 876 |
Amounts written off, net of recoveries | (680) | (875) | (560) |
Balance at ending of year | $ 1,117 | $ 857 | $ 1,280 |
Recent Accounting Standards U37
Recent Accounting Standards Updates - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Unamortized deferred financing fees | $ 23 | |
Prepaid and Other Assets [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Unamortized deferred financing fees | 0.6 | $ 1.2 |
Other Non-Current Assets [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Unamortized deferred financing fees | $ 1.8 | $ 10.4 |
Disposition and Discontinued 38
Disposition and Discontinued Operations - Additional Information (Detail) - Institutional Shareholder Services Inc. [Member] - USD ($) $ in Thousands | Apr. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Definitive sale agreement date | Mar. 17, 2014 | ||
Sale proceeds from divestiture | $ 367,355 | $ 367,355 |
Disposition and Discontinued 39
Disposition and Discontinued Operations - Schedule of Value of Assets and Liabilities Disposed (Detail) - USD ($) $ in Thousands | Apr. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total proceeds | $ 6,736 | ||
Institutional Shareholder Services Inc. [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash proceeds | $ 367,355 | $ 367,355 | |
Less: Initial working capital adjustments | (311) | ||
Total proceeds | 367,044 | ||
Less assets sold and liabilities relieved resulting from disposal: | |||
Cash and cash equivalents | (4,544) | ||
Accounts receivable | (15,765) | ||
Deferred taxes (current) | (3,174) | ||
Prepaid taxes | (617) | ||
Prepaid and other assets | (4,500) | ||
Property, equipment and leasehold improvements (net of accumulated depreciation and amortization of $4,213) | (8,544) | ||
Goodwill | (254,233) | ||
Intangible assets (net of accumulated amortization of $50,283) | (121,269) | ||
Other non-current assets | (1,645) | ||
Accounts payable | 574 | ||
Accrued compensation and related benefits | 6,783 | ||
Other accrued liabilities | 4,034 | ||
Deferred revenue | 51,767 | ||
Deferred taxes (non-current) | 59,129 | ||
Other non-current liabilities | 5,576 | ||
Other comprehensive income including currency translation adjustments and pension and other post-retirement adjustments | 4,004 | ||
Net assets sold | (282,424) | ||
Less: Transaction costs | (5,946) | ||
Gain on sale of ISS | $ 78,674 |
Disposition and Discontinued 40
Disposition and Discontinued Operations - Schedule of Value of Assets and Liabilities Disposed (Parenthetical) (Detail) - Institutional Shareholder Services Inc. [Member] $ in Thousands | Dec. 31, 2014USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Property, equipment and leasehold improvements, accumulated depreciation and amortization | $ 4,213 |
Intangible assets, accumulated amortization | $ 50,283 |
Disposition and Discontinued 41
Disposition and Discontinued Operations - Schedule of Income (Loss) Amounts Associated with Discontinued Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | |||||||||
Revenue from discontinued operations | $ 43,122 | $ 122,303 | |||||||
Income (loss) from discontinued operations before provision (benefit) for income taxes | 86,230 | 32,793 | |||||||
Provision for income taxes | $ 6,390 | 1,059 | 10,146 | ||||||
Income (loss) from discontinued operations, net of income taxes | $ (593) | $ (5,797) | $ 1,071 | $ (10) | $ 50,857 | $ 33,253 | $ (6,390) | $ 85,171 | $ 22,647 |
Reclassifications out of Accu42
Reclassifications out of Accumulated Other Comprehensive Income (Loss) - Schedule of Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Interest expense | $ (22,896) | $ (17,267) | $ (11,116) | $ (11,108) | $ (15,791) | $ (5,604) | $ (5,366) | $ (5,059) | $ (62,387) | $ (31,820) | $ (26,256) |
Interest income | 492 | 285 | 185 | 204 | 226 | 277 | 192 | 156 | 1,166 | 851 | 889 |
(Provision) for income tax benefit | (25,437) | (34,644) | (31,399) | (28,036) | (27,459) | (28,272) | (27,280) | (26,385) | (119,516) | (109,396) | (112,918) |
Net income | $ 59,406 | $ 64,398 | $ 56,017 | $ 43,827 | $ 44,340 | $ 51,714 | $ 107,660 | $ 80,399 | 223,648 | 284,113 | 222,557 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Net income | (410) | 4,065 | (863) | ||||||||
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Unrealized Losses on Cash Flow Hedges [Member] | Interest Rate Contracts [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Interest expense | (1,364) | ||||||||||
(Provision) for income tax benefit | 524 | ||||||||||
Net income | (840) | ||||||||||
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Unrealized Gains on Available-for-Sale Securities [Member] | Short-Term Investments [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Interest income | 5 | ||||||||||
(Provision) for income tax benefit | (2) | ||||||||||
Net income | 3 | ||||||||||
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Defined Benefit Pension Plans Amount Recognized as a Component of Net Periodic Benefit Expense [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Net periodic benefit expense for curtailments and settlements | (563) | (104) | (32) | ||||||||
(Provision) for income tax benefit | 153 | (15) | 6 | ||||||||
Net income | $ (410) | (119) | $ (26) | ||||||||
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Foreign Currency Adjustment [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Foreign currency translation adjustment | $ 4,184 |
Reclassifications out of Accu43
Reclassifications out of Accumulated Other Comprehensive Income (Loss) - Schedule of Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Income (loss) from discontinued operations, before taxes | $ 86,230 | $ 32,793 | |||||||
Income (loss) from discontinued operations, taxes | $ 6,390 | 1,059 | 10,146 | ||||||
Income (loss) from discontinued operations, net of taxes | $ (593) | $ (5,797) | $ 1,071 | $ (10) | $ 50,857 | $ 33,253 | $ (6,390) | 85,171 | $ 22,647 |
Curtailments and Settlements [Member] | Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Defined Benefit Pension Plans Amount Recognized as a Component of Net Periodic Benefit Expense [Member] | |||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Income (loss) from discontinued operations, before taxes | (186) | ||||||||
Income (loss) from discontinued operations, taxes | (6) | ||||||||
Income (loss) from discontinued operations, net of taxes | $ (180) |
Earnings Per Common Share - Add
Earnings Per Common Share - Additional Information (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | |||
