Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 15, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38611 | ||
Entity Registrant Name | Cushman & Wakefield plc | ||
Entity Incorporation, State or Country Code | X0 | ||
Entity Tax Identification Number | 98-1193584 | ||
Entity Address, Address Line One | 125 Old Broad Street | ||
Entity Address, Country | GB | ||
Entity Address, City or Town | London | ||
Entity Address, Postal Zip Code | EC2N 1AR | ||
City Area Code | 44 | ||
Local Phone Number | 20 3296 3000 | ||
Title of 12(b) Security | Ordinary Share, $0.10 par value | ||
Trading Symbol | CWK | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.3 | ||
Entity Common Stock, Shares Outstanding | 227,330,030 | ||
Documents Incorporated by Reference | Portions of the proxy statement for the registrant’s 2024 Annual General Meeting of Shareholders are incorporated by reference in Part III of this Annual Report on Form 10-K. The proxy statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates. | ||
Entity Central Index Key | 0001628369 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Auditor Information [Abstract] | |
Auditor name | KPMG LLP |
Auditor location | Chicago, Illinois |
Auditor firm ID | 185 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 767.7 | $ 644.5 |
Trade and other receivables, net of allowance of $85.2 and $88.2 as of December 31, 2023 and 2022, respectively | 1,468 | 1,462.4 |
Income tax receivable | 67.1 | 55.4 |
Short-term contract assets, net | 311 | 358.2 |
Prepaid expenses and other current assets | 189.4 | 246.3 |
Total current assets | 2,803.2 | 2,766.8 |
Property and equipment, net | 163.8 | 172.6 |
Goodwill | 2,080.9 | 2,065.5 |
Intangible assets, net | 805.9 | 874.5 |
Equity method investments | 708 | 677.3 |
Deferred tax assets | 67.4 | 58.6 |
Non-current operating lease assets | 339 | 358 |
Other non-current assets | 805.8 | 976 |
Total assets | 7,774 | 7,949.3 |
Current liabilities: | ||
Short-term borrowings and current portion of long-term debt | 149.7 | 49.8 |
Accounts payable and accrued expenses | 1,157.7 | 1,199 |
Accrued compensation | 851.4 | 916.5 |
Income tax payable | 20.8 | 33.1 |
Other current liabilities | 217.6 | 192 |
Total current liabilities | 2,397.2 | 2,390.4 |
Long-term debt, net | 3,096.9 | 3,211.7 |
Deferred tax liabilities | 13.7 | 57.2 |
Non-current operating lease liabilities | 319.6 | 334.6 |
Other non-current liabilities | 268.6 | 293.3 |
Total liabilities | 6,096 | 6,287.2 |
Commitments and contingencies (Note 16) | ||
Shareholders’ equity: | ||
Ordinary shares, nominal value $0.10 per share, 800,000,000 shares authorized; 227,282,173 and 225,780,535 shares issued and outstanding at December 31, 2023 and 2022, respectively | 22.7 | 22.6 |
Additional paid-in capital | 2,957.3 | 2,911.5 |
Accumulated deficit | (1,117.2) | (1,081.8) |
Accumulated other comprehensive loss | (185.4) | (191) |
Total equity attributable to the Company | 1,677.4 | 1,661.3 |
Non-controlling interests | 0.6 | 0.8 |
Total equity | 1,678 | 1,662.1 |
Total liabilities and shareholders’ equity | $ 7,774 | $ 7,949.3 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for credit loss | $ 85.2 | $ 88.2 |
Ordinary shares, nominal value per share (in dollars per share) | $ 0.10 | $ 0.10 |
Ordinary shares authorized (in shares) | 800,000,000 | 800,000,000 |
Ordinary shares issued (in shares) | 227,282,173 | 225,780,535 |
Ordinary shares outstanding (in shares) | 227,282,173 | 225,780,535 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Revenue | $ 9,493.7 | $ 10,105.7 | $ 9,388.7 |
Costs and expenses: | |||
Costs of services (exclusive of depreciation and amortization) | 7,841.6 | 8,153.5 | 7,448.4 |
Operating, administrative and other | 1,262.8 | 1,261.3 | 1,226.7 |
Depreciation and amortization | 145.6 | 146.9 | 172.1 |
Restructuring, impairment and related charges | 38.1 | 8.9 | 44.5 |
Total costs and expenses | 9,288.1 | 9,570.6 | 8,891.7 |
Operating income | 205.6 | 535.1 | 497 |
Interest expense, net of interest income | (281.1) | (193.1) | (179.5) |
Earnings from equity method investments | 58.1 | 85 | 21.2 |
Other (expense) income, net | (12.6) | (89) | 1.2 |
(Loss) earnings before income taxes | (30) | 338 | 339.9 |
Provision for income taxes | 5.4 | 141.6 | 89.9 |
Net (loss) income | $ (35.4) | $ 196.4 | $ 250 |
Basic (loss) earnings per share: | |||
(Loss) earnings per share attributable to common shareholders, basic (in dollars per share) | $ (0.16) | $ 0.87 | $ 1.12 |
Weighted average shares outstanding for basic (loss) earnings per share (in shares) | 226.9 | 225.4 | 223 |
Diluted (loss) earnings per share: | |||
(Loss) earnings per share attributable to common shareholders, diluted (in dollars per share) | $ (0.16) | $ 0.86 | $ 1.10 |
Weighted average shares outstanding for diluted (loss) earnings per share (in shares) | 226.9 | 228 | 226.5 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (35.4) | $ 196.4 | $ 250 |
Other comprehensive (loss) income, net of tax: | |||
Designated hedge (losses) gains | (11.7) | 132.3 | 74.7 |
Defined benefit plan actuarial (losses) gains | (1.7) | (34.2) | 10.1 |
Foreign currency translation | 19 | (96.1) | (35.1) |
Total other comprehensive income | 5.6 | 2 | 49.7 |
Total comprehensive (loss) income | $ (29.8) | $ 198.4 | $ 299.7 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) shares in Millions, $ in Millions | Total | Total Equity Attributable to the Company | Ordinary Shares | Additional Paid-in Capital | Accumulated Deficit | Unrealized Hedging (Losses) Gains | Foreign Currency Translation | Defined Benefit Plans | Total Accumulated Other Comprehensive Loss, net of tax | Non-Controlling Interests |
Beginning balance (in shares) at Dec. 31, 2020 | 222 | |||||||||
Beginning balance at Dec. 31, 2020 | $ 1,095.6 | $ 1,094.7 | $ 22.2 | $ 2,843.4 | $ (1,528.2) | $ (158.3) | $ (69.4) | $ (15) | $ (242.7) | $ 0.9 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net (loss) income | 250 | 250 | 250 | |||||||
Stock-based compensation | 58.2 | 58.2 | 58.2 | |||||||
Vesting of shares related to equity compensation plans, net amounts withheld for payment of taxes (in shares) | 1.7 | |||||||||
Vesting of shares related to equity compensation plans, net amounts withheld for payment of taxes | (4.8) | (4.8) | $ 0.2 | (5) | ||||||
Unrealized gain on hedging instruments | 33.5 | 33.5 | 33.5 | 33.5 | ||||||
Amounts reclassified from AOCI to the statement of operations | 41.2 | 41.2 | 41.2 | 41.2 | ||||||
Foreign currency translation | (35.1) | (35.1) | (35.1) | (35.1) | ||||||
Defined benefit plan actuarial (losses) gains | 10.1 | 10.1 | 10.1 | 10.1 | ||||||
Other activity | (0.1) | (0.1) | ||||||||
Ending balance (in shares) at Dec. 31, 2021 | 223.7 | |||||||||
Ending balance at Dec. 31, 2021 | 1,448.6 | 1,447.8 | $ 22.4 | 2,896.6 | (1,278.2) | (83.6) | (104.5) | (4.9) | (193) | 0.8 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net (loss) income | 196.4 | 196.4 | 196.4 | |||||||
Stock-based compensation | 39.8 | 39.8 | 39.8 | |||||||
Vesting of shares related to equity compensation plans, net amounts withheld for payment of taxes (in shares) | 2.1 | |||||||||
Vesting of shares related to equity compensation plans, net amounts withheld for payment of taxes | (24.7) | (24.7) | $ 0.2 | (24.9) | ||||||
Unrealized gain on hedging instruments | 116 | 116 | 116 | 116 | ||||||
Amounts reclassified from AOCI to the statement of operations | 16.9 | 16.9 | 16.9 | 16.9 | ||||||
Foreign currency translation | (96.1) | (96.1) | (96.1) | (96.1) | ||||||
Defined benefit plan actuarial (losses) gains | (34.2) | (34.2) | (34.2) | (34.2) | ||||||
Other activity | (0.6) | (0.6) | (0.6) | (0.6) | ||||||
Ending balance (in shares) at Dec. 31, 2022 | 225.8 | |||||||||
Ending balance at Dec. 31, 2022 | 1,662.1 | 1,661.3 | $ 22.6 | 2,911.5 | (1,081.8) | 48.7 | (200.6) | (39.1) | (191) | 0.8 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net (loss) income | (35.4) | (35.4) | (35.4) | |||||||
Stock-based compensation | 53.6 | 53.6 | 53.6 | |||||||
Vesting of shares related to equity compensation plans, net amounts withheld for payment of taxes (in shares) | 1.5 | |||||||||
Vesting of shares related to equity compensation plans, net amounts withheld for payment of taxes | (7.7) | (7.7) | $ 0.1 | (7.8) | ||||||
Unrealized gain on hedging instruments | 24.3 | 24.3 | 24.3 | 24.3 | ||||||
Amounts reclassified from AOCI to the statement of operations | (36) | (36) | (36) | (36) | ||||||
Foreign currency translation | 19 | 19 | 19 | 19 | ||||||
Defined benefit plan actuarial (losses) gains | (1.7) | (1.7) | (1.7) | (1.7) | ||||||
Distribution from non-controlling interests | (0.2) | (0.2) | ||||||||
Ending balance (in shares) at Dec. 31, 2023 | 227.3 | |||||||||
Ending balance at Dec. 31, 2023 | $ 1,678 | $ 1,677.4 | $ 22.7 | $ 2,957.3 | $ (1,117.2) | $ 37 | $ (181.6) | $ (40.8) | $ (185.4) | $ 0.6 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities | |||
Net (loss) income | $ (35.4) | $ 196.4 | $ 250 |
Reconciliation of net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 145.6 | 146.9 | 172.1 |
Impairment charges | 13.6 | 1.6 | 18.3 |
Unrealized foreign exchange loss (gain) | 1.9 | (4) | 9.8 |
Stock-based compensation | 54.1 | 40.3 | 58.2 |
Lease amortization | 97.8 | 102.2 | 104.2 |
Loss on debt extinguishment | 19.3 | 0 | 0 |
Amortization of debt issuance costs | 7.5 | 9.6 | 9.4 |
Earnings from equity method investments, net of distributions received | (33.7) | (45.4) | (19.9) |
Change in deferred taxes | (50.4) | 14.6 | (56.3) |
Provision for loss on receivables and other assets | 10.6 | 31.7 | 38 |
Loss on disposal of business | 1.3 | 13.2 | 0 |
Unrealized loss on equity securities, net | 27.8 | 84.2 | 10.4 |
Other operating activities, net | 16.7 | (3.4) | (8.9) |
Changes in assets and liabilities: | |||
Trade and other receivables | 62.5 | (298.9) | (212.5) |
Income taxes payable | (34.1) | (96.1) | 91.5 |
Short-term contract assets and Prepaid expenses and other current assets | 72.8 | (102.7) | (105.2) |
Other non-current assets | (24.7) | (30.6) | (63.5) |
Accounts payable and accrued expenses | (49.4) | 125.1 | 131.1 |
Accrued compensation | (67.7) | (41.4) | 227.1 |
Other current and non-current liabilities | (83.9) | (94.2) | (104.3) |
Net cash provided by operating activities | 152.2 | 49.1 | 549.5 |
Cash flows from investing activities | |||
Payment for property and equipment | (51) | (50.7) | (53.8) |
Acquisitions of businesses, net of cash acquired | 0 | (32.8) | (7) |
Investments in equity securities and equity method joint ventures | (6.9) | (26.4) | (688.9) |
Return of beneficial interest in a securitization | (330) | (80) | 0 |
Collection on beneficial interest in a securitization | 430 | 80 | 0 |
Other investing activities, net | 6.8 | (10.8) | 0.2 |
Net cash provided by (used in) investing activities | 48.9 | (120.7) | (749.5) |
Cash flows from financing activities | |||
Shares repurchased for payment of employee taxes on stock awards | (8.1) | (27.2) | (8.6) |
Payment of deferred and contingent consideration | (14.5) | (11) | (23.5) |
Proceeds from borrowings | 2,400 | 0 | 0 |
Repayment of borrowings | (2,405) | (26.7) | (26.7) |
Debt issuance costs | (65.1) | 0 | 0 |
Payment of finance lease liabilities | (29.2) | (17.3) | (13.4) |
Other financing activities, net | 1.1 | 2.9 | 6.4 |
Net cash used in financing activities | (120.8) | (79.3) | (65.8) |
Change in cash, cash equivalents and restricted cash | 80.3 | (150.9) | (265.8) |
Cash, cash equivalents and restricted cash, beginning of the year | 719 | 890.3 | 1,164.1 |
Effects of exchange rate fluctuations on cash, cash equivalents and restricted cash | 1.9 | (20.4) | (8) |
Cash, cash equivalents and restricted cash, end of the year | $ 801.2 | $ 719 | $ 890.3 |
Organization and Business Overv
Organization and Business Overview | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Overview | Note 1: Organization and Business Overview DTZ Jersey Holdings Limited, together with its subsidiaries, was formed on August 21, 2014, by investment funds affiliated with TPG Inc. (together with its affiliates, “TPG”), PAG Asia Capital (together with its affiliates, “PAG”) and Ontario Teachers’ Pension Plan Board (“OTPP”) (collectively, the “Founding Shareholders”). On November 5, 2014, DTZ Jersey Holdings Limited acquired 100% of the combined DTZ group for $1.1 billion from UGL Limited. On September 1, 2015, DTZ Jersey Holdings Limited acquired 100% of C&W Group, Inc., the legacy Cushman & Wakefield business, for $1.9 billion. On July 6, 2018, the shareholders of DTZ Jersey Holdings Limited exchanged their shares in DTZ Jersey Holdings Limited for interests in newly issued shares of Cushman & Wakefield Limited, a private limited company incorporated in England and Wales. On July 12, 2018, Cushman & Wakefield Limited reduced the nominal value of each ordinary share issued to $0.01. On July 19, 2018, Cushman & Wakefield Limited re-registered as a public limited company organized under the laws of England and Wales (the “Re-registration”) named Cushman & Wakefield plc (together with its subsidiaries, “the Company,” “we,” “ours” and “us”). Following the Re-registration, the Company undertook a share consolidation of its outstanding ordinary shares (the “Share Consolidation”), which resulted in a proportional decrease in the number of ordinary shares outstanding as well as corresponding adjustments to outstanding options and restricted share units on a 10 for 1 basis. These financial statements have been retroactively adjusted to give effect to the Share Consolidation as it relates to all issued and outstanding ordinary shares and related per share amounts contained herein. On August 6, 2018, the Company completed an IPO of its ordinary shares in which it issued and sold 51.8 million ordinary shares at a price of $17.00 per share. On August 6 and 7, 2018, the Company completed a concurrent private placement (the “Concurrent Private Placement”) of its ordinary shares in which it sold 10.6 million shares to Vanke Service (Hong Kong) Co., Limited (“Vanke Service”) at a price of $17.00 per share. The IPO and Concurrent Private Placement resulted in net proceeds of approximately $1.0 billion after deducting offering fees and other direct incremental costs. Public trading in the Company's ordinary shares began on August 2, 2018. As of December 31, 2023, the Company operated from nearly 400 offices in approximately 60 countries with approximately 52,000 employees. The Company’s business is focused on meeting the increasing demands of our clients through a comprehensive offering of services including (i) Property, facilities and project management, (ii) Leasing, (iii) Capital markets and (iv) Valuation and other services. The Company primarily does business under the Cushman & Wakefield tradename. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2: Summary of Significant Accounting Policies a) Principles of Consolidation The Company maintains its accounting records on the accrual basis of accounting and its Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying Consolidated Financial Statements include the accounts of the Company and its consolidated subsidiaries, which include voting interest entities (“VOEs”) in which the Company has determined it has a controlling financial interest in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, Consolidations . All significant intercompany accounts and transactions have been eliminated in consolidation. When applying principles of consolidation, management will identify whether an investee entity is a variable interest entity (“VIE”) or a VOE. For VOEs, the Company consolidates the entity when it controls it through majority ownership and voting rights. The Company has determined that it does not have any material interests in VIEs. The Consolidated Financial Statements are presented in U.S. dollars (“USD”). Entities in which the Company has significant influence over the entity’s financial and operating policies, but does not control, are accounted for using the equity method. The Consolidated Financial Statements include the Company’s share of the income and expenses and equity movements of investees accounted for under the equity method, after adjustments to align the accounting policies with those of the Company, from the date that significant influence or joint control commences until the date that significant influence ceases. When the Company’s share of losses exceeds its interest in an investee, the carrying amount of that interest (including any long-term loans) is reduced to zero and the recognition of further losses is discontinued, except to the extent that the Company has an obligation to make or has made payments on behalf of the investee. For purposes of classifying distributions received from its equity method investments in the Consolidated Statements of Cash Flows, the Company has elected to use the cumulative earnings approach. Under the cumulative earnings approach, distributions up to the amount of cumulative equity in earnings recognized are treated as returns on investment and classified as cash inflows from operating activities, and those in excess of that amount are treated as returns of investment and classified as cash inflows from investing activities. Refer to Note 7: Equity Method Investments for additional information. b) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to estimates and assumptions include, but are not limited to, the valuation of assets acquired and liabilities assumed in business combinations, including earn-out consideration; the fair value of derivative instruments; the fair value of the Company’s defined benefit plan assets and obligations; the fair value of awards granted under stock-based compensation plans; valuation allowances for income taxes; self-insurance program liabilities; uncertain tax positions; probability of meeting performance conditions in share-based awards; impairment assessments related to goodwill, intangible assets and other long-lived assets and variable consideration subject to accelerated revenue recognition. Although these estimates and assumptions are based on management’s judgment and best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from these estimates. Estimates and underlying assumptions are evaluated on an ongoing basis and adjusted, as needed, using historical experience and other factors, including the current economic environment. Market factors, such as illiquid credit markets, volatile equity markets and foreign currency fluctuations can increase the uncertainty in such estimates and assumptions. The effects of such adjustments are reflected in the Consolidated Financial Statements in the periods in which they are determined. c) Revenue Recognition Revenue is recognized upon transfer of control of promised services to clients in an amount that reflects the consideration the Company expects to receive in exchange for those services, in accordance with ASC Topic 606, Revenue from Contracts with Customers (“Topic 606”). The Company enters into contracts and earns revenue from its (i) Property, facilities and project management, (ii) Leasing, (iii) Capital markets and (iv) Valuation and other service lines. Revenue is recognized net of any taxes collected from customers. A performance obligation is a promise in a contract to transfer a distinct service or a series of distinct services to the client and is the unit of account. A contract’s transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Most service offerings are provided under agreements containing standard terms and conditions, which typically do not require any significant judgments about when revenue should be recognized. The Company allocates the contract’s transaction price to each performance obligation using the best estimate of the standalone selling price of each distinct service in the contract. Nature of Services Property, facilities and project management Fees earned from the delivery of the Company’s Property, facilities and project management services are recognized over time when earned under the provisions of the related agreements and are generally based on a fixed recurring fee or a variable fee, which may be based on hours incurred, a percentage mark-up on actual costs incurred or a percentage of monthly gross receipts. The services provided are a series of distinct daily performance obligations being completed over time, and revenue is recognized at the end of each period associated with the satisfaction of a particular performance obligation. The Company may also earn additional revenue based on certain qualitative and quantitative performance measures, which can be based on certain key performance indicators. This additional revenue is recognized over time when earned as the performance obligation is satisfied and the fees are not deemed probable of significant reversal in future periods. When accounting for reimbursements of third-party expenses incurred on a client’s behalf, the Company determines whether it is acting as a principal or an agent in the arrangement. When the Company is acting as a principal, the Company’s revenue is reported on a gross basis and comprises the entire amount billed to the client and reported costs of services includes all expenses associated with the client. When the Company is acting as an agent, the Company’s fee is reported on a net basis as revenue for reimbursed amounts is netted against the related expenses. Within Topic 606, control of the service before transfer to the customer is the focal point of the principal versus agent assessments. The Company is a principal if it controls the services before they are transferred to the client. The presentation of revenues and expenses pursuant to these arrangements under either a gross or net basis has no impact on service line fee revenue, net income or cash flows. Leasing and Capital markets The Company records commission revenue on real estate leases and sales at the point in time when the performance obligation is satisfied, which is generally upon lease execution or transaction closing. Terms and conditions of a commission agreement may include, but are not limited to, execution of a signed lease agreement and future contingencies, including tenant’s occupancy, payment of a deposit or payment of first month’s rent (or a combination thereof). Under Topic 606, we accelerate the recognition of certain revenues that are based, in part, on future contingent events. For the revenues related to Leasing services, the Company’s performance obligation will typically be satisfied upon execution of a lease and the portion of the commission that is contingent on a future event will likely be recognized if deemed not subject to significant reversal, based on the Company’s estimates and judgments. The Company’s commission expense is recognized in the same period as the corresponding revenue. Valuation and other services Valuation and advisory fees are earned upon completion of the service, which is generally upon delivery of a preliminary or final appraisal report. Consulting fees are recognized when earned under the provisions of the client contracts, which is generally upon completion of services. If the Company has multiple contracts with the same customer, the Company assesses