Anti-dilutive securities excluded from the calculation of diluted EPS | 3,778 | 78,260 | 26,407 |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation of Basic and Diluted EPS (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | |||||||||||
Income from continuing operations, net of income taxes | $ 230,038 | $ 198,942 | $ 199,910 | ||||||||
Income (loss) from discontinued operations, net of income taxes | $ (593) | $ (5,797) | $ 1,071 | $ (10) | $ 50,857 | $ 33,253 | (6,390) | 85,171 | 22,647 | ||
Net income | $ 59,406 | $ 64,398 | $ 56,017 | $ 43,827 | $ 44,340 | $ 51,714 | $ 107,660 | $ 80,399 | 223,648 | 284,113 | 222,557 |
Less: Allocations of earnings to unvested restricted stock units | (368) | (633) | |||||||||
Earnings available to MSCI common shareholders | $ 223,648 | $ 283,745 | $ 221,924 | ||||||||
Basic weighted average common shares outstanding | 102,837 | 108,773 | 112,143 | 112,520 | 112,299 | 116,251 | 116,702 | 117,582 | 109,124 | 115,737 | 120,100 |
Effect of dilutive securities: | |||||||||||
Stock options and restricted stock units | 802 | 969 | 974 | ||||||||
Diluted weighted average common shares outstanding | 103,589 | 109,440 | 112,931 | 113,522 | 113,289 | 117,163 | 117,664 | 118,597 | 109,926 | 116,706 | 121,074 |
Earnings per basic common share from continuing operations | $ 0.59 | $ 0.59 | $ 0.50 | $ 0.44 | $ 0.38 | $ 0.44 | $ 0.48 | $ 0.40 | $ 2.11 | $ 1.72 | $ 1.66 |
Earnings per basic common share from discontinued operations | (0.06) | 0.73 | 0.19 | ||||||||
Earnings per basic common share | 0.58 | 0.59 | 0.50 | 0.39 | 0.39 | 0.44 | 0.92 | 0.68 | 2.05 | 2.45 | 1.85 |
Earnings per diluted common share from continuing operations | 0.58 | 0.59 | 0.50 | 0.44 | 0.38 | 0.44 | 0.48 | 0.40 | 2.09 | 1.70 | 1.64 |
Earnings per diluted common share from discontinued operations | (0.06) | 0.73 | 0.19 | ||||||||
Earnings per diluted common share | $ 0.57 | $ 0.59 | $ 0.50 | $ 0.39 | $ 0.39 | $ 0.44 | $ 0.91 | $ 0.68 | $ 2.03 | $ 2.43 | $ 1.83 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Aug. 13, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 20, 2014 | May. 04, 2012 |
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Annual rent expense | $ 26,500,000 | $ 27,000,000 | $ 24,200,000 | |||
Long-term debt | 1,579,404,000 | 788,358,000 | ||||
Net of deferred financing fees | 20,600,000 | 11,600,000 | ||||
Unamortized deferred financing fees | 23,000,000 | |||||
Amortized deferred financing fees | 2,135,000 | 7,748,000 | 3,348,000 | |||
Unamortized debt discount outstanding | 0 | 0 | ||||
Amortization of discount on long-term debt | 2,218,000 | $ 1,066,000 | ||||
Fair market value of debt obligations | 1,638,000,000 | 831,000,000 | ||||
Other Expense (Income), Net [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Gain on sale of investment | 6,300,000 | |||||
Prepaid and Other Assets [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Unamortized deferred financing fees | 600,000 | 1,200,000 | ||||
Other Non-Current Assets [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Unamortized deferred financing fees | 1,800,000 | $ 10,400,000 | ||||
Long-term Debt [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Unamortized deferred financing fees | $ 20,600,000 | |||||
5.250% Senior Unsecured Notes Due 2024 [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Maturity date | Nov. 20, 2024 | |||||
Redemption description | At any time prior to November 15, 2019, the Company may redeem all or part of the 2024 Senior Notes upon not less than 30 nor more than 60 days' prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. | |||||
Percentage of aggregate principal amount redeemed | 35.00% | |||||
Redemption price | 105.25% | |||||
Debt instrument description | Interest payments attributable to the 2024 Senior Notes are due on May 15 and November 15 of each year. | |||||
Debt instrument, first interest payment date | May 15, 2015 | |||||
Debt instrument, Interest payment amount | $ 41,400,000 | |||||
5.250% Senior Unsecured Notes Due 2024 [Member] | First Private Placement [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Aggregate amount of debt | $ 800,000,000 | |||||
Debt instrument interest rate | 5.25% | |||||
Term Loan [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Outstanding indebtedness, amount | $ 794,800,000 | |||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Bearing interest rate, percentage | 2.25% | |||||
5.75% Senior Notes Due In 2025 [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Maturity date | Aug. 15, 2025 | |||||
Redemption description | At any time prior to August 15, 2020, the Company may redeem all or part of the 2025 Senior Notes upon not less than 30 nor more than 60 days' prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. | |||||
Percentage of aggregate principal amount redeemed | 35.00% | |||||
Redemption price | 105.75% | |||||
Debt instrument description | Interest payments attributable to the 2025 Senior Notes are due on February 15 and August 15 of each year. | |||||
Debt instrument, first interest payment date | Feb. 16, 2016 | |||||
Senior Secured Revolving Facility [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Maturity period of the facility | Dec. 31, 2018 | |||||
5.75% Senior Unsecured Notes Due 2025 [Member] | Second Private Placement [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Aggregate amount of debt | $ 800,000,000 | |||||
Debt instrument interest rate | 5.75% | |||||
Net proceeds from borrowing | $ 789,500,000 | |||||
Derivatives not Designated as Hedging Instruments [Member] | Foreign Currency Forwards [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Foreign currency forwards, notional amount | $ 25,000,000 | |||||
New Amended and Restated Credit Facility [Member] | Term Loan A [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Aggregate amount of debt | $ 880,000,000 | |||||
New Amended and Restated Credit Facility [Member] | Senior Secured Revolving Facility [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Aggregate amount of debt | $ 100,000,000 | |||||
2014 Revolving Credit Agreement [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Revolving credit facility, maximum borrowing | $ 200,000,000 | |||||
Revolving Credit Facility [Member] | ||||||
Schedule Of Commitments And Contingencies [Line Items] | ||||||
Revolving credit agreement, term | 5 years | |||||
Revolving credit agreement, conditional description | The 2014 Revolving Credit Agreement has an initial term of five years that may be extended, at the Company's request, for two additional one year terms. |
Commitments and Contingencies47
Commitments and Contingencies - Summary of Future Minimum Commitments Under Operating Leases (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 28,170 |
2,017 | 26,416 |
2,018 | 25,064 |
2,019 | 20,369 |
2,020 | 17,863 |
Thereafter | 148,074 |
Total | $ 265,956 |
Commitments and Contingencies48
Commitments and Contingencies - Summary of Fair Values of Derivative Instruments (Detail) - Derivatives Designated as Hedging Instruments [Member] - Foreign Exchange Contracts [Member] - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Prepaid and Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 640 | |
Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ (2) | $ (243) |
Commitments and Contingencies49
Commitments and Contingencies - Interest Rate Swaps and Derivative Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Interest Expense [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Effective Portion) | $ (1,364) | ||
Amount of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) | $ 0 | $ 0 | 0 |
Interest Rate Swaps [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income (Loss) on Derivatives (Effective Portion) | $ 0 | $ 0 | $ 0 |
Commitments and Contingencies50
Commitments and Contingencies - Effect of Financial Derivatives on Statements of Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Derivatives not Designated as Hedging Instruments [Member] | Other Expense (Income) [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain or (Loss) Recognized in Income on Derivatives | $ 366 | $ (834) | $ (139) |
Property, Equipment and Lease51
Property, Equipment and Leasehold Improvements - Schedule of Property, Equipment and Leasehold Improvements (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Computer & related equipment | $ 143,499 | $ 118,537 |
Furniture & fixtures | 9,870 | 9,569 |
Leasehold improvements | 47,579 | 49,756 |
Work-in-process | 12,658 | 9,020 |
Subtotal | 213,606 | 186,882 |
Accumulated depreciation and amortization | (114,680) | (92,808) |
Property, equipment and leasehold improvements, net | $ 98,926 | $ 94,074 |
Computer & Related Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 2 years | |
Computer & Related Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Furniture & Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 7 years | |
Leasehold improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 1 year | |
Leasehold improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 21 years |
Property, Equipment and Lease52
Property, Equipment and Leasehold Improvements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Abstract] | |||||||||||
Depreciation and amortization of property, equipment and leasehold improvements | $ 7,568 | $ 8,049 | $ 8,065 | $ 7,207 | $ 7,620 | $ 6,342 | $ 5,921 | $ 5,828 | $ 30,889 | $ 25,711 | $ 20,384 |
Goodwill and Intangible Asset53
Goodwill and Intangible Assets - Schedule of Change to Company's Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill, Beginning balance | $ 1,564,904 | $ 1,813,164 |
Changes to goodwill | 4,202 | (244,299) |
Foreign exchange translation adjustment | (3,485) | (3,961) |
Goodwill, Ending balance | $ 1,565,621 | $ 1,564,904 |
Goodwill and Intangible Asset54
Goodwill and Intangible Assets - Schedule of Change to Company's Goodwill (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Aug. 11, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ||||
Goodwill | $ 1,565,621 | $ 1,564,904 | $ 1,813,164 | |
GMI Ratings [Member] | ||||
Goodwill [Line Items] | ||||
Adjustments to goodwill from acquisitions | 9,900 | |||
Goodwill | $ 9,900 | |||
Insignis [Member] | ||||
Goodwill [Line Items] | ||||
Adjustments to goodwill from acquisitions | 4,200 | |||
Goodwill | 4,200 | |||
Index [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 1,210,400 | |||
Analytics [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 302,500 | |||
All Other [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 52,700 | |||
Institutional Shareholder Services Inc. [Member] | ||||
Goodwill [Line Items] | ||||
Adjustments to goodwill from sale of business unit | $ 254,200 |
Goodwill and Intangible Asset55
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||
Amortization of intangible assets | $ 11,803 | $ 11,710 | $ 11,695 | $ 11,702 | $ 11,591 | $ 11,574 | $ 11,442 | $ 11,270 | $ 46,910 | $ 45,877 | $ 44,798 |
Goodwill and Intangible Asset56
Goodwill and Intangible Assets - Components of Intangible Assets by Major Class (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 810,002 | $ 805,837 |
Accumulated amortization | (418,512) | (372,209) |
Net carrying value | $ 391,490 | 433,628 |
Minimum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 1 year | |
Maximum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 20 years | |
Customer Relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 361,746 | 360,835 |
Accumulated amortization | (143,325) | (119,058) |
Net carrying value | $ 218,421 | 241,777 |
Customer Relationships [Member] | Minimum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 5 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 21 years | |
Trademarks/Trade Names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 223,382 | 223,382 |
Accumulated amortization | (93,476) | (81,545) |
Net carrying value | $ 129,906 | 141,837 |
Trademarks/Trade Names [Member] | Minimum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 5 years | |
Trademarks/Trade Names [Member] | Maximum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 21 years 6 months | |
Technology/Software [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 199,889 | 193,681 |
Accumulated amortization | (175,209) | (167,083) |
Net carrying value | $ 24,680 | 26,598 |
Technology/Software [Member] | Minimum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 3 years | |
Technology/Software [Member] | Maximum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 8 years 6 months | |
Proprietary Data [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 13 years | |
Gross carrying value | $ 28,627 | 28,627 |
Accumulated amortization | (6,698) | (4,589) |
Net carrying value | $ 21,929 | 24,038 |
Covenant Not to Compete [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Remaining Useful Lives | 2 years | |
Gross carrying value | $ 1,225 | 900 |
Accumulated amortization | (665) | (187) |
Net carrying value | 560 | 713 |
Subtotal [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | 814,869 | 807,425 |
Accumulated amortization | (419,373) | (372,462) |
Net carrying value | 395,496 | 434,963 |
Foreign Exchange Translation Adjustment [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | (4,867) | (1,588) |
Accumulated amortization | 861 | 253 |
Net carrying value | $ (4,006) | $ (1,335) |