whether the contracts are linked or are separate arrangements. The Company considers several factors in this assessment, including the timing of negotiation, interdependence with other contracts or elements and pricing and payment terms. The Company and its customers typically view each contract as a separate arrangement, as each service has standalone value, selling prices of the separate services exist and are negotiated independently and performance of the services is distinct. d) Advertising Costs Advertising costs are expensed as incurred. For the years ended December 31, 2023, 2022 and 2021, advertising costs of $39.9 million, $41.8 million and $45.8 million, respectively, were included in Operating, administrative and other expenses in the Consolidated Statements of Operations. e) Debt Issuance Costs, Premiums and Discounts Debt issuance costs, premiums and discounts are amortized into Interest expense over the term of the related loan agreements using the effective interest method. Debt issuance costs, premiums and discounts related to non-revolving debt are presented in the Consolidated Balance Sheets as a direct deduction from the carrying value of the associated debt liability. Debt issuance costs related to revolving credit facilities are presented in the Consolidated Balance Sheets as Other non-current assets. f) Income Taxes Income taxes are accounted for under the asset and liability method in accordance with ASC Topic 740, Income Taxes . Deferred tax assets and liabilities are recognized for the expected future tax consequences attributable to differences between carrying amounts of existing assets and liabilities and their respective tax bases, as well as operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that the new rate is enacted. A valuation allowance is established against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized in the future. In determining the amount of current and deferred tax, the Company considers the impact of uncertain tax positions and whether additional taxes and interest may be due. New information may become available that causes the Company to change its judgment regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period that such a determination is made. The provision for income taxes comprises current and deferred income tax expense and is recognized in the Consolidated Statements of Operations. To the extent that the income taxes are for items recognized directly in equity, the related income tax effects are recognized in equity. Refer to Note 12: Income Taxes for additional information on income taxes. g) Cash and Cash Equivalents Cash and cash equivalents comprise cash balances and highly liquid investments with original maturities of three months or less. The carrying amount of cash equivalents approximates fair value. Checks issued but not presented to banks may result in book overdraft balances for accounting purposes, which are classified within short-term borrowings and the change as a component of financing cash flows. The Company also manages certain cash and cash equivalents as an agent for its property and facilities management clients. These amounts are not included in the accompanying Consolidated Balance Sheets. h) Restricted Cash Restricted cash of $33.5 million and $74.5 million as of December 31, 2023 and 2022, respectively, is included within Prepaid expenses and other current assets in the accompanying Consolidated Balance Sheets. These balances primarily consist of legally restricted deposits related to contracts entered with others, including clients, in the normal course of business. i) Trade and Other Receivables Trade and other receivables are presented in the Consolidated Balance Sheets net of estimated uncollectible amounts. On a periodic basis, the Company evaluates its receivables and establishes an allowance for doubtful accounts based on historical experience and other currently available information. The allowance reflects the Company’s best estimate of collectability risks on outstanding receivables. Accounts Receivable Securitization Program In March 2017, the Company entered into a revolving trade accounts receivables securitization program, which it has amended periodically (the “A/R Securitization”). The Company records the transactions as sales of receivables, derecognizes such receivables from its Consolidated Financial Statements and records a receivable for the deferred purchase price of such receivables. Refer to Note 18: Fair Value Measurements and Note 19: Accounts Receivable Securitization for additional information about the A/R Securitization. j) Property and Equipment Property and equipment is recorded at cost, net of accumulated depreciation, or in the case of leased assets, at the present value of the future minimum lease payments. Costs include expenditures that are directly attributable to the acquisition of the asset and costs incurred to prepare the asset for its intended use. Direct costs for internally developed software are capitalized during the application development stage. All costs during the preliminary project stage are expensed as incurred. The costs capitalized include consulting, licensing and direct labor costs and are amortized upon implementation of the software in production over the useful life of the software. Repair and maintenance costs are expensed as incurred. Depreciation of property and equipment is computed on a straight-line basis over the asset’s estimated useful life. Assets held under finance leases are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. The Company’s estimated useful lives are as follows: Furniture and equipment 1 to 15 years Leasehold improvements Shorter of lease term or asset useful life, 1 to 20 years Equipment under finance lease Shorter of lease term or asset useful life, 1 to 10 years Software 1 to 10 years The Company evaluates the reasonableness of the useful lives of property and equipment at least annually. In addition, the Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If this review indicates that such assets are impaired, the impairment is recognized in the period the change occurs and represents the amount by which the carrying value exceeds the fair value. k) Business Combinations, Goodwill and Other Intangible Assets We account for business combinations using the acquisition method of accounting, which requires that once control is obtained, all of the assets acquired and liabilities assumed, including contingent and deferred consideration and amounts attributable to non-controlling interests, be recorded at their respective fair values as of acquisition date. Determination of the fair values of the assets and liabilities acquired requires estimates and the use of valuation techniques when market values are not readily available. Any excess of the cost of the business combination over the fair value of the net assets acquired is recognized as goodwill in the Consolidated Balance Sheets. Goodwill and indefinite-lived intangible assets are not amortized and are stated at cost. Definite-lived intangible assets are stated at cost less accumulated amortization. Amortization of definite-lived intangible assets is recognized in the Consolidated Statements of Operations on a straight-line basis over the estimated useful lives of the intangible assets. The Company evaluates the reasonableness of the useful lives of these intangibles at least annually. Goodwill is tested for impairment at least annually, typically in the fourth quarter. The Company will test more frequently if there are indicators of impairment or whenever business or economic circumstances change, suggesting the carrying value of goodwill may not be recoverable. The Company typically performs an impairment evaluation of goodwill to assess whether the fair value of a reporting unit (“RU”) is less than its carrying amount, by initially performing a qualitative assessment (“step zero”), and proceeds to the quantitative impairment test (“Step 1”) if it is more likely than not that the fair value of the RU is less than its carrying amount. The Company may elect to skip the qualitative assessment and proceed directly to performing Step 1. If the Company determines the quantitative impairment test is required, the estimated fair value of the RU is compared to its carrying amount, including goodwill. If the estimated fair value of a RU exceeds its carrying value, goodwill is not considered to be impaired. If the carrying amount exceeds the estimated fair value, an impairment loss is recognized equal to that excess. The loss recognized cannot exceed the carrying amount of goodwill. The Company elected an annual goodwill impairment assessment date of October 1 and elected to perform a quantitative impairment test on October 1, 2023. Refer to Note 6: Goodwill and Other Intangible Assets for additional discussion of the 2023 goodwill impairment assessment. The Company assesses, at least quarterly, qualitative indicators related to definite-lived intangible assets, such as customer relationships, to determine if any events or circumstances indicate the carrying amount of the intangible asset is not recoverable. If certain circumstances indicate potential recoverability issues, a quantitative test is performed to determine whether the carrying amount exceeds its fair value. The Company records an impairment loss for intangible assets if the fair value of the asset is less than the asset’s carrying amount. l) Accrued Claims and Contingencies The Company is subject to various claims and contingencies related to lawsuits. A liability is recorded for claims or other contingencies when the risk of loss is probable and estimable. The required reserves may change due to new developments in each period. Legal fees are expensed as incurred. The Company self-insures for various risks, including workers’ compensation, general liability and medical in some jurisdictions. A liability is recorded for the Company’s obligations for both reported and incurred but not reported (“IBNR”) insurance claims through assessments based on prior claims history. In addition, in the U.S., U.K. and Australia, the Company is self-insured against errors and omissions (“E&O”) claims through a primary insurance layer provided by its 100%-owned, consolidated, captive insurance subsidiary, Nottingham Indemnity, Inc., and an excess layer provided through a third-party insurance carrier. Refer to Note 16: Commitments and Contingencies for additional information. m) Derivatives and Hedging Activities From time to time, the Company enters into derivative financial instruments, including foreign exchange forward contracts and interest rate swaps, to manage its exposure to foreign exchange rate and interest rate risks. The Company views derivative financial instruments as a risk management tool and, accordingly, does not use derivatives for trading or speculative purposes. Derivatives are initially recognized at fair value at the date the derivative contracts are executed and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in the Consolidated Statements of Operations immediately unless the derivative is designated and effective as a hedging instrument, in which case hedge accounting is applied. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. Hedge accounting is discontinued when the Company revokes the hedging relationship, when the hedging instrument expires or is sold, terminated or exercised, or when it no longer qualifies for hedge accounting. Any gain or loss recognized in Other comprehensive income (loss), net of applicable income taxes and accumulated in equity at that time, remains in equity and is recognized when the forecasted transaction is ultimately recognized in earnings. When a forecasted transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in earnings. Refer to Note 9: Derivative Financial Instruments and Hedging Activities for additional information on derivative instruments. n) Foreign Currency Transactions Foreign currency transactions are recorded in the functional currency at the exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are recorded in the functional currency at the foreign exchange rate at that date, which may result in a foreign currency gain or loss. Foreign currency gains or losses are recognized in the Consolidated Statements of Operations, except for differences arising on the retranslation of a financial liability designated as a hedge of the net investment in a foreign operation, or qualifying cash flow hedges, which are recognized in Other comprehensive income (loss) and accumulated within equity. For the years ended December 31, 2023, 2022 and 2021, foreign currency transactions resulted in a loss of $12.5 million, a loss of $4.5 million, and a gain of $0.6 million, respectively, which were recognized within Costs of services and Operating, administrative, and other expenses in the Consolidated Statements of Operations. Foreign Currency Translation The assets and liabilities of foreign operations are translated into USD at the balance sheet date. Income and expense items are translated at the monthly average rates. Translation adjustments are included in Accumulated other comprehensive loss. o) Leases The Company enters into operating leases for real estate and equipment, such as motor vehicles and IT equipment. Leases are initially assessed at contract inception for whether the Company has the right to control the asset and are measured based on the present value of future minimum lease payments over the lease term beginning at the commencement date. The future minimum lease payments are typically discounted using an incremental borrowing rate derived from information available at the lease commencement date as our leases generally do not include implicit rates. The incremental borrowing rate is calculated based on our collateralized borrowing rate adjusted for jurisdictional considerations. The Non-current operating lease assets also include any lease payments made prior to the commencement date and are recorded net of any lease incentives. Leases typically have limited restrictions and covenants on the Company for incurring additional financial obligations. Rental payments are generally fixed, with no special terms or conditions; however, certain operating leases also include variable lease payments such as insurance, real estate taxes, and annual changes in the consumer price index (“CPI”). Additionally, the Company’s office leases may have options to extend or terminate the lease, the terms of which vary by lease; however, these options are not reasonably certain of being exercised, and the option periods are not considered in the calculation of the Non-current operating lease asset or the operating lease liability. The Company generally only enters into subleases for its real estate leases, with the terms of the subleases consistent with those of the underlying lease. Lease expense for operating leases is recognized on a straight-line basis over the lease term in Operating, administrative and other in the Consolidated Statements of Operations. Operating lease assets are included in Non-current operating lease assets, and operating lease liabilities are included in Other current liabilities and Non-current operating lease liabilities in the Consolidated Balance Sheets. Finance lease assets are included in Property and Equipment, net and finance lease liabilities are included in Short-term borrowings and current portion of long-term debt and Long-term debt, net in the Consolidated Balance Sheets, respectively. The Company has lease agreements with lease and non-lease components, but as the Company has elected the practical expedient to not separate lease and non-lease components for all asset classes, they are not accounted for separately. Instead, consideration for the lease is allocated to a single lease component. Further, the Company has elected the practical expedient for the short-term lease exemption for all asset classes and therefore does not recognize operating lease assets or operating lease liabilities for leases with a term of 12 months or less. The impact of off-balance sheet accounting for short-term leases is immaterial. For certain equipment leases, the Company applies a portfolio approach to account for the operating lease assets and liabilities. The Company assesses lease assets for impairment whenever events or changes in circumstances indicate that the carrying value of the lease asset may not be recoverable. If this assessment indicates that such assets are impaired, the impairment is recognized in the period the changes occur and represent the amount by which the carrying value exceeds the fair value. Refer to Note 15: Leases for additional information on leases. p) Share-based Payments The Company grants stock options and restricted stock awards to employees and directors under the Amended and Restated 2018 Omnibus Management Share and Cash Incentive Plan and the Amended and Restated 2018 Omnibus Non-Employee Director Share and Cash Incentive Plan (collectively, the “2018 Omnibus Plans”). For time-based awards, the grant date fair value is recognized as compensation expense using the straight-line vesting method over the vesting period, with a corresponding increase in equity or liabilities, depending on the balance sheet classification. For performance-based awards, the grant date fair value is recognized as compensation expense as the awards vest based on the achievement of performance and market conditions, with a corresponding increase in equity or liabilities, depending on the balance sheet classification. Refer to Note 13: Stock-Based Compensation for additional information on the Company’s stock-based compensation plans. q) Investments The Company directly invests in early stage property technology (“proptech”) companies, real estate investment funds and other real estate companies across various sectors. The Company typically reports these investments at cost, less impairment charges, and adjusts to fair value if the Company identifies observable price changes in orderly transactions for identical or similar instruments of the same issuer. For investments reported at fair value, the Company adjusts these investments to their fair values each reporting period, and the changes are reflected in Other (expense) income, net, in the Consolidated Statements of Operations. Refer to Note 18: Fair Value Measurements for additional information. r) Recently Issued Accounting Pronouncements The following accounting pronouncements have been recently issued or adopted by the Company: Reference Rate Reform In March 2020, the FASB issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”). In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”). ASU 2020-04 provides temporary optional practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts, and ASU 2021-01 and ASU 2022-06 amended the scope and deferred the sunset date of ASU 2020-04, respectively. During the second quarter of 2023, the Company elected the optional expedient for modifications of debt contracts, which did not have a significant impact on our financial statements and related disclosures. Refer to Note 10: Long-Term Debt and Other Borrowings for additional information. Business Combinations In October 2021, the FASB issued ASU 2021-08, Business Combinations: Accounting for Contract Asset and Contract Liabilities from Contracts with Customers , which requires that an acquirer in a business combination recognize and measure contract assets and liabilities acquired in accordance with Topic 606 as if the acquirer had originated the contracts. The Company early adopted the ASU effective January 1, 2022, with no impact to our financial statements and related disclosures. In August 2023, the FASB issued ASU 2023-05, Business Combinations – Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). ASU 2023-05 applies to the formation of a joint venture and requires a joint venture to initially measure all contributions received upon its formation at fair value. The guidance is effective for all joint ventures with a formation date on or after January 1, 2025. Early adoption is permitted. Joint ventures formed before the effective date have the option to apply it retrospectively, while those formed after the effective date are required to apply it prospectively. The Company intends to apply this guidance for future arrangements meeting the definition of a joint venture prospectively after the guidance is effective. Government Assistance In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance, which requires certain disclosures when companies have received government assistance and use a grant or contribution accounting model by analogy to other accounting guidance. A company that has received government assistance must provide disclosures related to the nature of the transaction, accounting policies used to account for the transaction, and the amounts and line items on the financial statements that are affected by the transaction. The Company prospectively adopted the ASU effective January 1, 2022, with no impact to our financial statements and related disclosures. Fair Value Measurement In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions , which clarifies that a company should not consider contractual restrictions on the sale of equity securities in measuring fair value. This ASU clarifies the guidance in ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), on the fair value measurement of equity securities that are subject to a contractual sale restriction and requires specific disclosures related to such equity secu |
Segment Data