Goodwill and Intangible Asset57
Goodwill and Intangible Assets - Estimated Amortization Expense for Succeeding Years (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,016 | $ 47,965 | |
2,017 | 43,097 | |
2,018 | 39,863 | |
2,019 | 37,853 | |
2,020 | 36,106 | |
Thereafter | 186,606 | |
Net carrying value | $ 391,490 | $ 433,628 |
Employee Benefits - Additional
Employee Benefits - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Benefit Plans [Line Items] | |||
Pension and post-retirement benefit expenses | $ 23.1 | $ 22.2 | $ 18.2 |
Defined contribution plan expenses | 18.4 | 19.3 | 15.7 |
Net periodic benefit expense | 4.7 | 2.8 | 2.5 |
Fair value of the defined benefit plan assets | 16.4 | 14.3 | |
Other Non-current Liabilities [Member] | |||
Employee Benefit Plans [Line Items] | |||
Defined benefit plan, liability | 17.1 | 16.7 | |
Cost of Revenues [Member] | |||
Employee Benefit Plans [Line Items] | |||
Pension and post-retirement benefit expenses | 10.7 | 9.9 | 8.4 |
Selling and Marketing [Member] | |||
Employee Benefit Plans [Line Items] | |||
Pension and post-retirement benefit expenses | 6.8 | 7.2 | 5.6 |
Research and Development [Member] | |||
Employee Benefit Plans [Line Items] | |||
Pension and post-retirement benefit expenses | 4 | 3.7 | 3 |
General and Administrative [Member] | |||
Employee Benefit Plans [Line Items] | |||
Pension and post-retirement benefit expenses | $ 1.6 | $ 1.3 | $ 1.2 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) - USD ($) | Dec. 31, 2015 | May. 21, 2015 | Sep. 19, 2014 | Sep. 18, 2014 | Feb. 06, 2014 | Feb. 29, 2016 | Feb. 19, 2016 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2015 | Oct. 28, 2015 | Oct. 14, 2015 | Sep. 17, 2014 | Feb. 04, 2014 | Dec. 13, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Shares repurchases, value | $ 700,715,000 | $ 409,651,000 | $ 112,183,000 | |||||||||||||||
Common shares received | 11,856,169 | 6,856,866 | 3,197,371 | |||||||||||||||
Share repurchases and cash dividends returned through capital return plan | $ 1,100,000,000 | $ 1,400,000,000 | ||||||||||||||||
Capital returned through capital return plan | 1,000,000,000 | |||||||||||||||||
Number of shares grants in period | 0 | 0 | ||||||||||||||||
Allocated share based compensation expense | $ 27,476,000 | $ 25,616,000 | $ 22,771,000 | |||||||||||||||
Tax benefits for share-based compensation expense related to deferred stock and stock options | 15,300,000 | 2,800,000 | 2,600,000 | |||||||||||||||
Compensation cost related to unvested share-based awards not yet recognized | $ 14,500,000 | $ 14,500,000 | $ 14,500,000 | $ 14,500,000 | $ 14,500,000 | |||||||||||||
Number of shares available for future grants | 6,700,000 | 6,700,000 | 6,700,000 | 6,700,000 | 6,700,000 | |||||||||||||
Total fair value of restricted stock units and restricted stock awards converted or vested to common stock | $ 34,100,000 | 24,500,000 | $ 28,200,000 | |||||||||||||||
Weighted average fair value of stock options assumed | $ 19.18 | |||||||||||||||||
Intrinsic value of the stock options exercised | $ 37,300,000 | 12,800,000 | $ 13,900,000 | |||||||||||||||
2012 Repurchase Program [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Repurchase program authorizing the purchase of shares | $ 300,000,000 | |||||||||||||||||
Shares repurchases, value | $ 100,000,000 | 200,000,000 | ||||||||||||||||
2014 Repurchase Program [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Repurchase program authorizing the purchase of shares | $ 850,000,000 | $ 300,000,000 | ||||||||||||||||
Exhausted share repurchase authorization | $ 850,000,000 | |||||||||||||||||
2014 Repurchase Program [Member] | September 2014 [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Shares repurchases, value | $ 300,000,000 | |||||||||||||||||
Common shares received | 1,200,000 | 4,500,000 | ||||||||||||||||
Repurchased common shares, average purchase price paid per share | $ 52.79 | |||||||||||||||||
Accelerated share repurchase agreement, description | On September 18, 2014, as part of the 2014 Repurchase Program, the Company entered into an ASR agreement to initiate share repurchases aggregating $300.0 million (the "September 2014 ASR Agreement"). As a result of the September 2014 ASR Agreement, the Company received approximately 4.5 million shares of MSCI's common stock on September 19, 2014 and approximately 1.2 million shares of MSCI's common stock on May 21, 2015 for a combined average price of $52.79 per share. | |||||||||||||||||
2015 Repurchase Program [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Repurchase program authorizing the purchase of shares | $ 1,000,000,000 | |||||||||||||||||
2014 and 2015 Repurchase Program [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Shares repurchases, value | $ 670,800,000 | |||||||||||||||||
Common shares received | 10,700,000 | 16,400,000 | ||||||||||||||||
Repurchased common shares, average purchase price paid per share | $ 59.22 | |||||||||||||||||
Minimum [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Compensation cost related to unvested share-based awards not yet recognized, period for recognition | 1 year | |||||||||||||||||
Maximum [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Compensation cost related to unvested share-based awards not yet recognized, period for recognition | 3 years | |||||||||||||||||
Income (loss) from Discontinued Operations, Net of Income Taxes [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Allocated share based compensation expense | $ 0 | $ 1,400,000 | $ 2,800,000 | |||||||||||||||
Subsequent Events [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Shares repurchases, value | $ 170,600,000 | |||||||||||||||||
Common shares received | 2,600,000 | |||||||||||||||||
2015 Bonus Award [Member] | Subsequent Events [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Number of shares grants in period | 711,329 | |||||||||||||||||
Amount of the award granted to retirement-eligible employees | $ 9,800,000 | |||||||||||||||||
Aggregate fair value | $ 42,500,000 | |||||||||||||||||
2015 Bonus Award [Member] | Subsequent Events [Member] | RSUs [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Vesting period of awards | 3 years | |||||||||||||||||
Fraction of bonus award vested per year | 33.00% | |||||||||||||||||
2015 Bonus Award [Member] | Subsequent Events [Member] | MSUs [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Vesting period of awards | 3 years | |||||||||||||||||
Minimum performance period | 3 years | |||||||||||||||||
Additional extended performance period | 6 months |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Cash Dividends Declared and Distributed Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||||||
Cash dividends declared, Per share | $ 0.22 | $ 0.22 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.80 | $ 0.18 |
Cash dividends declared, Amount | $ 22,792 | $ 24,152 | $ 20,442 | $ 20,411 | $ 20,393 | $ 87,797 | |
Cash dividends distributed, Per share | $ 0.22 | $ 0.22 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.80 | |
Cash dividends distributed, Amount | $ 22,792 | $ 24,152 | $ 20,442 | $ 20,411 | $ 20,393 | $ 87,797 |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Activity Related to Shares of Common Stock Issued and Repurchased (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Common Stock Outstanding [Line Items] | |||
Beginning balance | 112,072,469 | 118,083,111 | 120,114,586 |
Dividend payable/paid | 417 | ||
Common stock issued and exercise of stock options | 1,558,965 | 1,076,751 | 1,517,381 |
Shares received for taxes and exercise price of stock awards | (763,558) | (233,163) | (352,086) |
Shares received under stock repurchase programs | (11,856,169) | (6,856,866) | (3,197,371) |
Stock issued to Directors and held in Treasury | 1,024 | 2,636 | 601 |
Ending balance | 101,013,148 | 112,072,469 | 118,083,111 |
Common Stock Issued [Member] | |||
Common Stock Outstanding [Line Items] | |||
Beginning balance | 126,637,390 | 125,555,268 | 124,033,980 |
Dividend payable/paid | 802 | 99 | |
Common stock issued and exercise of stock options | 1,558,965 | 1,076,751 | 1,517,381 |
Stock issued to Directors and held in Treasury | 3,032 | 5,272 | 3,907 |
Ending balance | 128,200,189 | 126,637,390 | 125,555,268 |
Treasury Stock [Member] | |||
Common Stock Outstanding [Line Items] | |||
Beginning balance | (14,564,921) | (7,472,157) | (3,919,394) |
Dividend payable/paid | (385) | (99) | |
Shares received for taxes and exercise price of stock awards | (763,558) | (233,163) | (352,086) |
Shares received under stock repurchase programs | (11,856,169) | (6,856,866) | (3,197,371) |
Stock issued to Directors and held in Treasury | (2,008) | (2,636) | (3,306) |
Ending balance | (27,187,041) | (14,564,921) | (7,472,157) |
Shareholders' Equity - Componen
Shareholders' Equity - Components of Share-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 27,476 | $ 27,031 | $ 25,553 |
Deferred Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 27,549 | 25,830 | 23,910 |
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $ (73) | $ 1,201 | $ 1,643 |
Shareholders' Equity - Summar63
Shareholders' Equity - Summary of Share-based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | $ 27,476 | $ 25,616 | $ 22,771 |
Cost of Revenues [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 6,909 | 7,187 | 7,490 |
Selling and Marketing [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 6,564 | 7,296 | 5,721 |
Research and Development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 2,823 | 3,128 | 2,283 |
General and Administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | $ 11,180 | $ 8,005 | $ 7,277 |
Shareholders' Equity - Summar64
Shareholders' Equity - Summary of Vested and Unvested Deferred Stock Awards Activity (Detail) shares in Thousands | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Vested and unvested deferred stock awards at the beginning of period, Number of Shares | shares | 1,213 |
Granted, Number of Shares | shares | 634 |
Conversion to common stock, Number of Shares | shares | (640) |
Canceled, Number of Shares | shares | (132) |
Vested and unvested deferred stock awards at the end of period, Number of Shares | shares | 1,075 |
Vested and unvested deferred stock awards at the beginning of period, Weighted Average Grant Date Fair Value | $ / shares | $ 37.82 |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 55.20 |
Conversion to common stock, Weighted Average Grant Date Fair Value | $ / shares | 36.55 |
Canceled, Weighted Average Grant Date Fair Value | $ / shares | 47.47 |
Vested and unvested deferred stock awards at the end of period, Weighted Average Grant Date Fair Value | $ / shares | $ 47.70 |
Shareholders' Equity - Summar65
Shareholders' Equity - Summary of Vested and Unvested Deferred Stock Awards Activity (Parenthetical) (Detail) shares in Thousands | Dec. 31, 2015$ / sharesshares |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Restricted stock units and restricted stock awards, vested or expected to vest | shares | 1,054 |
Restricted stock units and restricted stock awards vested or expected to vest, weighted average price | $ / shares | $ 47.60 |
Shareholders' Equity - Summar66
Shareholders' Equity - Summary of Unvested Deferred Stock Awards Activity (Detail) shares in Thousands | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted Average Grant Date Fair Value, balance at the beginning of the period | $ / shares | $ 37.99 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 55.45 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 37.18 |
Weighted Average Grant Date Fair Value, Canceled | $ / shares | 47.81 |
Weighted Average Grant Date Fair Value, balance at the end of the period | $ / shares | 47.83 |
Weighted Average Grant Date Fair Value, Expected to vest | $ / shares | $ 47.69 |
Unvested Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested deferred stock awards, balance at the beginning of period | shares | 883 |
Number of Shares, Granted | shares | 499 |
Number of Shares, Vested | shares | (453) |
Number of Shares, Canceled | shares | (129) |
Unvested deferred stock awards, balance at the end of period | shares | 800 |
Number of shares, Expected to vest | shares | 779 |
Shareholders' Equity - Weighted
Shareholders' Equity - Weighted Average Fair Value of Stock Options Assumed (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Risk free interest rate | 1.87% |
Expected option life in years | 6 years 6 months |
Expected stock price volatility | 46.07% |
Expected dividend yield | 0.00% |
Shareholders' Equity - Summar68
Shareholders' Equity - Summary of Stock Options Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Number of Options, Options outstanding, Beginning balance | 1,487,000 | |
Number of Options, Granted or assumed | 0 | 0 |
Number of Options, Forfeited | (63,000) | |
Number of Options, Conversion to common stock | (939,000) | |
Number of Options, Options outstanding, Ending balance | 485,000 | 1,487,000 |
Number of Options, Options exercisable | 435,000 | |
Number of Options, Options vested or expected to vest | 485,000 | |
Weighted Average Exercise Price, Options outstanding, Beginning balance | $ 22.69 | |
Weighted Average Exercise Price, Granted or assumed | 0 | |