Segment Data | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Data | Note 3: Segment Data The Company reports its operations through the following segments: (1) Americas, (2) Europe, Middle East and Africa (“EMEA”) and (3) Asia Pacific (“APAC”). The Americas consists of operations located in the United States, Canada and key markets in Latin America. EMEA includes operations in the U.K., France, Netherlands and other markets in Europe and the Middle East. APAC includes operations in Australia, Singapore, China and other markets in the Asia Pacific region. Adjusted EBITDA is the profitability metric reported to the chief operating decision maker (“CODM”) for purposes of making decisions about allocation of resources to each segment and assessing performance of each segment. The Company believes that investors find this measure useful in comparing our operating performance to that of other companies in our industry because this measure generally illustrates the underlying performance of the business before unrealized loss on investments, net, integration and other costs related to merger, acquisition related costs and efficiency initiatives, cost savings initiatives, CEO transition costs, servicing liability fees and amortization, certain legal and compliance matters, and other non-recurring items. Adjusted EBITDA also excludes the effects of financings, income tax and the non-cash accounting effects of depreciation and intangible asset amortization. As segment assets are not reported to or used by the CODM to measure business performance or allocate resources, total segment assets and capital expenditures are not presented below. Summarized financial information by segment is as follows (in millions): Year Ended December 31, % Change 2023 2022 2021 2023 v 2022 2022 v 2021 Total revenue Americas $ 7,129.0 $ 7,751.0 $ 7,015.3 (8) % 10 % EMEA 973.7 1,030.1 1,113.1 (5) % (7) % APAC 1,391.0 1,324.6 1,260.3 5 % 5 % Total revenue $ 9,493.7 $ 10,105.7 $ 9,388.7 (6) % 8 % Adjusted EBITDA Americas $ 429.6 $ 715.5 $ 647.0 (40) % 11 % EMEA 77.4 106.0 117.9 (27) % (10) % APAC 63.1 77.3 121.5 (18) % (36) % Adjusted EBITDA is calculated as follows (in millions): Year Ended December 31, 2023 2022 2021 Adjusted EBITDA - Americas $ 429.6 $ 715.5 $ 647.0 Adjusted EBITDA - EMEA 77.4 106.0 117.9 Adjusted EBITDA - APAC 63.1 77.3 121.5 Add/(less): Depreciation and amortization (145.6) (146.9) (172.1) Interest expense, net of interest income (281.1) (193.1) (179.5) Provision for income taxes (5.4) (141.6) (89.9) Unrealized loss on investments, net (27.8) (84.2) (10.4) Integration and other costs related to merger (11.2) (14.0) (32.4) Pre-IPO stock-based compensation — (3.1) (5.4) Acquisition related costs and efficiency initiatives (14.2) (93.8) (140.4) Cost savings initiatives (55.6) — — CEO transition costs (8.3) — — Servicing liability fees and amortization (11.7) (7.9) (1.3) Legal and compliance matters (23.0) — — Other (21.6) (17.8) (5.0) Net (loss) income $ (35.4) $ 196.4 $ 250.0 Geographic Information Revenue in the table below is allocated based upon the country in which services are performed (in millions): Year Ended December 31, 2023 2022 2021 United States $ 6,810.7 $ 7,447.4 $ 6,771.0 Australia 472.5 447.8 452.8 United Kingdom 369.4 365.3 420.6 All other countries 1,841.1 1,845.2 1,744.3 Total $ 9,493.7 $ 10,105.7 $ 9,388.7 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 4: Earnings Per Share Earnings (loss) per share (“EPS”) is calculated by dividing Net income or loss by the weighted average shares outstanding. As the Company was in a Net loss position for the year ended December 31, 2023, the Company has determined all potentially dilutive shares would be anti-dilutive in this period and therefore these shares were excluded from the calculation of diluted weighted average shares outstanding. This resulted in the calculation of weighted average shares outstanding to be the same for both basic and diluted EPS for the year ended December 31, 2023. Approximately 0.8 million of potentially dilutive shares for the year ended December 31, 2023 were excluded from the computation of diluted EPS because their effect would have been anti-dilutive. The following is a calculation of EPS (in millions, except per share amounts): Year Ended December 31, 2023 2022 2021 Basic EPS Net (loss) income $ (35.4) $ 196.4 $ 250.0 Weighted average shares outstanding for basic (loss) earnings per share 226.9 225.4 223.0 Basic (loss) earnings per share attributable to common shareholders $ (0.16) $ 0.87 $ 1.12 Diluted EPS Net (loss) income $ (35.4) $ 196.4 $ 250.0 Weighted average shares outstanding for basic (loss) earnings per share 226.9 225.4 223.0 Dilutive effect of restricted stock units — 2.0 2.5 Dilutive effect of stock options — 0.6 1.0 Weighted average shares outstanding for diluted (loss) earnings per share 226.9 228.0 226.5 Diluted (loss) earnings per share attributable to common shareholders $ (0.16) $ 0.86 $ 1.10 |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 5: Revenue Disaggregation of Revenue The following tables disaggregate revenue by reportable segment and service line (in millions): Year Ended December 31, 2023 Revenue recognition timing Americas EMEA APAC Total Property, facilities and project management Over time $ 4,973.2 $ 484.0 $ 1,046.9 $ 6,504.1 Leasing At a point in time 1,445.3 230.0 176.3 1,851.6 Capital markets At a point in time 558.9 83.5 55.2 697.6 Valuation and other At a point in time or over time 151.6 176.2 112.6 440.4 Total revenue $ 7,129.0 $ 973.7 $ 1,391.0 $ 9,493.7 Year Ended December 31, 2022 Revenue recognition timing Americas EMEA APAC Total Property, facilities and project management Over time $ 4,868.7 $ 473.2 $ 966.2 $ 6,308.1 Leasing At a point in time 1,690.9 235.1 180.1 2,106.1 Capital markets At a point in time 990.5 142.2 58.6 1,191.3 Valuation and other At a point in time or over time 200.9 179.6 119.7 500.2 Total revenue $ 7,751.0 $ 1,030.1 $ 1,324.6 $ 10,105.7 Year Ended December 31, 2021 Revenue recognition timing Americas EMEA APAC Total Property, facilities and project management Over time $ 4,298.1 $ 503.4 $ 858.0 $ 5,659.5 Leasing At a point in time 1,408.5 247.7 204.1 1,860.3 Capital markets At a point in time 1,114.2 168.9 70.5 1,353.6 Valuation and other At a point in time or over time 194.5 193.1 127.7 515.3 Total revenue $ 7,015.3 $ 1,113.1 $ 1,260.3 $ 9,388.7 Contract Balances The Company receives payments from customers based upon contractual billing schedules; accounts receivable are recorded when the right to consideration becomes unconditional. Contract assets include amounts related to the contractual right to consideration for completed performance obligations not yet invoiced or able to be invoiced. Contract liabilities are recorded when cash payments are received in advance of performance, including amounts which are refundable. The following table provides information on contract assets and contract liabilities from contracts with customers included in the Consolidated Balance Sheets (in millions): As of December 31, 2023 2022 Short-term contract assets $ 352.7 $ 397.3 Contract asset allowances (41.7) (39.1) Short-term contract assets, net 311.0 358.2 Non-current contract assets 81.1 89.7 Contract asset allowances (2.2) (2.2) Non-current contract assets, net included in Other non-current assets 78.9 87.5 Total contract assets, net $ 389.9 $ 445.7 Contract liabilities included in Accounts payable and accrued expenses $ 57.0 $ 68.7 The amount of revenue recognized during the year ended December 31, 2023 that was included in the contract liabilities balance at the beginning of the period was $50.6 million. The Company had no material asset impairment charges related to contract assets in the periods presented. Exemptions The Company incurs incremental costs to obtain new contracts across certain of its service lines. As the amortization period of those expenses is 12 months or less, the Company expenses those incremental costs of obtaining the contracts in accordance with Topic 606. Remaining performance obligations represent the aggregate transaction prices for contracts where the performance obligations have not yet been satisfied. In accordance with Topic 606, the Company does not disclose unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) variable consideration for services performed as a series of daily performance obligations, such as those performed within the Property, facilities and project management service line. Performance obligations within these businesses represent a significant portion of the Company’s contracts with customers not expected to be completed within 12 months. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 6: Goodwill and Other Intangible Assets The following table summarizes the changes in the carrying amount of goodwill by segment (in millions): Americas EMEA APAC Total Balance as of December 31, 2021 $ 1,511.2 $ 317.2 $ 253.5 $ 2,081.9 Acquisitions 6.3 15.0 6.1 27.4 Measurement period adjustments 3.5 1.7 — 5.2 Effect of movements in exchange rates and other (4.2) (28.0) (16.8) (49.0) Balance as of December 31, 2022 $ 1,516.8 $ 305.9 $ 242.8 $ 2,065.5 Dispositions — (0.7) (1.6) (2.3) Effect of movements in exchange rates and other 1.5 15.6 0.6 17.7 Balance as of December 31, 2023 $ 1,518.3 $ 320.8 $ 241.8 $ 2,080.9 Portions of goodwill are denominated in currencies other than the U.S. dollar; therefore, a portion of the movements in the reported book value of these balances is attributable to movements in foreign currency exchange rates. The Company identified immaterial measurement period adjustments during the year ended December 31, 2023 and adjusted the provisional goodwill amounts recognized. Effective July 1, 2023, the Company revised the identification of our reporting units used to evaluate goodwill for impairment from five reporting units to four reporting units. Previously, the Americas and C&W Services reporting units comprised the Americas segment, the EMEA reporting unit comprised the EMEA segment, and the APAC and Greater China reporting units comprised the APAC segment. The Company no longer identifies Greater China as a separate reporting unit for purposes of assessing goodwill for impairment, as a result of changes in management and reporting structures, including a change in our Chief Executive Officer in July 2023, and due to similarities in economic characteristics. Effective July 1, 2023, the Company’s reporting units consist of Americas, C&W Services, EMEA and APAC (including Greater China). We considered the change to our reporting units a triggering event for the impacted reporting units which required the testing of goodwill for impairment as of July 1, 2023. Our quantitative analysis indicated that no impairment existed as the estimated fair value of each impacted reporting unit exceeded its respective carrying value. For the year ended December 31, 2023, the Company also performed a quantitative analysis for the annual impairment assessment of goodwill as of October 1, 2023. In performing Step 1 of the goodwill impairment analysis over its four reporting units as of both July 1, 2023 and October 1, 2023, the Company relied on both an income approach, using a discounted cash flow (“DCF”) model, and market approach, using market multiples obtained from quoted prices of comparable companies, to determine the estimated fair value of each reporting unit. The DCF analyses incorporated significant judgments related to the selection of certain assumptions used to present value the estimated future cash flows, specifically, the discount rate, forecasted revenue growth rates, and forecasted profitability margins. For the years ended December 31, 2023, 2022 and 2021, the annual impairment assessment of goodwill has been completed resulting in no impairment charges, as the estimated fair value of each of the identified reporting units was in excess of its carrying value. It is possible that our determination that goodwill for a reporting unit is not impaired could change in the future if current economic conditions or other conditions deteriorate or the operating performance or future prospects for a particular reporting unit declines. The following tables summarize the carrying amounts and accumulated amortization of intangible assets (in millions): As of December 31, 2023 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 2 - 15 1,375.2 (1,115.7) 259.5 Other intangible assets 5 15.3 (14.9) 0.4 Total intangible assets $ 1,936.5 $ (1,130.6) $ 805.9 As of December 31, 2022 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 1 - 15 1,372.0 (1,045.7) 326.3 Other intangible assets 5 - 7 16.8 (14.6) 2.2 Total intangible assets $ 1,934.8 $ (1,060.3) $ 874.5 Amortization expense was $64.2 million, $64.1 million and $66.2 million for the years ended December 31, 2023, 2022 and 2021, respectively. The estimated annual future amortization expense for each of the years ending December 31, 2024 through December 31, 2028 is $49.8 million, $46.5 million, $42.9 million, $33.0 million and $21.8 million, respectively. No material impairments of intangible assets were recorded during the years ended December 31, 2023, 2022 and 2021. |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Note 7: Equity Method Investments Certain investments in which the Company has significant influence over the entity’s financial and operating policies, but does not control, are accounted for under the equity method. The Company’s material equity method investments include Cushman Wakefield Greystone LLC (the “Greystone JV”), in which the Company owns a 40% interest, and CWVS Holding Limited (the “Vanke JV”), in which the Company owns a 35% interest. In addition, the Company licenses certain of its trademarks to the Vanke JV and recognized royalty fee income of $8.5 million, $7.3 million, and $6.1 million for the years ended December 31, 2023, 2022 and 2021, respectively. The Company had investments in certain strategic joint ventures classified under the equity method of accounting as follows (in millions): As of December 31, 2023 2022 Greystone JV $ 574.9 $ 550.8 Vanke JV 122.7 116.3 Other investments 10.4 10.2 Total Equity method investments $ 708.0 $ 677.3 The Company recognized earnings from equity method investments during the period as follows (in millions): Year Ended December 31, 2023 2022 2021 Greystone JV $ 43.7 $ 72.9 $ 6.4 Vanke JV 9.7 4.7 10.8 Other investments 4.7 7.4 4.0 Total Earnings from equity method investments $ 58.1 $ 85.0 $ 21.2 During the years ended December 31, 2023, 2022 and 2021 the Company received distributions from equity method investments of $24.4 million, $39.6 million and $2.1 million, respectively. The following tables summarize the combined financial information for our equity method investments, based on the most recent and sufficiently timely financial information available to the Company as of the respective reporting dates and periods. Certain equity method investments for which results are not available on a timely basis are reported on a lag. Such aggregated summarized financial data does not represent the Company’s proportionate share of the equity method investment assets or earnings. As of December 31, (in millions) 2023 2022 Cash and cash equivalents $ 270.2 $ 315.5 Accounts receivable 307.2 236.5 Mortgage loans held for sale 560.1 434.7 Mortgage servicing rights 835.0 770.2 Total assets $ 2,537.9 $ 2,393.0 Accounts payable and accrued expenses $ 502.7 $ 501.5 Mortgage indebtedness 892.9 816.3 Total liabilities $ 1,723.0 $ 1,647.7 Non-controlling interest $ 9.9 $ 8.7 Year Ended December 31, (in millions) 2023 2022 2021 Gross revenues $ 1,664.6 $ 1,608.5 $ 966.2 Gross profit 320.1 374.2 133.0 Net income 158.1 231.9 63.4 Net income attributable to the entity 157.8 231.9 63.1 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 8: Property and Equipment Property and equipment consists of the following (in millions): As of December 31, 2023 2022 Software $ 194.5 $ 193.2 Leasehold improvements 256.0 243.7 Plant and equipment 121.0 118.7 Equipment under finance lease 134.5 99.8 Software under development 10.0 10.4 Construction in progress 12.7 11.9 728.7 677.7 Less: Accumulated depreciation (564.9) (505.1) Total property and equipment, net $ 163.8 $ 172.6 Depreciation and amortization expense associated with property and equipment was $81.4 million, $82.8 million, and $105.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Derivative Financial Instrument
Derivative Financial Instruments and Hedging Activities | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Hedging Activities | Note 9: Derivative Financial Instruments and Hedging Activities The Company is exposed to certain risks arising from both business operations and economic conditions, including interest rate risk and foreign exchange risk. To mitigate the impact of interest rate and foreign exchange risk, the Company enters into derivative financial instruments. The Company maintains the majority of its overall interest rate exposure on floating rate borrowings to a fixed-rate basis, primarily with interest rate swap agreements. The Company manages exposure to foreign exchange fluctuations primarily through short-term forward contracts. Interest Rate Derivative Instruments In November 2022, the Company elected to terminate and monetize its five interest rate swap agreements designated as cash flow hedges with a notional value of $1.4 billion. Upon termination, the Company received a cash settlement of $62.9 million in exchange for its derivative asset. Amounts relating to these terminated derivative instruments recorded in Accumulated other comprehensive loss will be amortized into earnings over the remaining life of the original agreements, which were scheduled to expire on August 21, 2025. Additionally, in November 2022, the Company entered into three new interest rate swap agreements for a notional amount of $1.4 billion with an effective date of October 31, 2022, expiring on August 21, 2025. The underlying hedged transaction related to these interest rate swaps referenced a LIBOR rate. The Company concurrently designated these derivative instruments as cash flow hedges. As part of the Company’s transition from a LIBOR benchmark to a Secured Overnight Financing Rate (“SOFR”) benchmark, these three interest rate swaps were terminated, effective June 30, 2023. Amounts relating to these terminated derivative instruments recorded in Accumulated other comprehensive loss will be amortized into earnings over the remaining life of the original agreements. Concurrently, the Company entered into three new interest rate swap agreements for a notional amount of $1.4 billion with an effective date of June 30, 2023, expiring on August 21, 2025. The underlying hedged transaction related to these interest rate swaps references a SOFR rate. The Company concurrently designated these derivative instruments as cash flow hedges. In May 2023, the Company entered into six new interest rate swap agreements for a notional amount of $550.0 million with an effective date of May 31, 2023, expiring on May 31, 2028. The underlying hedged transaction related to these interest rate swaps references a SOFR rate. The Company concurrently designated these derivative instruments as cash flow hedges. As of December 31, 2023, the Company’s active interest rate hedging instruments consisted of nine interest rate swap agreements designated as cash flow hedges. The Company’s hedge instrument balances as of December 31, 2023 related solely to these interest rate swaps and are further described below. The Company records changes in the fair value of derivatives designated and qualifying as cash flow hedges in Accumulated other comprehensive loss in the Consolidated Balance Sheets and subsequently reclassifies the changes into earnings in the period that the hedged forecasted transaction affects earnings. As of December 31, 2023 and 2022, there were $34.5 million and $48.7 million in pre-tax gains, respectively, included in Accumulated other comprehensive loss related to these agreements, which will be reclassified to Interest expense, net of interest income as interest payments are made in accordance with the 2018 Credit Agreement; refer to Note 10: Long-Term Debt and Other Borrowings for discussion of the 2018 Credit Agreement (which is defined therein). During the next twelve months, the Company estimates that pre-tax gains of $31.8 million will be reclassified to Interest expense, net of interest income in the Consolidated Statements of Operations. Non-Designated Foreign Exchange Derivative Instruments Additionally, the Company enters into short-term forward contracts to mitigate the risk of fluctuations in foreign currency exchange rates that would adversely impact certain of the Company’s foreign currency denominated transactions. Hedge accounting was not elected for any of these contracts. As such, changes in the fair values of these contracts are recorded directly in earnings. The Company recognized realized losses of $7.9 million, offset by unrealized gains of $0.7 million during the year ended December 31, 2023. The Company recognized realized losses of $6.5 million, offset by unrealized gains of $0.2 million during the year ended December 31, 2022. The Company recognized realized gains of $10.6 million, offset by unrealized losses of $1.6 million during the year ended December 31, 2021. As of December 31, 2023 and 2022, the Company had 27 and 25 foreign currency exchange forward contracts outstanding covering a notional amount of $1.3 billion and $886.6 million, respectively. As of December 31, 2023 and 2022, the Company had not posted, and does not hold, any collateral related to these agreements. The following table presents the fair value of derivatives as of December 31, 2023 and 2022 (in millions): December 31, 2023 December 31, 2022 December 31, 2023 Assets Liabilities Assets Liabilities Derivative Instrument Notional Fair Value Fair Value Fair Value Fair Value Designated: Cash flow hedges: Interest rate swaps $ 1,973.6 $ 4.3 $ 6.7 $ — $ 10.7 Non-designated: Foreign currency forward contracts $ 1,329.1 $ 1.0 $ 0.7 $ 2.8 $ 3.0 The fair value of interest rate swaps is included within Other non-current assets and Other non-current liabilities, respectively, in the Consolidated Balance Sheets. The fair value of foreign currency forward contracts is included in Prepaid expenses and other current assets and Other current liabilities, respectively, in the Consolidated Balance Sheets. The Company does not net derivatives in the Consolidated Balance Sheets. The following table presents the effect of derivatives designated as cash flow hedges in the Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021 (in millions): Beginning Accumulated Other Comprehensive (Gain) Loss Amount of (Gain) Loss Recognized in Other Comprehensive Loss on Derivatives (1) Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Statement of Operations (2) Ending Accumulated Other Comprehensive (Gain) Loss Year Ended December 31, 2023 Interest rate cash flow hedges $ (48.7) $ (24.3) $ 36.0 $ (37.0) Year Ended December 31, 2022 Interest rate cash flow hedges $ 84.2 $ (116.0) $ (16.9) $ (48.7) Year Ended December 31, 2021 Interest rate cash flow hedges $ 158.9 $ (33.5) $ (41.2) $ 84.2 (1) Amount is net of related deferred tax benefit of $2.5 million, $0.0 million and $0.0 million for the years ended December 31, 2023, 2022 and 2021, respectively. (2) Amount is net of related income tax expense of $0.0 million, $0.0 million and $1.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. Gains of $36.0 million and losses of $16.9 million and $39.4 million were reclassified into earnings during the years ended December 31, 2023, 2022 and 2021, respectively, related to interest rate hedges and were recognized in Interest expense, net of interest income in the Consolidated Statements of Operations. |
Long-Term Debt and Other Borrow