Weighted Average Exercise Price, Forfeited | 40.14 | |
Weighted Average Exercise Price, Conversion to common stock | 20.97 | |
Weighted Average Exercise Price, Options outstanding, Ending balance | 23.77 | $ 22.69 |
Weighted Average Exercise Price, Options Exercisable | 22.29 | |
Weighted Average Exercise Price, Options vested or expected to vest | $ 23.77 | |
Weighted Average Remaining Life (Years), Options outstanding | 2 years 4 months 24 days | 3 years 9 months 4 days |
Weighted Average Remaining Life (Years), Options exercisable | 2 years 8 months 5 days | |
Weighted Average Remaining Life (Years), Options vested or expected to vest | 2 years 4 months 24 days | |
Aggregated Intrinsic Value, Options outstanding | $ 23,432 | |
Aggregated Intrinsic Value, Options exercisable | 21,669 | |
Aggregated Intrinsic Value, Options vested or expected to vest | $ 23,432 |
Shareholders' Equity - Summar69
Shareholders' Equity - Summary of Stock Options Outstanding by Exercise Price Range (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding, Options Outstanding | shares | 485 |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 23,432 |
First Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Price, Minimum | $ 9.92 |
Range of Exercise Price, Maximum | $ 16.48 |
Number Outstanding, Options Outstanding | shares | 55 |
Weighted Average Exercise Price, Options Outstanding | $ 15.54 |
Average Remaining Life (Years), Options Outstanding | 2 years 9 months 18 days |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 3,109 |
Second Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices | $ 18 |
Number Outstanding, Options Outstanding | shares | 134 |
Weighted Average Exercise Price, Options Outstanding | $ 18 |
Average Remaining Life (Years), Options Outstanding | 1 year 10 months 13 days |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 7,260 |
Third Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Price, Minimum | $ 20.45 |
Range of Exercise Price, Maximum | $ 24.11 |
Number Outstanding, Options Outstanding | shares | 153 |
Weighted Average Exercise Price, Options Outstanding | $ 22.45 |
Average Remaining Life (Years), Options Outstanding | 1 year 11 months 12 days |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 7,581 |
Fourth Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Price, Minimum | $ 25.64 |
Range of Exercise Price, Maximum | $ 40.23 |
Number Outstanding, Options Outstanding | shares | 143 |
Weighted Average Exercise Price, Options Outstanding | $ 33.75 |
Average Remaining Life (Years), Options Outstanding | 3 years 2 months 23 days |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 5,482 |
Shareholders' Equity - Summar70
Shareholders' Equity - Summary of Stock Options Exercisable by Exercise Price Range (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding, Options Exercisable | shares | 435 |
Weighted Average Exercise Price, Options Exercisable | $ 22.29 |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 21,669 |
First Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Price, Minimum | $ 9.92 |
Range of Exercise Price, Maximum | $ 16.48 |
Number Outstanding, Options Exercisable | shares | 55 |
Weighted Average Exercise Price, Options Exercisable | $ 15.54 |
Average Remaining Life (Years), Options Exercisable | 2 years 9 months 18 days |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 3,109 |
Second Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices | $ 18 |
Number Outstanding, Options Exercisable | shares | 134 |
Weighted Average Exercise Price, Options Exercisable | $ 18 |
Average Remaining Life (Years), Options Exercisable | 1 year 10 months 13 days |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 7,260 |
Third Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Price, Minimum | $ 20.45 |
Range of Exercise Price, Maximum | $ 24.11 |
Number Outstanding, Options Exercisable | shares | 153 |
Weighted Average Exercise Price, Options Exercisable | $ 22.45 |
Average Remaining Life (Years), Options Exercisable | 1 year 11 months 12 days |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 7,581 |
Fourth Exercise Price Range [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Price, Minimum | $ 25.64 |
Range of Exercise Price, Maximum | $ 40.23 |
Number Outstanding, Options Exercisable | shares | 93 |
Weighted Average Exercise Price, Options Exercisable | $ 32.18 |
Average Remaining Life (Years), Options Exercisable | 2 years 3 months 22 days |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 3,719 |
Income Taxes - Summary of Provi
Income Taxes - Summary of Provision for Income Taxes (Benefits) by Taxing Jurisdiction (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
Current, U.S. federal | $ 85,540 | $ 84,959 | $ 97,739 | ||||||||
Current, U.S. state and local | 22,108 | 13,929 | 16,820 | ||||||||
Current, Non U.S. | 22,156 | 18,505 | 18,270 | ||||||||
Current provision for income taxes (benefits) | 129,804 | 117,393 | 132,829 | ||||||||
Deferred, U.S. federal | (10,546) | (2,606) | (14,362) | ||||||||
Deferred, U.S. state and local | 1,460 | (3,356) | (3,802) | ||||||||
Deferred, Non U.S. | (1,202) | (2,035) | (1,747) | ||||||||
Deferred provision for income taxes (benefits) | (10,288) | (7,997) | (19,911) | ||||||||
Provision for income taxes from continuing operations | $ 25,437 | $ 34,644 | $ 31,399 | $ 28,036 | $ 27,459 | $ 28,272 | $ 27,280 | $ 26,385 | 119,516 | 109,396 | 112,918 |
Provision for income taxes from discontinued operations | $ 6,390 | $ 1,059 | $ 10,146 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Provision to U.S. Federal Statutory Income Tax Rate for Income from Continuing Operations (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory income tax rate | 35.00% | 35.00% | 35.00% |
U.S. state and local income taxes, net of U.S. federal income tax benefits | 4.44% | 2.72% | 3.05% |
Change in tax rates applicable to non-U.S. earnings | (2.73%) | (1.88%) | (0.93%) |
Domestic tax credits and incentives | (2.62%) | (0.86%) | (0.95%) |
Other | 0.10% | 0.50% | (0.07%) |
Effective income tax rate | 34.19% | 35.48% | 36.10% |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Employee compensation and benefit plans | $ 23,700 | $ 24,765 |
Deferred rent | 7,485 | 7,229 |
State taxes | 2,322 | |
Pension | 2,030 | 2,494 |
Unearned revenue | 1,555 | 1,117 |
Loss carryforwards - current | 1,667 | |
Loss carryforwards - non-current | 33,389 | 34,249 |
Other | 678 | 1,979 |
Subtotal | 68,837 | 75,822 |
Less: valuation allowance | (21,052) | (21,232) |
Total deferred tax assets | 47,785 | 54,590 |
Deferred tax liabilities: | ||
Intangible assets | (138,832) | (154,965) |