Long-Term Debt and Other Borrowings | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Borrowings | Note 10: Long-Term Debt and Other Borrowings Long-term debt consisted of the following (in millions): As of December 31, 2023 2022 Collateralized: Term Loan, due August 2025, net of unamortized discount and financing costs of $0.0 million and $19.1 million, respectively $ 192.9 $ 2,573.9 Term Loan, due January 2030 Tranche-1, net of unamortized discount and financing costs of $10.7 million 984.3 — Term Loan, due January 2030 Tranche-2, net of unamortized discount and financing costs of $19.5 million 980.5 — 6.750% Senior Secured Notes, due May 2028, net of unamortized financing costs of $6.3 million and $7.8 million, respectively 643.7 642.2 8.875% Senior Secured Notes, due September 2031, net of unamortized discount and financing costs of $6.7 million 393.3 — Finance lease liabilities 45.9 39.6 Notes payable to former stockholders — 0.2 Total 3,240.6 3,255.9 Less: current portion of long-term debt (143.7) (44.2) Total Long-term debt, net $ 3,096.9 $ 3,211.7 2018 Credit Agreement On August 21, 2018, the Company entered into an initial $3.5 billion credit agreement (as amended, the “2018 Credit Agreement”), comprised of an initial $2.7 billion senior secured term loan (the “Initial Term Loan”) and an initial $810.0 million revolving credit facility (the “Revolver”). Term Loans Net proceeds from the Initial Term Loan were $2.7 billion ($2.7 billion initial aggregate principal amount less $13.5 million stated discount and $20.6 million in debt transaction costs). On January 20, 2020, the Company refinanced the Initial Term Loan under materially the same terms, incurring an additional $11.1 million in debt transaction costs. On January 31, 2023, the Company amended the 2018 Credit Agreement to extend the maturity date of $1.0 billion of the $2.6 billion aggregate principal amount outstanding under the Initial Term Loan to January 31, 2030 (the “2030 Tranche-1”), incurring an additional $15.3 million in debt transaction costs which will be capitalized and amortized over the remaining term of the loan. In addition, the Company recognized a loss on debt extinguishment of $16.9 million within Interest expense, net of interest income, consisting of $8.7 million in unamortized deferred financing costs and $8.2 million in certain new transaction costs paid to creditors. The Company also recognized $4.7 million of new transaction costs directly in Interest expense in the first quarter of 2023. At the time of this amendment, the August 21, 2025 maturity date of the then remaining $1.6 billion principal balance outstanding under the Initial Term Loan was not changed. On June 21, 2023, the Company amended the 2018 Credit Agreement, effective June 28, 2023, to replace the LIBOR rate applicable to borrowings under the Initial Term Loan with Term SOFR plus an applicable credit spread adjustment. As there were no other material changes to the terms and conditions of the 2018 Credit Agreement, the Company leveraged certain optional expedients for contract modifications related to reference rate reform provided in ASU 2020-04, ASU 2021-01 and ASU 2022-06. On August 24, 2023, the Company amended the 2018 Credit Agreement to extend the maturity date of $1.0 billion of the then-remaining $1.6 billion aggregate principal amount outstanding under the Initial Term Loan to January 31, 2030 (the “2030 Tranche-2”), incurring an additional $20.4 million in debt transaction costs which will be capitalized and amortized over the remaining term of the loan. In addition, the Company recognized a loss on debt extinguishment of $23.6 million within Interest expense, net of interest income, consisting of $10.6 million in unamortized deferred financing costs and $13.0 million in certain new transaction costs paid to creditors. The Company also recognized $2.5 million of transaction costs directly in Interest expense in the third quarter of 2023. Upon execution of this amendment, along with the repayment of principal outstanding thereunder using proceeds from the offering of $400.0 million in senior secured notes (discussed below), the Initial Term Loan had a remaining aggregate principal balance outstanding of $192.9 million and a maturity date of August 21, 2025. We refer to this $192.9 million remaining aggregate principal balance as the “2025 Tranche” and we refer to the 2025 Tranche, the 2030 Tranche-1 and the 2030 Tranche-2 collectively as the “Term Loans”. The Term Loans bear interest at a variable rate that the Company may select per the terms of the 2018 Credit Agreement. As of December 31, 2023, the Company elected to use an annual rate equal to (i) 1-month Term SOFR, plus 0.11% (which sum is subject to a minimum floor of 0.0%), plus 2.75% for the 2025 Tranche, (ii) 1-month Term SOFR, plus 0.10% (which sum is subject to a minimum floor of 0.50%), plus 3.25% for the 2030 Tranche-1 and (iii) 1-month Term SOFR (subject to a minimum floor of 0.50%), plus 4.00% for the 2030 Tranche-2. As of December 31, 2023, the effective interest rates were 8.23%, 8.94% and 9.78% for the 2025 Tranche, the 2030 Tranche-1, and the 2030 Tranche-2, respectively. The 2018 Credit Agreement requires quarterly principal payments equal to 0.25% of the aggregate principal amount of outstanding borrowings under the 2030 Tranche-1, including any incremental borrowings, which commenced in September 2023. Commencing in March 2024, the 2018 Credit Agreement will require quarterly principal payments equal to 0.25% of the aggregate principal amount of outstanding borrowings under the 2030 Tranche-2, including any incremental borrowings. All required principal payments under the 2025 Tranche have been satisfied until maturity. Revolver On December 20, 2019, the Company amended the 2018 Credit Agreement to increase the aggregate commitments under the Revolver by $210.0 million, incurring an additional $0.5 million in debt transaction costs. On April 28, 2022, the Company amended the 2018 Credit Agreement to (i) increase the aggregate commitments under the Revolver by $80.0 million, extending its borrowing capacity from $1.0 billion to $1.1 billion, (ii) extend the maturity date of borrowings under the Revolver from August 21, 2023 to April 28, 2027, (iii) replace the LIBOR rate applicable to borrowings under the Revolver with Term SOFR plus an applicable rate, and (iv) add pricing terms linked to achievement of certain greenhouse gas emission targets. The Company incurred an additional $3.7 million in debt transaction costs in connection with this amendment. Borrowings under the Revolver, if any, bear interest at our option, at 1-month Term SOFR, plus 0.10%, plus an applicable rate varying from 1.75% to 2.75% based on achievement of certain Net Leverage Ratios (as defined in the 2018 Credit Agreement). The Revolver was undrawn as of December 31, 2023 and 2022. The Revolver includes capacity for letters of credit equal to the lesser of (a) $220.0 million and (b) any remaining amount not drawn down on the Revolver’s primary capacity. As of December 31, 2023 and 2022, the Company had issued letters of credit with an aggregate face value of $15.7 million and $29.7 million, respectively. These letters of credit were issued in the normal course of business. The Revolver is also subject to a commitment fee. The commitment fee varies based on the Company’s Net Leverage Ratio (as defined in the 2018 Credit Agreement). The Company was charged $3.8 million, $2.8 million, and $3.6 million of commitment fees during the years ended December 31, 2023, 2022 and 2021, respectively. Senior Secured Notes due 2028 On May 22, 2020, the Company issued $650.0 million of senior secured notes due May 15, 2028 (the “2028 Notes”). Net proceeds from the 2028 Notes were $638.5 million, consisting of a $650.0 million aggregate principal amount less $11.5 million from issuance costs. The 2028 Notes were offered in a private placement exempt from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The 2028 Notes bear interest at a fixed rate of 6.75% and yielded an effective interest rate of 6.75% as of December 31, 2023. Senior Secured Notes due 2031 On August 24, 2023, the Company issued $400.0 million of senior secured notes due September 1, 2031 (the “2031 Notes”). Net proceeds from the 2031 Notes were $392.8 million, consisting of a $400.0 million aggregate principal amount less $7.2 million from issuance costs. The 2031 Notes were offered in a private placement exempt from registration under the Securities Act. In addition, the Company recognized a loss on debt extinguishment of $1.4 million and directly expensed transaction costs of $1.5 million within Interest expense, net of interest income in the third quarter of 2023 related to this issuance. The 2031 Notes bear interest at a fixed rate of 8.88% and yielded an effective interest rate of 8.80% as of December 31, 2023. Financial Covenant and Related Terms The 2018 Credit Agreement has a springing financial covenant, tested on the last day of each fiscal quarter if the outstanding borrowings under the Revolver exceed an applicable threshold. If the financial covenant is triggered, the Net Leverage Ratio (as defined in the 2018 Credit Agreement) may not exceed 5.00 to 1.00. In addition, the 2018 Credit Agreement, the indenture governing the 2028 Notes and the indenture governing the 2031 Notes impose certain operating and financial restrictions on the Company, and in the event of certain defaults, all of the Company’s outstanding borrowings under the 2018 Credit Agreement, the 2028 Notes and the 2031 Notes, together with accrued interest and other fees, could become immediately due and payable. The Company was in compliance with all of the covenants under the 2018 Credit Agreement, the indenture governing the 2028 Notes and the indenture governing the 2031 Notes as of December 31, 2023 and December 31, 2022. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefits | Note 11: Employee Benefits Defined contribution plans The Company offers a variety of defined contribution plans across the world, in the U.S. benefit plans are pursuant to Section 401(k) of the Internal Revenue Code. For certain plans, the Company, at its discretion, can match eligible employee contributions of up to 100% of amounts contributed up to 3% of an individual’s annual compensation and subject to limitation under federal law. Beginning January 1, 2024, the Company will match eligible employee contributions up to 4% of an individual’s annual compensation. Additionally, the Company sponsors a number of defined contribution plans pursuant to the requirements of certain countries in which it has operations. Contributions to defined contribution plans are charged as an expense as the contributions are paid or become payable and are reflected in Costs of services and Operating, administrative and other in the Consolidated Statements of Operations. Defined contribution plan expense was $47.8 million, $37.3 million and $34.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. Defined benefit plans The Company offers defined benefit plans in certain jurisdictions. In the U.K., the Company provides two defined benefit plans to certain employees and former employees based on final pensionable salary, both of which are overfunded and closed to new members. Also in the U.K., the Company provides a defined benefit plan to former employees or their surviving spouses which is underfunded and closed to new members. The net asset for the U.K. defined benefit plans is presented within Other non-current assets and is comprised of the following (in millions): As of December 31, 2023 2022 Present value of benefit obligations $ (142.3) $ (135.6) Fair value of defined benefit plan assets 144.8 138.4 Net asset $ 2.5 $ 2.8 During 2022, the Company completed a buy-in transaction for two of the defined benefit plans in the U.K., whereas the trustees of the plans purchased a bulk annuity insurance policy, under which the insurer is committed to pay the plan cash flows intended to match the benefit payments. These new insurance policies are held as assets of each plan, respectively. Under the buy-in arrangement, the benefit obligation was not transferred to the insurer. Rather, the Company retains full responsibility for paying the members’ benefits. There are no employer contributions expected to be paid for the year ending December 31, 2024 for the U.K. defined benefit plans. Changes in the net asset/liability for the U.K. defined benefit plans were as follows (in millions): As of December 31, 2023 2022 Change in pension benefit obligations: Balance at beginning of year $ (135.6) $ (215.3) Service cost (0.2) (0.5) Interest cost (5.7) (3.4) Actuarial (losses) gains (1.1) 51.8 Benefits paid 7.8 7.0 Foreign exchange movement (7.5) 24.8 Balance at end of year $ (142.3) $ (135.6) Change in pension plan assets: Balance at beginning of year $ 138.4 $ 248.9 Actual return on plan assets 6.4 (79.4) Employer contributions — 5.2 Benefits paid (7.8) (7.0) Foreign exchange movement 7.8 (29.3) Balance at end of year $ 144.8 $ 138.4 Net asset balance at end of year $ 2.5 $ 2.8 Total amounts recognized in the Consolidated Statements of Operations for the U.K. defined benefit plans were as follows (in millions): Year Ended December 31, 2023 2022 2021 Service and other cost $ (0.2) $ (0.5) $ (0.4) Interest cost (5.7) (3.4) (2.9) Expected return on assets 5.7 3.3 5.7 Settlement loss — — (0.4) Amortization of net loss (0.8) (0.1) (0.2) Net periodic pension (cost) benefit $ (1.0) $ (0.7) $ 1.8 Total amounts recognized in Accumulated other comprehensive loss for the U.K. defined benefit plans were as follows (in millions): Year Ended December 31, 2023 2022 2021 Cumulative actuarial (losses) gains at beginning of year $ (28.1) $ 2.9 $ (5.5) Actuarial (losses) gains recognized during the period, net of tax (1) (0.4) (30.9) 8.0 Amortization of net loss 0.8 0.1 0.2 Foreign exchange movement (2.1) (0.2) 0.2 Cumulative actuarial (losses) gains at end of year $ (29.8) $ (28.1) $ 2.9 (1) Actuarial (losses) gains recognized are reported net of tax expense of $0.0 million, $0.0 million and $0.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. The discount rate is determined using a cash flow matching method and a yield curve which is based on AA corporate bonds with extrapolation beyond 30 years in line with a gilt yield curve. Year Ended December 31, Principal actuarial assumptions 2023 2022 2021 Discount rate 4.1% 4.2% 1.5% The Company evaluates these assumptions on a regular basis taking into consideration current market conditions and historical market data. A lower discount rate would increase the present value of the benefit obligation. Other changes in actuarial assumptions, such as plan participants’ life expectancy or expected return on plan assets, can also have an impact on the net benefit obligation. The investment strategies are set by the independent trustees of the plans and are established to achieve a reasonable balance between risk and return and to cover administrative expenses, as well as to maintain funds at a level to meet any applicable minimum funding requirements. As of December 31, 2023 and 2022, the primary assets of the plans were bulk annuity insurance policies. The weighted average plan asset allocations as of December 31, 2023 and 2022 by asset category for the U.K. defined benefit plans were as follows: Major categories of plan assets: 2023 2022 Bulk annuity insurance policy 97% 97% Cash and other instruments 3% 3% Total 100% 100% Plan assets of $3.8 million and $4.2 million as of December 31, 2023 and 2022, respectively, were held within instruments whose fair values can be readily determinable through observable, quoted prices in active markets (Level 1), and these assets consist primarily of cash. In addition, plan assets of $141.0 million and $134.2 million as of December 31, 2023 and 2022, respectively, were held within instruments with unobservable inputs (Level 3), representing the bulk annuity insurance policies. As of December 31, 2023 and 2022, there were no plan assets held within instruments whose fair values can be readily determinable, but do not have regular active market pricing (Level 2). Expected future benefit payments for the U.K. defined benefit pension plans are as follows (in millions): Payment 2024 $ 8.6 2025 8.3 2026 8.3 2027 8.7 2028 8.7 From 2029 to 2033 42.7 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12: Income Taxes The significant components of (loss) earnings before income taxes and the provision for income taxes are as follows (in millions): Year Ended December 31, 2023 2022 2021 United States $ (116.8) $ 306.0 $ 228.6 Other countries 86.8 32.0 111.3 (Loss) earnings before income taxes $ (30.0) $ 338.0 $ 339.9 Year Ended December 31, 2023 2022 2021 United States federal: Current $ 10.5 $ 45.7 $ 62.7 Deferred (44.0) 4.7 (21.7) Total United States federal income taxes (33.5) 50.4 41.0 United States state and local: Current 7.5 27.5 31.0 Deferred (5.9) 1.7 (26.6) Total United States state and local income taxes 1.6 29.2 4.4 All other countries: Current 39.8 54.2 53.2 Deferred (2.5) 7.8 (8.7) Total all other countries income taxes 37.3 62.0 44.5 Total provision for income taxes $ 5.4 $ 141.6 $ 89.9 Differences between income tax expense reported for financial reporting purposes and tax expense computed based upon the application of the United States federal tax rate to the reported (loss) earnings before income taxes are as follows (in millions): Year Ended December 31, 2023 2022 2021 Reconciliation of effective tax rate (Loss) earnings before income taxes $ (30.0) $ 338.0 $ 339.9 Taxes at the statutory rate (6.3) 70.9 71.4 Adjusted for: State taxes, net of the federal benefit 0.2 23.4 (1.5) Other permanent nondeductible items 13.4 12.7 20.4 Foreign tax rate differential (2.6) 3.5 (0.3) Change in valuation allowance 9.4 11.0 20.2 Impact of repatriation (0.2) (3.7) — Uncertain tax positions (13.1) 2.2 2.2 Deferred tax inventory adjustment 6.5 7.1 (1.4) Tax credits (3.5) (1.4) (6.8) Other, net 1.6 15.9 (14.3) Provision for income taxes $ 5.4 $ 141.6 $ 89.9 The Organization for Economic Co-Operation and Development (“OECD”) has asked countries around the globe to act to prevent what it refers to as base erosion and profit shifting. The OECD recently announced a consensus around further changes in traditional international tax principles to address, among other things, the perceived need for a minimum global effective tax rate of 15% (“Pillar 2”). On July 11, 2023, following the Pillar 2 directive, the UK enacted legislation to transpose the Pillar 2 directive into domestic law for years beginning after December 31, 2023. The EU and other countries are taking similar actions to propose and implement Pillar 2 legislation, pursuant to the directive. As a company organized in England and Wales, we are evaluating developments to determine whether Pillar 2 will materially impact our financial position but do not currently believe these rules will have a material impact on our taxes in the near future. The tax effect of temporary differences that gave rise to deferred tax assets and liabilities are as follows (in millions): As of December 31, 2023 2022 Deferred tax assets Liabilities $ 171.9 $ 152.2 Property, plant and equipment 0.7 13.9 Deferred expenditures 107.3 53.2 Employee benefits 104.2 129.7 Tax losses / credits 199.2 189.2 Intangible assets 14.9 15.4 Income recognition 13.8 13.5 Deferred tax assets 612.0 567.1 Less: valuation allowance (222.0) (204.8) Net deferred tax assets $ 390.0 $ 362.3 Deferred tax liabilities Intangible assets (254.5) (271.0) Income recognition — — Right-of-use asset (73.9) (76.9) Other (7.9) (13.0) Total deferred tax liabilities $ (336.3) $ (360.9) Net deferred tax assets $ 53.7 $ 1.4 The Company had total valuation allowances of $222.0 million and $204.8 million as of December 31, 2023 and 2022, respectively, as it was determined that it was more likely than not that certain deferred tax assets may not be realized. These valuation allowances relate to tax loss carryforwards, other tax attributes and temporary differences that are available to reduce future tax liabilities in jurisdictions including but not limited to the U.K., Australia, the U.S., Germany, Poland, Brazil and France. The total amount of gross unrecognized tax benefits was $19.6 million and $28.6 million as of December 31, 2023 and 2022, respectively. It is reasonably possible that unrecognized tax benefits would not change during the next twelve months. Accrued interest and penalties related to uncertain tax positions are included in the tax provision. The Company accrued interest and penalties of $8.3 million and $11.9 million as of December 31, 2023 and 2022, respectively, net of federal and state income tax benefits as applicable. The provision for income taxes includes a reversal of previously accrued interest and penalties of $3.5 million in 2023, and expense for interest and penalties of $1.2 million and $0.9 million in 2022 and 2021, respectively, net of federal and state income tax benefits as applicable. Changes in the Company’s unrecognized tax benefits are (in millions): Year Ended December 31, 2023 2022 2021 Beginning of year $ 28.6 $ 27.2 $ 32.4 Increases from prior period tax positions 3.3 — — Decreases from prior period tax positions (1.7) — — Decreases from statute of limitation expirations (10.7) (5.5) (3.1) Increases from current period tax positions 0.1 6.9 4.5 Decreases relating to settlements with taxing authorities — — (6.6) End of year $ 19.6 $ 28.6 $ 27.2 The Company is subject to income taxation in various U.S. states and foreign jurisdictions. Generally, the Company’s open tax years include those from 2008 to the present, although audits by taxing authorities for more recent years have been completed or are in process in several jurisdictions. As of December 31, 2023, the Company is under examination by taxing authorities in the U.S., Germany, Netherlands, Australia, Canada, India, Philippines, Vietnam and Thailand. As of December 31, 2023 and 2022, the Company has accumulated $11.6 billion and $10.4 billion of undistributed earnings, respectively. As of December 31, 2023 and 2022, the Company has a deferred tax liability of $12.1 million and $12.3 million respectively recorded for repatriation of earnings not deemed to be indefinitely reinvested. The deferred tax liability relates to income taxes and withholding taxes on potential future distributions of cash balances in excess of working capital requirements. We believe our policy of reinvesting earnings of foreign subsidiaries does not materially impact our liquidity. As of December 31, 2023 and 2022, the Company had available operating loss carryforwards of $185.9 million and $176.0 million, respectively, and foreign tax credit carryforwards of $13.1 million and $12.9 million, respectively. Both the operating loss carryforwards and the foreign tax credit carryforwards will begin to expire in 2024. The Company also had U.S. interest expense disallowance carryforwards of $99.7 million and $38.0 million as of December 31, 2023 and 2022, respectively, which have an indefinite carryforward. The change in deferred tax balances for operating loss carryovers from 2022 to 2023 includes increases from current year losses and decreases from current year utilization. The jurisdictional location of the operating loss carryforward is as follows: As of December 31, 2023 Range of expiration dates United States $ 26.8 2024 - Indefinite All other countries 159.1 2024 - Indefinite Total $ 185.9 Valuation allowances have been provided regarding the tax benefit of certain tax loss carryforwards, other attributes and temporary differences, for which it has been concluded that it is more likely than not that the deferred tax asset will not be realized. Management assesses the positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss or income incurred over a three-year period ended December 31, 2023. In 2023, the valuation allowances were reduced on various jurisdictions’ net operating losses and deferred tax assets due to the utilization or expiration of those losses and a change in the three-year cumulative income testing, including but not limited to the U.K. However, the Company increased historical valuation allowances for other jurisdictions due to continued losses and additional deferred tax assets including but not limited to Germany and Australia. Based on these considerations, the Company’s net valuation allowance increased in 2023 by $17.2 million. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 13: Stock-Based Compensation The Company issues individual grants of share-based compensation awards, subject to board approval, for purposes of recruiting and as part of its overall compensation strategy. During the periods presented, the Company granted Restricted Stock Units (“RSUs”) under the 2018 Omnibus Plans, which are further described below. Restricted Stock Units Time-Based and Performance-Based RSUs The Company may award certain individuals with RSUs. Time-based RSUs (“TBRSUs”) contain only a service condition, and the related compensation cost is recognized over the requisite service period of either three years or four years using the straight-line vesting method. The Company has determined the fair value of TBRSUs as the fair value of an ordinary share on the grant date. For any shares granted to non-employees, the expense is adjusted for any changes in fair value at the end of each reporting period. In the first quarter of 2023, 2022 and 2021, the Company granted 2.7 million, 1.6 million and 2.7 million TBRSUs, respectively, to a select group of management and employees. Throughout the remainder of 2023, 2022 and 2021, an additional 0.5 million, 0.1 million and 0.1 million TBRSUs, respectively, were granted. The compensation cost for these grants will be recognized over a requisite service period of 3 years. As of December 31, 2023, the Company does not have any material outstanding share awards that are liability classified. Performance-based RSUs (“PBRSUs”) contain certain performance and market conditions, as defined in the award agreements, and vest upon the satisfaction of such performance targets during the defined performance periods. In 2023, 2022 and 2021, the Company granted 0.5 million, 0.7 million and 1.0 million PBRSUs, respectively, to a select group of management and employees. Of the 2023 PBRSU grants, 50% vest based upon the satisfaction of certain Strategic Cost Efficiency (“SCE”) goals and 50% vest based upon the satisfaction of certain Adjusted Free Cash Flow goals, both with a relative Total Shareholder Return (“TSR”) modifier. Of the 2022 PBRSU grants, 50% vest based upon the satisfaction of certain Adjusted EBITDA margin performance goals and 50% vest based upon the satisfaction of certain Adjusted EBITDA growth goals, both with a relative TSR modifier. Of the 2021 PBRSU grants, 75% vest based upon the satisfaction of certain SCE goals and 25% vest based upon the satisfaction of certain Adjusted EBITDA margin accretion goals. As the 2021 PBRSUs contain performance conditions, the fair value of these awards was equal to the fair value of an ordinary share on the grant date. The Company considered the achievement of the SCE and margin accretion performance conditions to be probable and therefore began recognizing expense for such awards as of the grant date. As the 2023 and 2022 PBRSUs contain both performance conditions and market conditions (due to the relative TSR modifier), the fair value at grant date of these awards was determined using a Monte Carlo simulation model, which used the following assumptions: 2023 (Q3 grant) 2023 (Q1 grant) 2022 2021 Stock price (1) $ 8.18 $ 13.38 $ 22.45 $ — Period (2) 2.5 years 2.9 years 2.9 years 0.0 years Risk-free interest rate (3) 4.6 % 4.4 % 1.7 % — % Historical volatility rate (4) 39.9 % 44.4 % 54.7 % — % Dividend yield (5) — % — % — % — % (1) The stock price is equal to the fair value of an ordinary share on the grant date. (2) The period for volatility for the Company and the peer group (Russell 2000) is based on the time between the valuation date and the end of the performance period. (3) The risk-free interest rate used is based on zero-coupon risk-free rates over the time from the valuation date to the end of the performance period, based on interpolation. (4) For the awards granted in 2023, a weighted average of the daily historical stock price volatility of the Company over the time from the valuation to the end of the performance period is used to determine volatility. For the awards granted in 2022, the daily historical stock price volatility of the Company over its trading history is used to determine volatility. (5) The dividend yield is 0% as the Company has not paid any dividends nor does it currently intend to pay dividends for the foreseeable future. The Company considered achievement of the performance and market conditions for the 2022 awards to be probable and therefore began recognizing expense for these awards as of the grant date. The 2023 awards are comprised of three one-year performance periods (referred to herein as the 2023 PBRSU Tranche A, 2023 PBRSU Tranche B and 2023 PBRSU Tranche C). The Company considered achievement of the performance and market conditions for 2023 PBRSU Tranche A to be probable and therefore began recognizing expense for these awards as of grant date. The performance conditions for 2023 PBRSU Tranche B and 2023 PBRSU Tranche C have not yet been established and, as a result, these tranches are not considered granted under U.S. GAAP until the respective performance conditions are established. Accordingly, no expense has been recognized yet for the 2023 PBRSU Tranche B and 2023 PBRSU Tranche C awards. The fair value of the PBRSUs granted during the year ended December 31, 2023 ranged from $8.25 to $14.64. The fair value of the PBRSUs granted during the year ended December 31, 2022 was $25.02 per award. The fair value of PBRSUs granted during the year ended December 31, 2021 ranged from $15.48 to $16.33. The following table summarizes the Company’s outstanding RSUs (in millions, except for per share amounts): Time-Based RSUs Performance-Based RSUs Number of Weighted Number of Weighted Unvested as of December 31, 2020 4.1 $ 15.73 1.5 $ 17.04 Granted 2.8 16.38 1.0 16.28 Vested (1.7) 14.45 — — Forfeited (0.3) 16.77 — 18.78 Unvested as of December 31, 2021 4.9 $ 16.61 2.5 $ 16.72 Granted 1.7 21.93 0.7 25.02 Vested (2.3) 16.47 (0.8) 17.29 Forfeited (0.3) 17.77 (0.1) 18.57 Unvested as of December 31, 2022 4.0 $ 18.81 2.3 $ 19.04 Granted 3.2 12.66 0.5 13.85 Vested (1.8) 17.97 (0.2) 14.84 Forfeited (0.5) 18.70 (1.0) 16.74 Unvested as of December 31, 2023 4.9 $ 15.18 1.6 $ 19.22 The following table summarizes the Company’s compensation expense related to RSUs (in millions): Year Ended December 31, Unrecognized at December 31, 2023 2023 2022 2021 Time-Based RSUs $ 40.0 $ 31.8 $ 39.5 $ 40.1 Performance-Based RSUs 13.6 7.8 19.4 9.1 Total RSU stock-based compensation cost $ 53.6 $ 39.6 $ 58.9 $ 49.2 The total unrecognized compensation cost related to non-vested RSU awards is expected to be recognized over a weighted average period of approximately 1.7 years. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Note 14: Restructuring As a result of the current macroeconomic challenges and operating environment, the Company implemented certain cost savings initiatives in 2023 which are substantially complete, including reductions in headcount across select roles to help optimize our workforce. The restructuring charges recorded in Restructuring, impairment and related charges in the Condensed Consolidated Statements of Operations primarily reflect severance and other employment related separation costs related to those headcount reductions. The Company recognized restructuring charges of $24.5 million and $7.3 million during the years ended December 31, 2023 and 2022, respectively. The following table details the Company’s severance and employment-related restructuring activity for the years ended December 31, 2023 and 2022 (in millions): Severance Pay and Benefits Contract Modifications and Other Costs Total Balance as of December 31, 2021 $ 4.3 $ — $ 4.3 Restructuring Charges: Americas 1.4 2.4 3.8 EMEA 2.9 — 2.9 APAC 0.6 — 0.6 Total Restructuring Charges 4.9 2.4 7.3 Payments and Other: Americas (2.5) (2.4) (4.9) EMEA (1.0) — (1.0) APAC — — — Total Payments and Other (3.5) (2.4) (5.9) Balance as of December 31, 2022 $ 5.7 $ — $ 5.7 Restructuring Charges: Americas 11.6 2.0 13.6 EMEA 8.3 — 8.3 APAC 2.6 — 2.6 Total Restructuring Charges 22.5 2.0 24.5 Payments and Other: Americas (12.2) (2.0) (14.2) EMEA (6.9) — (6.9) APAC (2.8) — (2.8) Total Payments and Other (21.9) (2.0) (23.9) Balance as of December 31, 2023 $ 6.3 $ — $ 6.3 The restructuring accruals of $6.3 million and $5.7 million were recorded within Other current liabilities in the Consolidated Balance Sheets as of December 31, 2023 and 2022, respectively. |
Leases (Notes)
Leases (Notes) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Note 15: Leases The components of lease cost were as follows (in millions): Year Ended December 31, 2023 2022 2021 Operating lease cost $ 121.0 $ 126.3 $ 135.7 Finance lease cost: Amortization of assets $ 26.2 $ 17.3 $ 12.8 Interest on lease liabilities 1.6 0.6 0.2 Total finance lease cost $ 27.8 $ 17.9 $ 13.0 Variable lease cost $ 36.5 $ 37.4 $ 36.1 Sublease income $ 9.6 $ 11.2 $ 11.1 Supplemental balance sheet information related to leases was as follows (in millions): As of December 31, 2023 2022 Operating Leases Non-current operating lease assets $ 339.0 $ 358.0 Other current liabilities $ 111.3 $ 107.6 Non-current operating lease liabilities 319.6 334.6 Total operating lease liabilities $ 430.9 $ 442.2 Finance Leases Property and equipment, gross $ 134.5 $ 99.8 Accumulated depreciation (88.5) (62.2) Property and equipment, net $ 46.0 $ 37.6 Short-term borrowings and current portion of long-term debt $ 23.7 $ 17.3 Long-term debt 22.2 22.3 Total finance lease liabilities $ 45.9 $ 39.6 Weighted Average Remaining Lease Term (in years) Operating leases 5.1 years 5.2 years Finance leases 2.1 years 2.4 years Weighted Average Discount Rate Operating leases 5.2 % 4.8 % Finance leases 3.5 % 4.3 % Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 130.4 $ 25.0 2025 108.5 16.9 2026 88.2 4.7 2027 57.5 1.3 2028 30.8 0.1 Thereafter 74.4 — Total lease payments 489.8 48.0 Less imputed interest 58.9 2.1 Total $ 430.9 $ 45.9 As of December 31, 2023, we have operating leases that have not yet commenced for approximately $6.6 million. These operating leases will commence in 2024 with lease terms ranging from 2 years to 9 years. Refer to Note 20: Supplemental Cash Flow Information for supplemental cash flow information and non-cash activity related to our operating and finance leases. |
Leases | Note 15: Leases The components of lease cost were as follows (in millions): Year Ended December 31, 2023 2022 2021 Operating lease cost $ 121.0 $ 126.3 $ 135.7 Finance lease cost: Amortization of assets $ 26.2 $ 17.3 $ 12.8 Interest on lease liabilities 1.6 0.6 0.2 Total finance lease cost $ 27.8 $ 17.9 $ 13.0 Variable lease cost $ 36.5 $ 37.4 $ 36.1 Sublease income $ 9.6 $ 11.2 $ 11.1 Supplemental balance sheet information related to leases was as follows (in millions): As of December 31, 2023 2022 Operating Leases Non-current operating lease assets $ 339.0 $ 358.0 Other current liabilities $ 111.3 $ 107.6 Non-current operating lease liabilities 319.6 334.6 Total operating lease liabilities $ 430.9 $ 442.2 Finance Leases Property and equipment, gross $ 134.5 $ 99.8 Accumulated depreciation (88.5) (62.2) Property and equipment, net $ 46.0 $ 37.6 Short-term borrowings and current portion of long-term debt $ 23.7 $ 17.3 Long-term debt 22.2 22.3 Total finance lease liabilities $ 45.9 $ 39.6 Weighted Average Remaining Lease Term (in years) Operating leases 5.1 years 5.2 years Finance leases 2.1 years 2.4 years Weighted Average Discount Rate Operating leases 5.2 % 4.8 % Finance leases 3.5 % 4.3 % Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 130.4 $ 25.0 2025 108.5 16.9 2026 88.2 4.7 2027 57.5 1.3 2028 30.8 0.1 Thereafter 74.4 — Total lease payments 489.8 48.0 Less imputed interest 58.9 2.1 Total $ 430.9 $ 45.9 As of December 31, 2023, we have operating leases that have not yet commenced for approximately $6.6 million. These operating leases will commence in 2024 with lease terms ranging from 2 years to 9 years. Refer to Note 20: Supplemental Cash Flow Information for supplemental cash flow information and non-cash activity related to our operating and finance leases. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 16: Commitments and Contingencies Contingencies In the normal course of business, the Company is subject to various claims and litigation. The Company is also subject to threatened or pending legal actions arising from activities of contractors. A liability is recorded for the potential costs of carrying out further actions based on known claims and previous claims history, and for losses from litigation that are probable and estimable. Legal fees are expensed as incurred. Many of these claims may be covered under the Company’s current insurance programs, subject to self-insurance levels and deductibles. The timing and ultimate settlement of these matters is inherently uncertain, however, based upon information currently available, we believe the resolution of such claims and litigation will not have a material adverse effect on our financial position, results of operations or liquidity. The Company is also subject to various workers’ compensation and medical claims, primarily as it relates to claims by employees in the U.S. for medical benefits and lost wages associated with injuries incurred in the course of their employment. A liability is also recorded for the Company’s IBNR claims based on assessment using prior claims history. These various contingent claims liabilities are presented as Other current liabilities and Other non-current liabilities in the Consolidated Balance Sheets. As of December 31, 2023 and 2022, contingent liabilities recorded within Other current liabilities were $80.4 million and $76.9 million, respectively, and contingent liabilities recorded within Other non-current liabilities were $53.1 million and $39.7 million, respectively. These contingent liabilities are made up of E&O claims, litigation matters, general liability, workers’ compensation and other medical claims. As of December 31, 2023 and 2022, E&O and other litigation claims were $55.4 million and $36.6 million, respectively, and general liability, workers’ compensation and medical claims liabilities were $78.1 million and $80.0 million, respectively. The Company had insurance recoverable balances for E&O claims as of December 31, 2023 and 2022 totaling $0.8 million and $7.4 million, respectively. Payroll Tax Claims In a non-U.S. jurisdiction, the Company is currently engaged in a dispute with a local tax authority about the application of tax rules related to certain payroll taxes with respect to two of our subsidiaries for tax years ended 2015 to 2021. The tax authority has claimed the Company owes unpaid employer payroll tax contributions, plus interest. In addition, we could receive claims for alleged unpaid income taxes as we have been served with protective determinations by the same tax authority. The Company believes that it has appropriately applied the payroll tax rules, including as a result of its consideration of a recent ruling by an appellate court in the jurisdiction, and disagrees with the amounts claimed. However, the Company recorded an immaterial liability as of December 31, 2023 that is equal to the estimated probable loss for the years under review. The Company continues to assess this matter and it is reasonably possible that the matter could result in an additional, potentially material, liability in future periods. 401(k) Nondiscrimination Testing The Company identified irregularities in its historical nondiscrimination testing for a qualified retirement savings plan available to U.S. employees. As of December 31, 2023, to remedy these irregularities, the Company accrued its best estimate of the amount that the Company would need to contribute to the plan in accordance with applicable correction protocols. The amount of the estimated corrective contribution is not material. Guarantees The Company’s guarantees primarily relate to requirements under certain client service contracts and arise through the normal course of business. These guarantees, with certain financial institutions, have both open and closed-ended terms, with remaining closed-ended terms up to 9.0 years and maximum potential future payments of approximately $70.0 million in the aggregate. None of these guarantees are individually material to the Company’s operating results, financial position or liquidity. The Company considers the future payment or performance related to non-performance under these guarantees to be remote. Greystone JV Indemnity On November 27, 2023, Greystone Servicing Company LLC (“GSC”), a wholly-owned subsidiary of the Greystone JV, entered into an indemnity agreement with Federal Home Loan Mortgage Corporation (“Freddie Mac”), which agreement is not in the normal course of GSC’s business, whereby Freddie Mac agreed to issue one or more loan commitment letters regarding the purchase of 39 first mortgage multifamily property loans brokered by a certain independent broker under temporary suspension by Freddie Mac (“Brokered Loans”). In exchange, GSC agreed to indemnify and hold Freddie Mac harmless from any claims or losses related to such Brokered Loans that result from any fraud, misinterpretation or omission. The Brokered Loans are currently performing and have not had any material impact on the Greystone JV at this time. The Company will continue to assess this matter and, although it considers the future indemnity obligations related to these Brokered Loans to be remote, it is possible that the matter could result in an additional, potentially material, liability for the Greystone JV in future periods. Any potential impact to the Greystone JV would only impact the Company’s Consolidated Financial Statements by our 40% interest in the Greystone JV. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 17: Related Party Transactions As of December 31, 2023 and 2022, the Company had receivables from brokers and other employees of $49.9 million and $50.8 million, respectively, that are included in Prepaid expenses and other current assets, and $311.7 million and $271.7 million, respectively, that are included in Other non-current assets in the Consolidated Balance Sheets. These amounts primarily represent prepaid commissions, retention and sign-on bonuses to brokers and other items such as travel and other advances to employees. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 18: Fair Value Measurements The Company measures certain assets and liabilities in accordance with ASC 820 which defines fair value as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants on the measurement date. In addition, ASC 820 establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value as follows: • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and • Level 3: inputs for the asset or liability that are based on unobservable inputs in which there is little or no market data. Financial Instruments The Company’s financial instruments include cash and cash equivalents, trade and other receivables, a deferred purchase price (“DPP”) receivable related to the A/R Securitization, restricted cash, accounts payable and accrued expenses, short-term borrowings, long-term debt, interest rate swaps and foreign exchange contracts. The carrying amount of cash and cash equivalents and restricted cash approximates the fair value of these instruments. Certain money market funds in which the Company has invested are highly liquid and considered cash equivalents. These funds are valued at the per unit rate published as the basis for current transactions. Due to the short-term nature of trade and other receivables, accounts payable and accrued expenses, and short-term borrowings, their carrying amount is considered to be the same as their fair value. The estimated fair value of external debt was $3.3 billion and $3.2 billion as of December 31, 2023 and 2022, respectively. These instruments were valued using dealer quotes that are classified as Level 2 inputs in the fair value hierarchy. The gross carrying value of the debt was $3.2 billion and $3.2 billion as of December 31, 2023 and 2022, respectively, which excludes debt issuance costs. Refer to Note 10: Long-Term Debt and Other Borrowings for additional information. Recurring Fair Value Measurements The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2023 and 2022 (in millions): As of December 31, 2023 Total Level 1 Level 2 Level 3 Assets Cash equivalents - money market funds $ 1.0 $ 1.0 $ — $ — Deferred compensation plan assets 31.0 31.0 — — Interest rate swap agreements 4.3 — 4.3 — Foreign currency forward contracts 1.0 — 1.0 — Total $ 37.3 $ 32.0 $ 5.3 $ — Liabilities Deferred compensation plan liabilities $ 33.1 $ 33.1 $ — $ — Interest rate swap agreements 6.7 — 6.7 — Foreign currency forward contracts 0.7 — 0.7 — Earn-out liabilities 25.6 — — 25.6 Total $ 66.1 $ 33.1 $ 7.4 $ 25.6 As of December 31, 2022 Total Level 1 Level 2 Level 3 Assets Cash equivalents - money market funds $ 0.9 $ 0.9 $ — $ — Deferred compensation plan assets 31.9 31.9 — — Foreign currency forward contracts 2.8 — 2.8 — Deferred purchase price receivable 387.8 — — 387.8 Equity securities 21.5 21.5 — — Total $ 444.9 $ 54.3 $ 2.8 $ 387.8 Liabilities Deferred compensation plan liabilities $ 33.2 $ 33.2 $ — $ — Interest rate swap agreements 10.7 — 10.7 — Foreign currency forward contracts 3.0 — 3.0 — Earn-out liabilities 29.3 — — 29.3 Total $ 76.2 $ 33.2 $ 13.7 $ 29.3 During the year ended December 31, 2023, the only transfer between the three levels of the fair value hierarchy was a transfer out of Level 3 related to the DPP receivable which occurred during the second quarter of 2023. There were no transfers between the three levels of the fair value hierarchy during the year ended December 31, 2022. There have been no significant changes to the valuation techniques and inputs used to develop the fair value measurements during the period, except as it related to the DPP receivable which is discussed further below. Deferred Compensation Plans Prior to 2017, the Company sponsored non-qualified deferred compensation plans for certain U.S. employees whereby the employee could defer a portion of employee compensation, which the Company would hold in trust, enabling the employees to defer tax on compensation until payment is made to them from the trust. These plans are frozen. Employee balances held in trust are at risk for any investment losses of the funds held in trust. The Company adopted a new non-qualified deferred compensation plan on January 1, 2019. The plan allows certain highly-compensated employees to defer a portion of their compensation, enabling the employees to defer tax on compensation until payment is made. This plan is also frozen. The Company has established a Rabbi Trust under which investments are held to fund payment of the liability of the deferred compensation plan. The investments of the Rabbi Trust consist of life insurance policies for which investment gains or losses are recognized based upon changes in cash surrender value