Foreign currency translation | (352) | (629) |
Property, equipment and leasehold improvements, net | (10,358) | (10,435) |
Other | (246) | |
Total deferred tax liabilities | (149,542) | (166,275) |
Net deferred tax liabilities | $ (101,757) | $ (111,685) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Examination [Line Items] | |||
Earnings attributable to foreign subsidiaries | $ 224,800,000 | $ 149,100,000 | $ 188,600,000 |
Significant change in unrecognized tax benefits, reasonably possible | It is reasonably possible that significant changes in the balance of unrecognized tax benefits may occur within the next 12 months. | ||
Significant change in unrecognized tax benefits, not possible | At this time, however, it is not possible to reasonably estimate the expected change to the total amount of unrecognized tax benefits and the impact on the effective tax rate over the next 12 months. | ||
Total amount of unrecognized tax benefits | $ 7,800,000 | ||
Unrecognized tax benefits, interest on income tax expenses | 300,000 | ||
Penalties recognized during the year | $ 0 | ||
Minimum [Member] | |||
Income Tax Examination [Line Items] | |||
Tax years under examination | 2,005 | ||
Maximum [Member] | |||
Income Tax Examination [Line Items] | |||
Tax years under examination | 2,014 | ||
Capital Loss Carryforward [Member] | |||
Income Tax Examination [Line Items] | |||
Capital loss carryforward tax value | $ 21,100,000 | ||
Expiration period | 2,019 | ||
State and Local Jurisdiction [Member] | New York State Division of Taxation and Finance [Member] | Minimum [Member] | Morgan Stanley [Member] | |||
Income Tax Examination [Line Items] | |||
Tax years under examination | 2,007 | ||
State and Local Jurisdiction [Member] | New York State Division of Taxation and Finance [Member] | Maximum [Member] | Morgan Stanley [Member] | |||
Income Tax Examination [Line Items] | |||
Tax years under examination | 2,008 | ||
Domestic Tax Authority [Member] | |||
Income Tax Examination [Line Items] | |||
Net operating loss carryforwards | $ 10,200,000 | ||
Expiration period | 2,020 | ||
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | Minimum [Member] | Morgan Stanley [Member] | |||
Income Tax Examination [Line Items] | |||
Tax years under examination | 2,006 | ||
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | Maximum [Member] | Morgan Stanley [Member] | |||
Income Tax Examination [Line Items] | |||
Tax years under examination | 2,008 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Income Before Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ 282,764 | $ 269,944 | $ 276,549 | ||||||||
Foreign | 66,790 | 38,394 | 36,279 | ||||||||
Income from continuing operations before provision for income taxes | $ 85,436 | $ 99,042 | $ 87,416 | $ 77,660 | $ 70,728 | $ 79,996 | $ 84,083 | $ 73,531 | $ 349,554 | $ 308,338 | $ 312,828 |
Income Taxes - Reconciliation76
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Beginning balance | $ 6,525 | $ 7,089 | $ 6,827 |
Increases based on tax positions related to the current period | 536 | 292 | 194 |
Increases based on tax positions related to prior periods | 2,131 | 1,969 | 2,690 |
Decreases based on tax positions related to prior periods | (500) | (346) | (2,474) |
Increases/ (Decreases) related to settlements with taxing authorities | (1,652) | ||
Increases/(Decreases) related to a lapse of applicable statute of limitations | (827) | (148) | |
Ending balance | $ 8,692 | $ 6,525 | $ 7,089 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 16, 2015 | Aug. 11, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||
Purchase price allocated to goodwill | $ 1,565,621 | $ 1,564,904 | $ 1,813,164 | ||
GMI Ratings [Member] | |||||
Business Acquisition [Line Items] | |||||
Company paid cash to acquire property | $ 15,500 | ||||
Date of acquisition | Aug. 11, 2014 | ||||
Purchase price allocated to identifiable intangible assets | 3,600 | ||||
Purchase price allocated for assets other than identifiable intangible assets | 6,700 | ||||
Purchase price allocated to goodwill | 9,900 | ||||
Purchase price allocated to other liabilities | $ 4,700 | ||||
Insignis [Member] | |||||
Business Acquisition [Line Items] | |||||
Company paid cash to acquire property | $ 6,500 | ||||
Date of acquisition | Oct. 2, 2015 | ||||
Purchase price allocated to identifiable intangible assets | $ 2,200 | ||||
Purchase price allocated for assets other than identifiable intangible assets | 100 | ||||
Purchase price allocated to goodwill | $ 4,200 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2015Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 4 |
Segment Information - Operating
Segment Information - Operating Revenue by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total | $ 272,893 | $ 268,771 | $ 270,580 | $ 262,769 | $ 251,105 | $ 251,661 | $ 254,226 | $ 239,688 | $ 1,075,013 | $ 996,680 | $ 913,364 |
Index [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total | 558,964 | 503,892 | 448,414 | ||||||||
Analytics [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total | 433,424 | 414,085 | 397,203 | ||||||||
All Other [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total | $ 82,625 | $ 78,703 | $ 67,747 |
Segment Information - Segment P
Segment Information - Segment Profitability and Reconciliation to Net Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | $ 481,697 | $ 408,754 | $ 405,148 | ||||||||
Lease exit charge | (365) | ||||||||||
Amortization of intangible assets | $ 11,803 | $ 11,710 | $ 11,695 | $ 11,702 | $ 11,591 | $ 11,574 | $ 11,442 | $ 11,270 | 46,910 | 45,877 | 44,798 |
Depreciation and amortization of property, equipment and leasehold improvements | 7,568 | 8,049 | 8,065 | 7,207 | 7,620 | 6,342 | 5,921 | 5,828 | 30,889 | 25,711 | 20,384 |
Operating income | 107,543 | 109,102 | 98,511 | 88,742 | 85,094 | 84,036 | 88,531 | 79,505 | 403,898 | 337,166 | 340,331 |
Other expense (income), net | 22,107 | 10,060 | 11,095 | 11,082 | 14,366 | 4,040 | 4,448 | 5,974 | 54,344 | 28,828 | 27,503 |
Provision for income taxes | 25,437 | 34,644 | 31,399 | 28,036 | 27,459 | 28,272 | 27,280 | 26,385 | 119,516 | 109,396 | 112,918 |
Income from continuing operations | 230,038 | 198,942 | 199,910 | ||||||||
Income (loss) from discontinued operations, net of income taxes | (593) | (5,797) | 1,071 | (10) | 50,857 | 33,253 | (6,390) | 85,171 | 22,647 | ||
Net income | $ 59,406 | $ 64,398 | $ 56,017 | $ 43,827 | $ 44,340 | $ 51,714 | $ 107,660 | $ 80,399 | 223,648 | 284,113 | 222,557 |
Index [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | 392,987 | 349,685 | 323,558 | ||||||||