that are driven by market performance, The fair value of assets and liabilities of these plans is based on the value of the underlying investments using quoted prices in active markets at period end. Deferred compensation plan assets are presented within Prepaid expenses and other current assets and Other non-current assets in the Consolidated Balance Sheets. Deferred compensation liabilities are presented within Accrued compensation and Other non-current liabilities in the Consolidated Balance Sheets. Foreign Currency Forward Contracts and Interest Rate Swaps The estimated fair value of interest rate swaps and foreign currency forward contracts are determined based on the expected cash flows of each derivative instrument. The valuation method reflects the contractual period and uses observable market-based inputs, including interest rate and foreign currency forward curves (Level 2 inputs). Refer to Note 9: Derivative Financial Instruments and Hedging Activities for discussion of the fair value associated with these derivative assets and liabilities. Deferred Purchase Price Receivable In June 2023, the Company amended the A/R Securitization to extend the maturity date and the program was transitioned to a new provider. Under the A/R Securitization, the Company recorded a DPP receivable upon the initial sale of trade receivables. The DPP receivable represents the difference between the fair value of the trade receivables sold and the cash purchase price and is recognized at fair value as part of the sale transaction. The DPP receivable is subsequently remeasured each reporting period in order to account for activity during the period, such as the seller’s interest in any newly transferred receivables and collections on previously transferred receivables. The carrying amount of the DPP receivable, which approximates its fair value, is primarily based on the face amount of receivables, adjusted for estimated credit losses. Changes in the DPP receivable attributed to changes in estimates for credit losses have been and are expected to be immaterial, as the underlying receivables are short-term and of high credit quality. As of December 31, 2023 and 2022, the DPP receivable of $219.6 million and $387.8 million, respectively, is included in Other non-current assets in the Consolidated Balance Sheets. Refer to Note 19: Accounts Receivable Securitization for more information. As of December 31, 2023, the carrying amount of the DPP receivable approximates its fair value. As the DPP receivable is not fair valued on a recurring basis, it has been and will be excluded from the fair value hierarchy table above and was presented as a transfer out of Level 3 in the three months ended June 30, 2023. Transfers into and out of Level 3 are assumed to occur at the beginning of the quarterly reporting period in which they occur. The table below presents a reconciliation of the DPP receivable, previously measured at fair value using significant unobservable inputs (Level 3) (in millions): DPP Receivable Balance as of December 31, 2022 $ 387.8 Sales of receivables 1,420.3 Settlements (1,393.2) Draw on credit investment limit, net (170.0) Net change in fair value and other adjustments (9.7) Transfer out of Level 3 (235.2) Balance as of June 30, 2023 $ — Earn-out Liabilities The Company has various contractual obligations associated with the acquisition of several real estate service companies in the United States, Australia, Canada and Europe, including contingent consideration, comprised of earn-out payments to the sellers subject to achievement of certain performance criteria in accordance with the terms and conditions set forth in the respective purchase agreements. An increase to a probability of achievement would result in a higher fair value measurement of the earn-out liability. The amounts disclosed in the fair value hierarchy table above are included in Other current liabilities and Other non-current liabilities in the Consolidated Balance Sheets. As of December 31, 2023, the Company had the potential to make a maximum of $28.6 million and a minimum of $0.0 million (undiscounted) in earn-out payments. Assuming the achievement of the applicable performance criteria, these earn-out payments will be made over the next 6 years. Earn-out liabilities are classified within Level 3 in the fair value hierarchy because the methodology used to develop the estimated fair value includes significant unobservable inputs reflecting management’s own assumptions. The fair value of earn-out liabilities is based on the present value of probability-weighted expected return method related to the earn-out performance criteria on each reporting date. The probabilities of achievement assigned to the performance criteria are determined based on due diligence performed at the time of acquisition as well as actual performance achieved subsequent to acquisition. Adjustments to the earn-out liabilities in periods subsequent to the completion of acquisitions are reflected within Operating, administrative and other in the Consolidated Statements of Operations. The table below presents a reconciliation of earn-out liabilities measured at fair value using significant unobservable inputs (Level 3) (in millions): Earn-out Liabilities 2023 2022 Balance as of January 1, $ 29.3 $ 21.4 Purchases/additions — 13.7 Net change in fair value and other adjustments 0.9 (1.7) Payments (4.6) (4.1) Balance as of December 31, $ 25.6 $ 29.3 Investments in Real Estate Ventures The Company directly invests in early stage proptech companies, real estate investment funds and other real estate companies across various sectors. The Company typically reports these investments at cost, less impairment charges, and adjusts these investments to fair value if the Company identifies observable price changes in orderly transactions for identical or similar instruments of the same issuer. In October 2021, the Company made a strategic investment of $150.0 million in WeWork. Prior to WeWork’s bankruptcy filing in November 2023, quoted market prices for identical assets were available and this investment was classified as a Level 1 investment where mark to market gains and losses were recognized on a recurring basis. WeWork currently trades in the over-the-counter market and is no longer classified as a Level 1 investment. As of December 31, 2023 and 2022, the fair value of our investment in WeWork of $0.0 million and $21.5 million, respectively, is included in Other non-current assets in the Consolidated Balance Sheets. Investments in early stage proptech companies or other real estate companies are typically fair valued as a result of pricing observed in initial or subsequent funding rounds. These investments are not fair valued on a recurring basis and as such have been excluded from the fair value hierarchy table. As of December 31, 2023 and 2022, our investments in early stage proptech companies had a fair value of approximately $40.7 million and $42.4 million, respectively, and are included in Other non-current assets in the Consolidated Balance Sheets. Investments in real estate venture capital funds and co-investment funds are primarily fair valued using the net asset value (“NAV”) per share (or its equivalent) provided by investees or held at cost, less impairment charges. Critical inputs to NAV estimates include valuations of the underlying real estate assets and borrowings, which incorporate investment-specific assumptions such as discount rates, capitalization rates, rental and expense growth rates, and asset-specific market borrowing rates. As these investments are not required to be classified in the fair value hierarchy, they have been excluded from the fair value hierarchy table. As of December 31, 2023 and 2022, our investments in real estate venture capital funds and co-investment funds had a fair value of approximately $79.0 million and $82.8 million, respectively, and are included in Other non-current assets in the Consolidated Balance Sheets. The Company adjusts these various real estate investments to their fair values each reporting period, and the changes in fair values are reflected in Other (expense) income, net, in the Consolidated Statements of Operations. During the year ended December 31, 2023, the Company recognized an unrealized loss of $21.5 million related to our investment in WeWork and unrealized losses of $6.3 million on other real estate investments. During the year ended December 31, 2022, the Company recognized an unrealized loss of $107.5 million related to our investment in WeWork, offset by unrealized gains of $23.3 million on other real estate investments. |
Accounts Receivable Securitizat
Accounts Receivable Securitization | 12 Months Ended |
Dec. 31, 2023 | |
Transfers and Servicing [Abstract] | |
Accounts Receivable Securitization | Note 19: Accounts Receivable Securitization Under the A/R Securitization, certain of the Company’s wholly-owned subsidiaries continuously sell receivables to certain wholly-owned special purpose entities at fair market value. The special purpose entities then sell 100% of the receivables to an unaffiliated financial institution (the “Purchaser”). Although the special purpose entities are wholly-owned subsidiaries of the Company, they are separate legal entities with their own separate creditors who will be entitled, upon their liquidation, to have liabilities satisfied out of their assets prior to any assets or value in such special purpose entities becoming available to their equity holders and their assets are not available to pay other creditors of the Company. All transactions under the A/R Securitization are accounted for as a true sale in accordance with ASC Topic 860, Transfers and Servicing (“Topic 860”). Following the sale and transfer of the receivables to the Purchaser, the receivables are legally isolated from the Company and its subsidiaries, and the Company sells, conveys, transfers and assigns to the Purchaser all its rights, title and interest in the receivables. Receivables sold are derecognized from the consolidated balance sheet. The Company continues to service, administer and collect the receivables on behalf of the Purchaser, and recognizes a servicing liability in accordance with Topic 860. Any financial statement impact associated with the servicing liability was immaterial for all periods presented. This A/R Securitization allows the Company to receive a cash payment and a DPP receivable for sold receivables. The DPP receivable is paid to the Company in cash on behalf of the Purchaser as the receivables are collected; however, due to the revolving nature of the A/R Securitization, cash collected from the Company’s customers is reinvested by the Purchaser daily in new receivable purchases under the A/R Securitization. For the years ended December 31, 2023 and 2022, receivables sold under the A/R Securitization were $2.6 billion and $2.0 billion, respectively, and cash collections from customers on receivables sold were $2.7 billion and $1.7 billion, respectively, all of which were reinvested in new receivables purchases and are included in cash flows from operating activities in the Consolidated Statements of Cash Flows. As of December 31, 2023 and 2022, the outstanding principal on receivables sold under the A/R Securitization was $345.7 million and $407.9 million, respectively. Refer to Note 18: Fair Value Measurements for additional discussion related to the DPP receivable. This A/R Securitization also provides funding from the Purchaser against receivables sold into the program with a maximum facility limit of $200.0 million. As of December 31, 2023 and 2022, the Company had aggregate capital outstanding under this facility of $100.0 million and $0.0 million, respectively. On June 20, 2023, the Company amended the A/R Securitization to extend the maturity date to June 19, 2026 and incurred a servicing liability fee of $11.3 million in connection with the amendment, which will be amortized through the maturity date of the program. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 20: Supplemental Cash Flow Information The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the sum of such amounts presented in the Consolidated Statements of Cash Flows (in millions): As of December 31, 2023 2022 Cash and cash equivalents $ 767.7 $ 644.5 Restricted cash recorded in Prepaid expenses and other current assets 33.5 74.5 Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 801.2 $ 719.0 Supplemental cash flows and non-cash investing and financing activities are as follows (in millions): Year Ended December 31, 2023 2022 2021 Cash paid for: Interest $ 233.3 $ 181.4 $ 166.4 Income taxes 88.5 215.4 46.5 Operating leases 117.4 125.1 137.8 Non-cash investing/financing activities: Property and equipment additions through finance leases 33.7 34.1 17.1 Deferred and contingent payment obligation incurred through acquisitions — 27.0 4.0 (Decrease) increase in beneficial interest in a securitization (68.2) 251.4 (24.0) Right of use assets acquired through operating leases 81.6 54.4 119.2 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 21: Subsequent Events The Company has evaluated subsequent events through February 20, 2024, the date on which these financial statements were issued, and has determined there were no material subsequent events to disclose. |
Parent Company Information
Parent Company Information | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Parent Company Information | Note 22: Parent Company Information Cushman & Wakefield plc Parent Company Information Condensed Balance Sheets As of December 31, (in millions, except per share data) 2023 2022 Assets Cash $ 22.3 $ 21.7 Accounts receivables 226.6 198.7 Investments in subsidiaries 1,561.9 1,565.1 Total assets $ 1,810.8 $ 1,785.5 Liabilities and Equity Liabilities Trade and other payables $ 132.8 $ 123.4 Total liabilities 132.8 123.4 Equity Ordinary shares, nominal value $0.10 per share, 800,000,000 shares authorized; 227,282,173 and 225,780,535 shares issued and outstanding at December 31, 2023 and 2022, respectively 22.7 22.6 Additional paid-in-capital 2,957.3 2,911.5 Accumulated deficit (1,117.2) (1,081.8) Accumulated other comprehensive loss (185.4) (191.0) Total equity attributable to the Company 1,677.4 1,661.3 Non-controlling interests 0.6 0.8 Total equity 1,678.0 1,662.1 Total liabilities and equity $ 1,810.8 $ 1,785.5 Cushman & Wakefield plc Parent Company Information Condensed Statements of Operations and Comprehensive (Loss) Income Year Ended December 31, (in millions) 2023 2022 2021 Interest and other (expense) income $ (0.1) $ 0.3 $ (0.3) (Loss) income in earnings of subsidiaries (35.3) 196.1 250.3 (Loss) income before taxes (35.4) 196.4 250.0 Net (loss) income attributable to the Parent Company (35.4) 196.4 250.0 Other comprehensive income of subsidiaries 5.6 2.0 49.7 Comprehensive (loss) income attributable to the Parent Company $ (29.8) $ 198.4 $ 299.7 Cushman & Wakefield plc Parent Company Information Condensed Statements of Cash Flows Year Ended December 31, (in millions) 2023 2022 2021 Cash flows from operating activities: Net (loss) income attributable to the Parent Company $ (35.4) $ 196.4 $ 250.0 Reconciliation of Net (loss) income attributable to the Parent Company to net cash (used in) provided by operating activities: Loss (income) in earnings of subsidiaries 35.3 (196.1) (250.3) Net cash (used in) provided by operating activities (0.1) 0.3 (0.3) Cash flows from investing activities: Net cash used in investing activities — — — Cash flows from financing activities: Other financing activities, net 0.7 2.6 6.3 Net cash provided by financing activities 0.7 2.6 6.3 Change in cash and cash equivalents 0.6 2.9 6.0 Cash and cash equivalents, beginning of year 21.7 18.8 12.8 Cash and cash equivalents, end of year $ 22.3 $ 21.7 $ 18.8 Supplemental disclosure of non-cash activities: Stock-based compensation $ 54.1 $ 40.3 $ 58.2 Background and basis of presentation DTZ Jersey Holdings Limited, together with its subsidiaries, was formed on August 21, 2014, by investment funds affiliated with the Founding Shareholders. On November 5, 2014, DTZ Jersey Holdings Limited acquired 100% of the combined DTZ group for $1.1 billion from UGL Limited. On September 1, 2015, DTZ Jersey Holdings Limited acquired 100% of C&W Group, Inc., the legacy Cushman & Wakefield business, for $1.9 billion. On July 6, 2018, the shareholders of DTZ Jersey Holdings Limited exchanged their shares in DTZ Jersey Holdings Limited for interests in newly issued shares of Cushman & Wakefield Limited, a private limited company incorporated in England and Wales. On July 12, 2018, Cushman & Wakefield Limited reduced the nominal value of each ordinary share issued to $0.01. On July 19, 2018, Cushman & Wakefield Limited underwent the Re-registration and was then named Cushman & Wakefield plc (the “Parent Company”). Cushman & Wakefield plc is a holding company that conducts substantially all of its business operations through its subsidiaries. The accompanying condensed financial statements include the accounts of the Parent Company. The investments in subsidiaries are reported on an equity method basis. Accordingly, these condensed financial statements have been presented on a “parent-only” basis. These parent-only financial statements should be read in conjunction with Cushman & Wakefield plc’s audited Consolidated Financial Statements included elsewhere herein. The condensed parent-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of the Company exceed 25% of the consolidated net assets of the Company. The total restricted net assets as of December 31, 2023 are $1.4 billion. Dividends The ability of the Parent Company’s operating subsidiaries to pay dividends may be restricted due to the terms of the subsidiaries’ financings agreements (Refer to Note 10: Long-Term Debt and Other Borrowings). During the fiscal years ended December 31, 2023, 2022 and 2021, the Parent Company’s consolidated subsidiaries did not pay any cash dividends to the Parent Company. |
Schedule II - Valuation & Quali
Schedule II - Valuation & Qualifying Accounts | 12 Months Ended |
Dec. 31, 2023 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation & Qualifying Accounts | Schedule II - Valuation & Qualifying Accounts (in millions) Allowance for Doubtful Accounts Balance, December 31, 2020 $ 70.9 Charges to expense 21.6 Write-offs, payments and other (20.3) Balance, December 31, 2021 72.2 Charges to expense 23.1 Write-offs, payments and other (7.1) Balance, December 31, 2022 88.2 Charges to expense 9.1 Write-offs, payments and other (12.1) Balance, December 31, 2023 $ 85.2 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ (35.4) | $ 196.4 | $ 250 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The Company maintains its accounting records on the accrual basis of accounting and its Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying Consolidated Financial Statements include the accounts of the Company and its consolidated subsidiaries, which include voting interest entities (“VOEs”) in which the Company has determined it has a controlling financial interest in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, Consolidations . All significant intercompany accounts and transactions have been eliminated in consolidation. When applying principles of consolidation, management will identify whether an investee entity is a variable interest entity (“VIE”) or a VOE. For VOEs, the Company consolidates the entity when it controls it through majority ownership and voting rights. The Company has determined that it does not have any material interests in VIEs. The Consolidated Financial Statements are presented in U.S. dollars (“USD”). Entities in which the Company has significant influence over the entity’s financial and operating policies, but does not control, are accounted for using the equity method. The Consolidated Financial Statements include the Company’s share of the income and expenses and equity movements of investees accounted for under the equity method, after adjustments to align the accounting policies with those of the Company, from the date that significant influence or joint control commences until the date that significant influence ceases. When the Company’s share of losses exceeds its interest in an investee, the carrying amount of that interest (including any long-term loans) is reduced to zero and the recognition of further losses is discontinued, except to the extent that the Company has an obligation to make or has made payments on behalf of the investee. For purposes of classifying distributions received from its equity method investments in the Consolidated Statements of Cash Flows, the Company has elected to use the cumulative earnings approach. Under the cumulative earnings approach, distributions up to the amount of cumulative equity in earnings recognized are treated as returns on investment and classified as cash inflows from operating activities, and those in excess of that amount are treated as returns of investment and classified as cash inflows from investing activities. Refer to Note 7: Equity Method Investments for additional information. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to estimates and assumptions include, but are not limited to, the valuation of assets acquired and liabilities assumed in business combinations, including earn-out consideration; the fair value of derivative instruments; the fair value of the Company’s defined benefit plan assets and obligations; the fair value of awards granted under stock-based compensation plans; valuation allowances for income taxes; self-insurance program liabilities; uncertain tax positions; probability of meeting performance conditions in share-based awards; impairment assessments related to goodwill, intangible assets and other long-lived assets and variable consideration subject to accelerated revenue recognition. Although these estimates and assumptions are based on management’s judgment and best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from these estimates. Estimates and underlying assumptions are evaluated on an ongoing basis and adjusted, as needed, using historical experience and other factors, including the current economic environment. Market factors, such as illiquid credit markets, volatile equity markets and foreign currency fluctuations can increase the uncertainty in such estimates and assumptions. The effects of such adjustments are reflected in the Consolidated Financial Statements in the periods in which they are determined. |
Revenue Recognition | Revenue Recognition Revenue is recognized upon transfer of control of promised services to clients in an amount that reflects the consideration the Company expects to receive in exchange for those services, in accordance with ASC Topic 606, Revenue from Contracts with Customers (“Topic 606”). The Company enters into contracts and earns revenue from its (i) Property, facilities and project management, (ii) Leasing, (iii) Capital markets and (iv) Valuation and other service lines. Revenue is recognized net of any taxes collected from customers. A performance obligation is a promise in a contract to transfer a distinct service or a series of distinct services to the client and is the unit of account. A contract’s transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Most service offerings are provided under agreements containing standard terms and conditions, which typically do not require any significant judgments about when revenue should be recognized. The Company allocates the contract’s transaction price to each performance obligation using the best estimate of the standalone selling price of each distinct service in the contract. Nature of Services Property, facilities and project management Fees earned from the delivery of the Company’s Property, facilities and project management services are recognized over time when earned under the provisions of the related agreements and are generally based on a fixed recurring fee or a variable fee, which may be based on hours incurred, a percentage mark-up on actual costs incurred or a percentage of monthly gross receipts. The services provided are a series of distinct daily performance obligations being completed over time, and revenue is recognized at the end of each period associated with the satisfaction of a particular performance obligation. The Company may also earn additional revenue based on certain qualitative and quantitative performance measures, which can be based on certain key performance indicators. This additional revenue is recognized over time when earned as the performance obligation is satisfied and the fees are not deemed probable of significant reversal in future periods. When accounting for reimbursements of third-party expenses incurred on a client’s behalf, the Company determines whether it is acting as a principal or an agent in the arrangement. When the Company is acting as a principal, the Company’s revenue is reported on a gross basis and comprises the entire amount billed to the client and reported costs of services includes all expenses associated with the client. When the Company is acting as an agent, the Company’s fee is reported on a net basis as revenue for reimbursed amounts is netted against the related expenses. Within Topic 606, control of the service before transfer to the customer is the focal point of the principal versus agent assessments. The Company is a principal if it controls the services before they are transferred to the client. The presentation of revenues and expenses pursuant to these arrangements under either a gross or net basis has no impact on service line fee revenue, net income or cash flows. Leasing and Capital markets The Company records commission revenue on real estate leases and sales at the point in time when the performance obligation is satisfied, which is generally upon lease execution or transaction closing. Terms and conditions of a commission agreement may include, but are not limited to, execution of a signed lease agreement and future contingencies, including tenant’s occupancy, payment of a deposit or payment of first month’s rent (or a combination thereof). Under Topic 606, we accelerate the recognition of certain revenues that are based, in part, on future contingent events. For the revenues related to Leasing services, the Company’s performance obligation will typically be satisfied upon execution of a lease and the portion of the commission that is contingent on a future event will likely be recognized if deemed not subject to significant reversal, based on the Company’s estimates and judgments. The Company’s commission expense is recognized in the same period as the corresponding revenue. Valuation and other services Valuation and advisory fees are earned upon completion of the service, which is generally upon delivery of a preliminary or final appraisal report. Consulting fees are recognized when earned under the provisions of the client contracts, which is generally upon completion of services. If the Company has multiple contracts with the same customer, the Company assesses whether the contracts are linked or are separate arrangements. The Company considers several factors in this assessment, including the timing of negotiation, interdependence with other contracts or elements and pricing and payment terms. The Company and its customers typically view each contract as a separate arrangement, as each service has standalone value, selling prices of the separate services exist and are negotiated independently and performance of the services is distinct. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. For the years ended December 31, 2023, 2022 and 2021, advertising costs of $39.9 million, $41.8 million and $45.8 million, respectively, were included in Operating, administrative and other expenses in the Consolidated Statements of Operations. |
Debt Issuance Costs, Premiums and Discounts | Debt Issuance Costs, Premiums and Discounts Debt issuance costs, premiums and discounts are amortized into Interest expense over the term of the related loan agreements using the effective interest method. Debt issuance costs, premiums and discounts related to non-revolving debt are presented in the Consolidated Balance Sheets as a direct deduction from the carrying value of the associated debt liability. Debt issuance costs related to revolving credit facilities are presented in the Consolidated Balance Sheets as Other non-current assets. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method in accordance with ASC Topic 740, Income Taxes . Deferred tax assets and liabilities are recognized for the expected future tax consequences attributable to differences between carrying amounts of existing assets and liabilities and their respective tax bases, as well as operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that the new rate is enacted. A valuation allowance is established against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized in the future. In determining the amount of current and deferred tax, the Company considers the impact of uncertain tax positions and whether additional taxes and interest may be due. New information may become available that causes the Company to change its judgment regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period that such a determination is made. |
Cash and Cash Equivalents, Restricted Cash | Cash and Cash Equivalents Cash and cash equivalents comprise cash balances and highly liquid investments with original maturities of three months or less. The carrying amount of cash equivalents approximates fair value. Checks issued but not presented to banks may result in book overdraft balances for accounting purposes, which are classified within short-term borrowings and the change as a component of financing cash flows. The Company also manages certain cash and cash equivalents as an agent for its property and facilities management clients. These amounts are not included in the accompanying Consolidated Balance Sheets. h) Restricted Cash Restricted cash of $33.5 million and $74.5 million as of December 31, 2023 and 2022, respectively, is included within Prepaid expenses and other current assets in the accompanying Consolidated Balance Sheets. These balances primarily consist of legally restricted deposits related to contracts entered with others, including clients, in the normal course of business. |
Trade and Other Receivables | Trade and Other Receivables Trade and other receivables are presented in the Consolidated Balance Sheets net of estimated uncollectible amounts. On a periodic basis, the Company evaluates its receivables and establishes an allowance for doubtful accounts based on historical experience and other currently available information. The allowance reflects the Company’s best estimate of collectability risks on outstanding receivables. Accounts Receivable Securitization Program |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost, net of accumulated depreciation, or in the case of leased assets, at the present value of the future minimum lease payments. Costs include expenditures that are directly attributable to the acquisition of the asset and costs incurred to prepare the asset for its intended use. Direct costs for internally developed software are capitalized during the application development stage. All costs during the preliminary project stage are expensed as incurred. The costs capitalized include consulting, licensing and direct labor costs and are amortized upon implementation of the software in production over the useful life of the software. Repair and maintenance costs are expensed as incurred. Depreciation of property and equipment is computed on a straight-line basis over the asset’s estimated useful life. Assets held under finance leases are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. The Company’s estimated useful lives are as follows: Furniture and equipment 1 to 15 years Leasehold improvements Shorter of lease term or asset useful life, 1 to 20 years Equipment under finance lease Shorter of lease term or asset useful life, 1 to 10 years Software 1 to 10 years The Company evaluates the reasonableness of the useful lives of property and equipment at least annually. |
Business Combinations, Goodwill and Other Intangible Assets | Business Combinations, Goodwill and Other Intangible Assets We account for business combinations using the acquisition method of accounting, which requires that once control is obtained, all of the assets acquired and liabilities assumed, including contingent and deferred consideration and amounts attributable to non-controlling interests, be recorded at their respective fair values as of acquisition date. Determination of the fair values of the assets and liabilities acquired requires estimates and the use of valuation techniques when market values are not readily available. Any excess of the cost of the business combination over the fair value of the net assets acquired is recognized as goodwill in the Consolidated Balance Sheets. Goodwill and indefinite-lived intangible assets are not amortized and are stated at cost. Definite-lived intangible assets are stated at cost less accumulated amortization. Amortization of definite-lived intangible assets is recognized in the Consolidated Statements of Operations on a straight-line basis over the estimated useful lives of the intangible assets. The Company evaluates the reasonableness of the useful lives of these intangibles at least annually. Goodwill is tested for impairment at least annually, typically in the fourth quarter. The Company will test more frequently if there are indicators of impairment or whenever business or economic circumstances change, suggesting the carrying value of goodwill may not be recoverable. The Company typically performs an impairment evaluation of goodwill to assess whether the fair value of a reporting unit (“RU”) is less than its carrying amount, by initially performing a qualitative assessment (“step zero”), and proceeds to the quantitative impairment test (“Step 1”) if it is more likely than not that the fair value of the RU is less than its carrying amount. The Company may elect to skip the qualitative assessment and proceed directly to performing Step 1. If the Company determines the quantitative impairment test is required, the estimated fair value of the RU is compared to its carrying amount, including goodwill. If the estimated fair value of a RU exceeds its carrying value, goodwill is not considered to be impaired. If the carrying amount exceeds the estimated fair value, an impairment loss is recognized equal to that excess. The loss recognized cannot exceed the carrying amount of goodwill. The Company elected an annual goodwill impairment assessment date of October 1 and elected to perform a quantitative impairment test on October 1, 2023. Refer to Note 6: Goodwill and Other Intangible Assets for additional discussion of the 2023 goodwill impairment assessment. The Company assesses, at least quarterly, qualitative indicators related to definite-lived intangible assets, such as customer relationships, to determine if any events or circumstances indicate the carrying amount of the intangible asset is not recoverable. If certain circumstances indicate potential recoverability issues, a quantitative test is performed to determine whether the carrying amount exceeds its fair value. The Company records an impairment loss for intangible assets if the fair value of the asset is less than the asset’s carrying amount. |
Accrued Claims and Contingencies | Accrued Claims and Contingencies The Company is subject to various claims and contingencies related to lawsuits. A liability is recorded for claims or other contingencies when the risk of loss is probable and estimable. The required reserves may change due to new developments in each period. Legal fees are expensed as incurred. |
Derivatives and Hedging Activities | Derivatives and Hedging Activities From time to time, the Company enters into derivative financial instruments, including foreign exchange forward contracts and interest rate swaps, to manage its exposure to foreign exchange rate and interest rate risks. The Company views derivative financial instruments as a risk management tool and, accordingly, does not use derivatives for trading or speculative purposes. Derivatives are initially recognized at fair value at the date the derivative contracts are executed and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in the Consolidated Statements of Operations immediately unless the derivative is designated and effective as a hedging instrument, in which case hedge accounting is applied. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. |
Foreign Currency Transactions | Foreign Currency Transactions Foreign currency transactions are recorded in the functional currency at the exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are recorded in the functional currency at the foreign exchange rate at that date, which may result in a foreign currency gain or loss. Foreign currency gains or losses are recognized in the Consolidated Statements of Operations, except for differences arising on the retranslation of a financial liability designated as a hedge of the net investment in a foreign operation, or qualifying cash flow hedges, which are recognized in Other comprehensive income (loss) and accumulated within equity. For the years ended December 31, 2023, 2022 and 2021, foreign currency transactions resulted in a loss of $12.5 million, a loss of $4.5 million, and a gain of $0.6 million, respectively, which were recognized within Costs of services and Operating, administrative, and other expenses in the Consolidated Statements of Operations. Foreign Currency Translation The assets and liabilities of foreign operations are translated into USD at the balance sheet date. Income and expense items are translated at the monthly average rates. Translation adjustments are included in Accumulated other comprehensive loss. |
Leases | Leases The Company enters into operating leases for real estate and equipment, such as motor vehicles and IT equipment. Leases are initially assessed at contract inception for whether the Company has the right to control the asset and are measured based on the present value of future minimum lease payments over the lease term beginning at the commencement date. The future minimum lease payments are typically discounted using an incremental borrowing rate derived from information available at the lease commencement date as our leases generally do not include implicit rates. The incremental borrowing rate is calculated based on our collateralized borrowing rate adjusted for jurisdictional considerations. The Non-current operating lease assets also include any lease payments made prior to the commencement date and are recorded net of any lease incentives. Leases typically have limited restrictions and covenants on the Company for incurring additional financial obligations. Rental payments are generally fixed, with no special terms or conditions; however, certain operating leases also include variable lease payments such as insurance, real estate taxes, and annual changes in the consumer price index (“CPI”). Additionally, the Company’s office leases may have options to extend or terminate the lease, the terms of which vary by lease; however, these options are not reasonably certain of being exercised, and the option periods are not considered in the calculation of the Non-current operating lease asset or the operating lease liability. The Company generally only enters into subleases for its real estate leases, with the terms of the subleases consistent with those of the underlying lease. Lease expense for operating leases is recognized on a straight-line basis over the lease term in Operating, administrative and other in the Consolidated Statements of Operations. Operating lease assets are included in Non-current operating lease assets, and operating lease liabilities are included in Other current liabilities and Non-current operating lease liabilities in the Consolidated Balance Sheets. Finance lease assets are included in Property and Equipment, net and finance lease liabilities are included in Short-term borrowings and current portion of long-term debt and Long-term debt, net in the Consolidated Balance Sheets, respectively. The Company has lease agreements with lease and non-lease components, but as the Company has elected the practical expedient to not separate lease and non-lease components for all asset classes, they are not accounted for separately. Instead, consideration for the lease is allocated to a single lease component. Further, the Company has elected the practical expedient for the short-term lease exemption for all asset classes and therefore does not recognize operating lease assets or operating lease liabilities for leases with a term of 12 months or less. The impact of off-balance sheet accounting for short-term leases is immaterial. For certain equipment leases, the Company applies a portfolio approach to account for the operating lease assets and liabilities. |
Share-based Payments | Share-based PaymentsThe Company grants stock options and restricted stock awards to employees and directors under the Amended and Restated 2018 Omnibus Management Share and Cash Incentive Plan and the Amended and Restated 2018 Omnibus Non-Employee Director Share and Cash Incentive Plan (collectively, the “2018 Omnibus Plans”). For time-based awards, the grant date fair value is recognized as compensation expense using the straight-line vesting method over the vesting period, with a corresponding increase in equity or liabilities, depending on the balance sheet classification. For performance-based awards, the grant date fair value is recognized as compensation expense as the awards vest based on the achievement of performance and market conditions, with a corresponding increase in equity or liabilities, depending on the balance sheet classification. |
Investments | Investments The Company directly invests in early stage property technology (“proptech”) companies, real estate investment funds and other real estate companies across various sectors. The Company typically reports these investments at cost, less impairment charges, and adjusts to fair value if the Company identifies observable price changes in orderly transactions for identical or similar instruments of the same issuer. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The following accounting pronouncements have been recently issued or adopted by the Company: Reference Rate Reform In March 2020, the FASB issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”). In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”). ASU 2020-04 provides temporary optional practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts, and ASU 2021-01 and ASU 2022-06 amended the scope and deferred the sunset date of ASU 2020-04, respectively. During the second quarter of 2023, the Company elected the optional expedient for modifications of debt contracts, which did not have a significant impact on our financial statements and related disclosures. Refer to Note 10: Long-Term Debt and Other Borrowings for additional information. Business Combinations In October 2021, the FASB issued ASU 2021-08, Business Combinations: Accounting for Contract Asset and Contract Liabilities from Contracts with Customers , which requires that an acquirer in a business combination recognize and measure contract assets and liabilities acquired in accordance with Topic 606 as if the acquirer had originated the contracts. The Company early adopted the ASU effective January 1, 2022, with no impact to our financial statements and related disclosures. In August 2023, the FASB issued ASU 2023-05, Business Combinations – Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). ASU 2023-05 applies to the formation of a joint venture and requires a joint venture to initially measure all contributions received upon its formation at fair value. The guidance is effective for all joint ventures with a formation date on or after January 1, 2025. Early adoption is permitted. Joint ventures formed before the effective date have the option to apply it retrospectively, while those formed after the effective date are required to apply it prospectively. The Company intends to apply this guidance for future arrangements meeting the definition of a joint venture prospectively after the guidance is effective. Government Assistance In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance, which requires certain disclosures when companies have received government assistance and use a grant or contribution accounting model by analogy to other accounting guidance. A company that has received government assistance must provide disclosures related to the nature of the transaction, accounting policies used to account for the transaction, and the amounts and line items on the financial statements that are affected by the transaction. The Company prospectively adopted the ASU effective January 1, 2022, with no impact to our financial statements and related disclosures. Fair Value Measurement In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions , which clarifies that a company should not consider contractual restrictions on the sale of equity securities in measuring fair value. This ASU clarifies the guidance in ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), on the fair value measurement of equity securities that are subject to a contractual sale restriction and requires specific disclosures related to such equity securities. The Company early adopted this ASU effective July 1, 2022, with no impact to our financial statements and related disclosures. SEC Staff Bulletins and Releases In July 2023, the FASB issued ASU 2023-03 to amend various SEC paragraphs in the Accounting Standards Codification to primarily reflect the issuance of SEC Staff Accounting Bulletin No. 120. In August 2023, the FASB issued ASU 2023-04 to amend additional SEC paragraphs in the ASC to primarily reflect the issuance of SEC Staff Accounting Bulletin No. 121. The ASUs do not provide any new guidance, so there is no transition or effective date associated with them and, therefore, the Company adopted the ASUs with no impact to our financial statements and related disclosures. In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative , to amend certain disclosure and presentation requirements for a variety of topics within the ASC. These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not anticipate that the ASU will have an impact on our financial statements and related disclosures. Segment Reporting In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , to amend reportable segment disclosure requirements. The ASU requires interim and annual disclosures about significant segment expenses that are regularly provided to an entity’s chief operating decision maker or those charged with assessing segment performance and allocating resources. The guidance is effective for annual periods beginning after December 15, 2023 and interim periods beginning after December 15, 2024. Early adoption is permitted. The amended disclosure requirements are to be applied retrospectively. The Company is currently evaluating the impact that the ASU will have on our financial statement disclosures and the timing of adoption. This ASU will result in expanded disclosures related to each reportable segment but will have no impact to our Consolidated Financial Statements. Income Taxes In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , to amend certain disclosure and presentation requirements. The ASU requires entities to disclose disaggregated information within its effective tax rate reconciliation as well as additional information related to income taxes paid, such as amount paid disaggregated by jurisdiction, among other disclosures. The guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The amended disclosure and presentation requirements are to be applied on a prospective basis, but retrospective application is permitted. The Company is currently evaluating the impact that the ASU will have on our financial statement disclosures and the method and timing of adoption. This ASU will impact our income tax disclosures but not our Consolidated Financial Statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Lives | The Company’s estimated useful lives are as follows: Furniture and equipment 1 to 15 years Leasehold improvements Shorter of lease term or asset useful life, 1 to 20 years Equipment under finance lease Shorter of lease term or asset useful life, 1 to 10 years Software 1 to 10 years Property and equipment consists of the following (in millions): As of December 31, 2023 2022 Software $ 194.5 $ 193.2 Leasehold improvements 256.0 243.7 Plant and equipment 121.0 118.7 Equipment under finance lease 134.5 99.8 Software under development 10.0 10.4 Construction in progress 12.7 11.9 728.7 677.7 Less: Accumulated depreciation (564.9) (505.1) Total property and equipment, net $ 163.8 $ 172.6 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Summarized Financial Information by Segment | Summarized financial information by segment is as follows (in millions): Year Ended December 31, % Change 2023 2022 2021 2023 v 2022 2022 v 2021 Total revenue Americas $ 7,129.0 $ 7,751.0 $ 7,015.3 (8) % 10 % EMEA 973.7 1,030.1 1,113.1 (5) % (7) % APAC 1,391.0 1,324.6 1,260.3 5 % 5 % Total revenue $ 9,493.7 $ 10,105.7 $ 9,388.7 (6) % 8 % Adjusted EBITDA Americas $ 429.6 $ 715.5 $ 647.0 (40) % 11 % EMEA 77.4 106.0 117.9 (27) % (10) % APAC 63.1 77.3 121.5 (18) % (36) % |