Analytics [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | 95,468 | 72,173 | 97,806 | ||||||||
All Other [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | $ (6,758) | $ (13,104) | $ (16,216) |
Segment Information - Revenue b
Segment Information - Revenue by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | $ 272,893 | $ 268,771 | $ 270,580 | $ 262,769 | $ 251,105 | $ 251,661 | $ 254,226 | $ 239,688 | $ 1,075,013 | $ 996,680 | $ 913,364 |
United States [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 519,429 | 471,145 | 416,999 | ||||||||
Other [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 41,552 | 37,189 | 34,547 | ||||||||
Total Americas [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 560,981 | 508,334 | 451,546 | ||||||||
United Kingdom [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 166,019 | 154,308 | 141,938 | ||||||||
Other [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 215,192 | 209,893 | 202,664 | ||||||||
Europe, the Middle East and Africa ("EMEA") [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 381,211 | 364,201 | 344,602 | ||||||||
Japan [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 45,371 | 46,642 | 46,752 | ||||||||
Other [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | 87,450 | 77,503 | 70,464 | ||||||||
Total Asia & Australia [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Operating revenues | $ 132,821 | $ 124,145 | $ 117,216 |
Segment Information - Long-Live
Segment Information - Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 2,056,037 | $ 2,092,606 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 1,916,689 | 1,944,433 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 2,279 | 3,293 |
Total Americas [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 1,918,968 | 1,947,726 |
United Kingdom [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 110,261 | 120,781 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 16,849 | 13,345 |
Total EMEA [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 127,110 | 134,126 |
Japan [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 570 | 837 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 9,389 | 9,917 |
Total Asia & Australia [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 9,959 | $ 10,754 |
Quarterly Results of Operatio83
Quarterly Results of Operations - Summary of Quarterly Results of Operations (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Operating revenues | $ 272,893 | $ 268,771 | $ 270,580 | $ 262,769 | $ 251,105 | $ 251,661 | $ 254,226 | $ 239,688 | $ 1,075,013 | $ 996,680 | $ 913,364 |
Cost of revenues | 64,804 | 65,593 | 67,394 | 69,904 | 69,839 | 69,770 | 70,212 | 66,802 | 267,695 | 276,623 | 240,697 |
Selling and marketing | 39,809 | 38,809 | 42,028 | 41,648 | 40,805 | 41,402 | 40,506 | 41,126 | 162,294 | 163,839 | 137,693 |
Research and development | 17,776 | 15,548 | 20,807 | 23,189 | 17,235 | 19,021 | 17,374 | 17,465 | 77,320 | 71,095 | 61,003 |
General and administrative | 23,590 | 19,960 | 22,080 | 20,377 | 18,921 | 19,516 | 20,240 | 17,692 | 86,007 | 76,369 | 68,458 |
Amortization of intangible assets | 11,803 | 11,710 | 11,695 | 11,702 | 11,591 | 11,574 | 11,442 | 11,270 | 46,910 | 45,877 | 44,798 |
Depreciation and amortization of property, equipment and leasehold improvements | 7,568 | 8,049 | 8,065 | 7,207 | 7,620 | 6,342 | 5,921 | 5,828 | 30,889 | 25,711 | 20,384 |
Total operating expenses | 165,350 | 159,669 | 172,069 | 174,027 | 166,011 | 167,625 | 165,695 | 160,183 | 671,115 | 659,514 | 573,033 |
Operating income | 107,543 | 109,102 | 98,511 | 88,742 | 85,094 | 84,036 | 88,531 | 79,505 | 403,898 | 337,166 | 340,331 |
Interest income | (492) | (285) | (185) | (204) | (226) | (277) | (192) | (156) | (1,166) | (851) | (889) |
Interest expense | 22,896 | 17,267 | 11,116 | 11,108 | 15,791 | 5,604 | 5,366 | 5,059 | 62,387 | 31,820 | 26,256 |
Other expense (income) | (297) | (6,922) | 164 | 178 | (1,199) | (1,287) | (726) | 1,071 | (6,877) | (2,141) | 2,136 |
Other expense (income), net | 22,107 | 10,060 | 11,095 | 11,082 | 14,366 | 4,040 | 4,448 | 5,974 | 54,344 | 28,828 | 27,503 |
Income from continuing operations before provision for income taxes | 85,436 | 99,042 | 87,416 | 77,660 | 70,728 | 79,996 | 84,083 | 73,531 | 349,554 | 308,338 | 312,828 |
Provision for income taxes | 25,437 | 34,644 | 31,399 | 28,036 | 27,459 | 28,272 | 27,280 | 26,385 | 119,516 | 109,396 | 112,918 |
Income from continuing operations | 59,999 | 64,398 | 56,017 | 49,624 | 43,269 | 51,724 | 56,803 | 47,146 | |||
Income (loss) from discontinued operations, net of income taxes | (593) | (5,797) | 1,071 | (10) | 50,857 | 33,253 | (6,390) | 85,171 | 22,647 | ||
Net income | $ 59,406 | $ 64,398 | $ 56,017 | $ 43,827 | $ 44,340 | $ 51,714 | $ 107,660 | $ 80,399 | $ 223,648 | $ 284,113 | $ 222,557 |
Earnings per basic common share | |||||||||||
From continuing operations | $ 0.59 | $ 0.59 | $ 0.50 | $ 0.44 | $ 0.38 | $ 0.44 | $ 0.48 | $ 0.40 | $ 2.11 | $ 1.72 | $ 1.66 |
From discontinued operations | (0.01) | (0.05) | 0.01 | 0.44 | 0.28 | ||||||
Earnings per basic common share | 0.58 | 0.59 | 0.50 | 0.39 | 0.39 | 0.44 | 0.92 | 0.68 | 2.05 | 2.45 | 1.85 |
Earnings per diluted common share | |||||||||||
From continuing operations | 0.58 | 0.59 | 0.50 | 0.44 | 0.38 | 0.44 | 0.48 | 0.40 | 2.09 | 1.70 | 1.64 |
From discontinued operations | (0.01) | (0.05) | 0.01 | 0.43 | 0.28 | ||||||
Earnings per diluted common share | $ 0.57 | $ 0.59 | $ 0.50 | $ 0.39 | $ 0.39 | $ 0.44 | $ 0.91 | $ 0.68 | $ 2.03 | $ 2.43 | $ 1.83 |
Weighted average shares outstanding used in computing per share data | |||||||||||
Basic | 102,837 | 108,773 | 112,143 | 112,520 | 112,299 | 116,251 | 116,702 | 117,582 | 109,124 | 115,737 | 120,100 |
Diluted | 103,589 | 109,440 | 112,931 | 113,522 | 113,289 | 117,163 | 117,664 | 118,597 | 109,926 | 116,706 | 121,074 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Feb. 02, 2016 | Feb. 19, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Subsequent Event [Line Items] | ||||||||||
Quarterly dividend declared | $ 0.22 | $ 0.22 | $ 0.18 | $ 0.18 | $ 0.18 | $ 0.80 | $ 0.18 | |||
Number of shares repurchased | 11,856,169 | 6,856,866 | 3,197,371 | |||||||
Value of shares repurchased | $ 700,715 | $ 409,651 | $ 112,183 | |||||||
Subsequent Events [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Quarterly dividend declared | $ 0.22 | |||||||||
Quarterly dividend declared date | Feb. 3, 2016 | |||||||||
Quarterly dividend payable date | Mar. 11, 2016 | |||||||||
Quarterly dividend record date | Feb. 19, 2016 | |||||||||
Number of shares repurchased | 2,600,000 | |||||||||
Value of shares repurchased | $ 170,600 |