Schedule of Adjusted EBITDA | Adjusted EBITDA is calculated as follows (in millions): Year Ended December 31, 2023 2022 2021 Adjusted EBITDA - Americas $ 429.6 $ 715.5 $ 647.0 Adjusted EBITDA - EMEA 77.4 106.0 117.9 Adjusted EBITDA - APAC 63.1 77.3 121.5 Add/(less): Depreciation and amortization (145.6) (146.9) (172.1) Interest expense, net of interest income (281.1) (193.1) (179.5) Provision for income taxes (5.4) (141.6) (89.9) Unrealized loss on investments, net (27.8) (84.2) (10.4) Integration and other costs related to merger (11.2) (14.0) (32.4) Pre-IPO stock-based compensation — (3.1) (5.4) Acquisition related costs and efficiency initiatives (14.2) (93.8) (140.4) Cost savings initiatives (55.6) — — CEO transition costs (8.3) — — Servicing liability fees and amortization (11.7) (7.9) (1.3) Legal and compliance matters (23.0) — — Other (21.6) (17.8) (5.0) Net (loss) income $ (35.4) $ 196.4 $ 250.0 |
Schedule of Revenue by Geographical Areas | Revenue in the table below is allocated based upon the country in which services are performed (in millions): Year Ended December 31, 2023 2022 2021 United States $ 6,810.7 $ 7,447.4 $ 6,771.0 Australia 472.5 447.8 452.8 United Kingdom 369.4 365.3 420.6 All other countries 1,841.1 1,845.2 1,744.3 Total $ 9,493.7 $ 10,105.7 $ 9,388.7 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a calculation of EPS (in millions, except per share amounts): Year Ended December 31, 2023 2022 2021 Basic EPS Net (loss) income $ (35.4) $ 196.4 $ 250.0 Weighted average shares outstanding for basic (loss) earnings per share 226.9 225.4 223.0 Basic (loss) earnings per share attributable to common shareholders $ (0.16) $ 0.87 $ 1.12 Diluted EPS Net (loss) income $ (35.4) $ 196.4 $ 250.0 Weighted average shares outstanding for basic (loss) earnings per share 226.9 225.4 223.0 Dilutive effect of restricted stock units — 2.0 2.5 Dilutive effect of stock options — 0.6 1.0 Weighted average shares outstanding for diluted (loss) earnings per share 226.9 228.0 226.5 Diluted (loss) earnings per share attributable to common shareholders $ (0.16) $ 0.86 $ 1.10 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables disaggregate revenue by reportable segment and service line (in millions): Year Ended December 31, 2023 Revenue recognition timing Americas EMEA APAC Total Property, facilities and project management Over time $ 4,973.2 $ 484.0 $ 1,046.9 $ 6,504.1 Leasing At a point in time 1,445.3 230.0 176.3 1,851.6 Capital markets At a point in time 558.9 83.5 55.2 697.6 Valuation and other At a point in time or over time 151.6 176.2 112.6 440.4 Total revenue $ 7,129.0 $ 973.7 $ 1,391.0 $ 9,493.7 Year Ended December 31, 2022 Revenue recognition timing Americas EMEA APAC Total Property, facilities and project management Over time $ 4,868.7 $ 473.2 $ 966.2 $ 6,308.1 Leasing At a point in time 1,690.9 235.1 180.1 2,106.1 Capital markets At a point in time 990.5 142.2 58.6 1,191.3 Valuation and other At a point in time or over time 200.9 179.6 119.7 500.2 Total revenue $ 7,751.0 $ 1,030.1 $ 1,324.6 $ 10,105.7 Year Ended December 31, 2021 Revenue recognition timing Americas EMEA APAC Total Property, facilities and project management Over time $ 4,298.1 $ 503.4 $ 858.0 $ 5,659.5 Leasing At a point in time 1,408.5 247.7 204.1 1,860.3 Capital markets At a point in time 1,114.2 168.9 70.5 1,353.6 Valuation and other At a point in time or over time 194.5 193.1 127.7 515.3 Total revenue $ 7,015.3 $ 1,113.1 $ 1,260.3 $ 9,388.7 |
Contract with Customer, Contract Assets and Contract Liabilities | The following table provides information on contract assets and contract liabilities from contracts with customers included in the Consolidated Balance Sheets (in millions): As of December 31, 2023 2022 Short-term contract assets $ 352.7 $ 397.3 Contract asset allowances (41.7) (39.1) Short-term contract assets, net 311.0 358.2 Non-current contract assets 81.1 89.7 Contract asset allowances (2.2) (2.2) Non-current contract assets, net included in Other non-current assets 78.9 87.5 Total contract assets, net $ 389.9 $ 445.7 Contract liabilities included in Accounts payable and accrued expenses $ 57.0 $ 68.7 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill | The following table summarizes the changes in the carrying amount of goodwill by segment (in millions): Americas EMEA APAC Total Balance as of December 31, 2021 $ 1,511.2 $ 317.2 $ 253.5 $ 2,081.9 Acquisitions 6.3 15.0 6.1 27.4 Measurement period adjustments 3.5 1.7 — 5.2 Effect of movements in exchange rates and other (4.2) (28.0) (16.8) (49.0) Balance as of December 31, 2022 $ 1,516.8 $ 305.9 $ 242.8 $ 2,065.5 Dispositions — (0.7) (1.6) (2.3) Effect of movements in exchange rates and other 1.5 15.6 0.6 17.7 Balance as of December 31, 2023 $ 1,518.3 $ 320.8 $ 241.8 $ 2,080.9 |
Summary of Finite-Lived Intangible Assets | The following tables summarize the carrying amounts and accumulated amortization of intangible assets (in millions): As of December 31, 2023 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 2 - 15 1,375.2 (1,115.7) 259.5 Other intangible assets 5 15.3 (14.9) 0.4 Total intangible assets $ 1,936.5 $ (1,130.6) $ 805.9 As of December 31, 2022 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 1 - 15 1,372.0 (1,045.7) 326.3 Other intangible assets 5 - 7 16.8 (14.6) 2.2 Total intangible assets $ 1,934.8 $ (1,060.3) $ 874.5 |
Summary of Indefinite-Lived Intangible Assets | The following tables summarize the carrying amounts and accumulated amortization of intangible assets (in millions): As of December 31, 2023 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 2 - 15 1,375.2 (1,115.7) 259.5 Other intangible assets 5 15.3 (14.9) 0.4 Total intangible assets $ 1,936.5 $ (1,130.6) $ 805.9 As of December 31, 2022 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 1 - 15 1,372.0 (1,045.7) 326.3 Other intangible assets 5 - 7 16.8 (14.6) 2.2 Total intangible assets $ 1,934.8 $ (1,060.3) $ 874.5 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | The Company had investments in certain strategic joint ventures classified under the equity method of accounting as follows (in millions): As of December 31, 2023 2022 Greystone JV $ 574.9 $ 550.8 Vanke JV 122.7 116.3 Other investments 10.4 10.2 Total Equity method investments $ 708.0 $ 677.3 The Company recognized earnings from equity method investments during the period as follows (in millions): Year Ended December 31, 2023 2022 2021 Greystone JV $ 43.7 $ 72.9 $ 6.4 Vanke JV 9.7 4.7 10.8 Other investments 4.7 7.4 4.0 Total Earnings from equity method investments $ 58.1 $ 85.0 $ 21.2 The following tables summarize the combined financial information for our equity method investments, based on the most recent and sufficiently timely financial information available to the Company as of the respective reporting dates and periods. Certain equity method investments for which results are not available on a timely basis are reported on a lag. Such aggregated summarized financial data does not represent the Company’s proportionate share of the equity method investment assets or earnings. As of December 31, (in millions) 2023 2022 Cash and cash equivalents $ 270.2 $ 315.5 Accounts receivable 307.2 236.5 Mortgage loans held for sale 560.1 434.7 Mortgage servicing rights 835.0 770.2 Total assets $ 2,537.9 $ 2,393.0 Accounts payable and accrued expenses $ 502.7 $ 501.5 Mortgage indebtedness 892.9 816.3 Total liabilities $ 1,723.0 $ 1,647.7 Non-controlling interest $ 9.9 $ 8.7 Year Ended December 31, (in millions) 2023 2022 2021 Gross revenues $ 1,664.6 $ 1,608.5 $ 966.2 Gross profit 320.1 374.2 133.0 Net income 158.1 231.9 63.4 Net income attributable to the entity 157.8 231.9 63.1 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | The Company’s estimated useful lives are as follows: Furniture and equipment 1 to 15 years Leasehold improvements Shorter of lease term or asset useful life, 1 to 20 years Equipment under finance lease Shorter of lease term or asset useful life, 1 to 10 years Software 1 to 10 years Property and equipment consists of the following (in millions): As of December 31, 2023 2022 Software $ 194.5 $ 193.2 Leasehold improvements 256.0 243.7 Plant and equipment 121.0 118.7 Equipment under finance lease 134.5 99.8 Software under development 10.0 10.4 Construction in progress 12.7 11.9 728.7 677.7 Less: Accumulated depreciation (564.9) (505.1) Total property and equipment, net $ 163.8 $ 172.6 |
Derivative Financial Instrume_2
Derivative Financial Instruments and Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivatives | The following table presents the fair value of derivatives as of December 31, 2023 and 2022 (in millions): December 31, 2023 December 31, 2022 December 31, 2023 Assets Liabilities Assets Liabilities Derivative Instrument Notional Fair Value Fair Value Fair Value Fair Value Designated: Cash flow hedges: Interest rate swaps $ 1,973.6 $ 4.3 $ 6.7 $ — $ 10.7 Non-designated: Foreign currency forward contracts $ 1,329.1 $ 1.0 $ 0.7 $ 2.8 $ 3.0 |
Schedule of Effect of Derivatives As Hedges, Net of Applicable Income Taxes | The following table presents the effect of derivatives designated as cash flow hedges in the Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021 (in millions): Beginning Accumulated Other Comprehensive (Gain) Loss Amount of (Gain) Loss Recognized in Other Comprehensive Loss on Derivatives (1) Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Statement of Operations (2) Ending Accumulated Other Comprehensive (Gain) Loss Year Ended December 31, 2023 Interest rate cash flow hedges $ (48.7) $ (24.3) $ 36.0 $ (37.0) Year Ended December 31, 2022 Interest rate cash flow hedges $ 84.2 $ (116.0) $ (16.9) $ (48.7) Year Ended December 31, 2021 Interest rate cash flow hedges $ 158.9 $ (33.5) $ (41.2) $ 84.2 (1) Amount is net of related deferred tax benefit of $2.5 million, $0.0 million and $0.0 million for the years ended December 31, 2023, 2022 and 2021, respectively. (2) Amount is net of related income tax expense of $0.0 million, $0.0 million and $1.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Long-Term Debt and Other Borr_2
Long-Term Debt and Other Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following (in millions): As of December 31, 2023 2022 Collateralized: Term Loan, due August 2025, net of unamortized discount and financing costs of $0.0 million and $19.1 million, respectively $ 192.9 $ 2,573.9 Term Loan, due January 2030 Tranche-1, net of unamortized discount and financing costs of $10.7 million 984.3 — Term Loan, due January 2030 Tranche-2, net of unamortized discount and financing costs of $19.5 million 980.5 — 6.750% Senior Secured Notes, due May 2028, net of unamortized financing costs of $6.3 million and $7.8 million, respectively 643.7 642.2 8.875% Senior Secured Notes, due September 2031, net of unamortized discount and financing costs of $6.7 million 393.3 — Finance lease liabilities 45.9 39.6 Notes payable to former stockholders — 0.2 Total 3,240.6 3,255.9 Less: current portion of long-term debt (143.7) (44.2) Total Long-term debt, net $ 3,096.9 $ 3,211.7 |
Employee Benefits (Tables)
Employee Benefits (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefit Plans Disclosure | The net asset for the U.K. defined benefit plans is presented within Other non-current assets and is comprised of the following (in millions): As of December 31, 2023 2022 Present value of benefit obligations $ (142.3) $ (135.6) Fair value of defined benefit plan assets 144.8 138.4 Net asset $ 2.5 $ 2.8 |
Schedule of Changes in Net Liability for Defined Benefit Plans | Changes in the net asset/liability for the U.K. defined benefit plans were as follows (in millions): As of December 31, 2023 2022 Change in pension benefit obligations: Balance at beginning of year $ (135.6) $ (215.3) Service cost (0.2) (0.5) Interest cost (5.7) (3.4) Actuarial (losses) gains (1.1) 51.8 Benefits paid 7.8 7.0 Foreign exchange movement (7.5) 24.8 Balance at end of year $ (142.3) $ (135.6) Change in pension plan assets: Balance at beginning of year $ 138.4 $ 248.9 Actual return on plan assets 6.4 (79.4) Employer contributions — 5.2 Benefits paid (7.8) (7.0) Foreign exchange movement 7.8 (29.3) Balance at end of year $ 144.8 $ 138.4 Net asset balance at end of year $ 2.5 $ 2.8 |
Schedule of Net Periodic Benefit Costs | Total amounts recognized in the Consolidated Statements of Operations for the U.K. defined benefit plans were as follows (in millions): Year Ended December 31, 2023 2022 2021 Service and other cost $ (0.2) $ (0.5) $ (0.4) Interest cost (5.7) (3.4) (2.9) Expected return on assets 5.7 3.3 5.7 Settlement loss — — (0.4) Amortization of net loss (0.8) (0.1) (0.2) Net periodic pension (cost) benefit $ (1.0) $ (0.7) $ 1.8 |
Schedule of Actuarial Gains and Losses Recognized in Accumulated other Comprehensive Loss | Total amounts recognized in Accumulated other comprehensive loss for the U.K. defined benefit plans were as follows (in millions): Year Ended December 31, 2023 2022 2021 Cumulative actuarial (losses) gains at beginning of year $ (28.1) $ 2.9 $ (5.5) Actuarial (losses) gains recognized during the period, net of tax (1) (0.4) (30.9) 8.0 Amortization of net loss 0.8 0.1 0.2 Foreign exchange movement (2.1) (0.2) 0.2 Cumulative actuarial (losses) gains at end of year $ (29.8) $ (28.1) $ 2.9 (1) Actuarial (losses) gains recognized are reported net of tax expense of $0.0 million, $0.0 million and $0.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Schedule of Assumptions Used | Year Ended December 31, Principal actuarial assumptions 2023 2022 2021 Discount rate 4.1% 4.2% 1.5% The Company evaluates these assumptions on a regular basis taking into consideration current market conditions and historical market data. A lower discount rate would increase the present value of the benefit obligation. Other changes in actuarial assumptions, such as plan participants’ life expectancy or expected return on plan assets, can also have an impact on the net benefit obligation. The investment strategies are set by the independent trustees of the plans and are established to achieve a reasonable balance between risk and return and to cover administrative expenses, as well as to maintain funds at a level to meet any applicable minimum funding requirements. As of December 31, 2023 and 2022, the primary assets of the plans were bulk annuity insurance policies. The weighted average plan asset allocations as of December 31, 2023 and 2022 by asset category for the U.K. defined benefit plans were as follows: Major categories of plan assets: 2023 2022 Bulk annuity insurance policy 97% 97% Cash and other instruments 3% 3% Total 100% 100% |
Schedule of Expected Benefit Payments | Expected future benefit payments for the U.K. defined benefit pension plans are as follows (in millions): Payment 2024 $ 8.6 2025 8.3 2026 8.3 2027 8.7 2028 8.7 From 2029 to 2033 42.7 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Loss Before Income Taxes and Income Tax Provision from Continuing Operations | The significant components of (loss) earnings before income taxes and the provision for income taxes are as follows (in millions): Year Ended December 31, 2023 2022 2021 United States $ (116.8) $ 306.0 $ 228.6 Other countries 86.8 32.0 111.3 (Loss) earnings before income taxes $ (30.0) $ 338.0 $ 339.9 Year Ended December 31, 2023 2022 2021 United States federal: Current $ 10.5 $ 45.7 $ 62.7 Deferred (44.0) 4.7 (21.7) Total United States federal income taxes (33.5) 50.4 41.0 United States state and local: Current 7.5 27.5 31.0 Deferred (5.9) 1.7 (26.6) Total United States state and local income taxes 1.6 29.2 4.4 All other countries: Current 39.8 54.2 53.2 Deferred (2.5) 7.8 (8.7) Total all other countries income taxes 37.3 62.0 44.5 Total provision for income taxes $ 5.4 $ 141.6 $ 89.9 |
Schedule of Reconciliation of Effective Tax Rate | Differences between income tax expense reported for financial reporting purposes and tax expense computed based upon the application of the United States federal tax rate to the reported (loss) earnings before income taxes are as follows (in millions): Year Ended December 31, 2023 2022 2021 Reconciliation of effective tax rate (Loss) earnings before income taxes $ (30.0) $ 338.0 $ 339.9 Taxes at the statutory rate (6.3) 70.9 71.4 Adjusted for: State taxes, net of the federal benefit 0.2 23.4 (1.5) Other permanent nondeductible items 13.4 12.7 20.4 Foreign tax rate differential (2.6) 3.5 (0.3) Change in valuation allowance 9.4 11.0 20.2 Impact of repatriation (0.2) (3.7) — Uncertain tax positions (13.1) 2.2 2.2 Deferred tax inventory adjustment 6.5 7.1 (1.4) Tax credits (3.5) (1.4) (6.8) Other, net 1.6 15.9 (14.3) Provision for income taxes $ 5.4 $ 141.6 $ 89.9 The Organization for Economic Co-Operation and Development (“OECD”) has asked countries around the globe to act to prevent what it refers to as base erosion and profit shifting. The OECD recently announced a consensus around further changes in traditional international tax principles to address, among other things, the perceived need for a minimum global effective tax rate of 15% (“Pillar 2”). On July 11, 2023, following the Pillar 2 directive, the UK enacted legislation to transpose the Pillar 2 directive into domestic law for years beginning after December 31, 2023. The EU and other countries are taking similar actions to propose and implement Pillar 2 legislation, pursuant to the directive. As a company organized in England and Wales, we are evaluating developments to determine whether Pillar 2 will materially impact our financial position but do not currently believe these rules will have a material impact on our taxes in the near future. |
Schedule of Deferred Tax Assets and Liabilities | The tax effect of temporary differences that gave rise to deferred tax assets and liabilities are as follows (in millions): As of December 31, 2023 2022 Deferred tax assets Liabilities $ 171.9 $ 152.2 Property, plant and equipment 0.7 13.9 Deferred expenditures 107.3 53.2 Employee benefits 104.2 129.7 Tax losses / credits 199.2 189.2 Intangible assets 14.9 15.4 Income recognition 13.8 13.5 Deferred tax assets 612.0 567.1 Less: valuation allowance (222.0) (204.8) Net deferred tax assets $ 390.0 $ 362.3 Deferred tax liabilities Intangible assets (254.5) (271.0) Income recognition — — Right-of-use asset (73.9) (76.9) Other (7.9) (13.0) Total deferred tax liabilities $ (336.3) $ (360.9) Net deferred tax assets $ 53.7 $ 1.4 |
Schedule of Unrecognized Tax Benefits | Changes in the Company’s unrecognized tax benefits are (in millions): Year Ended December 31, 2023 2022 2021 Beginning of year $ 28.6 $ 27.2 $ 32.4 Increases from prior period tax positions 3.3 — — Decreases from prior period tax positions (1.7) — — Decreases from statute of limitation expirations (10.7) (5.5) (3.1) Increases from current period tax positions 0.1 6.9 4.5 Decreases relating to settlements with taxing authorities — — (6.6) End of year $ 19.6 $ 28.6 $ 27.2 |
Summary of Operating Loss Carryforwards | The jurisdictional location of the operating loss carryforward is as follows: As of December 31, 2023 Range of expiration dates United States $ 26.8 2024 - Indefinite All other countries 159.1 2024 - Indefinite Total $ 185.9 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Fair Value Valuation Assumptions | As the 2023 and 2022 PBRSUs contain both performance conditions and market conditions (due to the relative TSR modifier), the fair value at grant date of these awards was determined using a Monte Carlo simulation model, which used the following assumptions: 2023 (Q3 grant) 2023 (Q1 grant) 2022 2021 Stock price (1) $ 8.18 $ 13.38 $ 22.45 $ — Period (2) 2.5 years 2.9 years 2.9 years 0.0 years Risk-free interest rate (3) 4.6 % 4.4 % 1.7 % — % Historical volatility rate (4) 39.9 % 44.4 % 54.7 % — % Dividend yield (5) — % — % — % — % (1) The stock price is equal to the fair value of an ordinary share on the grant date. (2) The period for volatility for the Company and the peer group (Russell 2000) is based on the time between the valuation date and the end of the performance period. (3) The risk-free interest rate used is based on zero-coupon risk-free rates over the time from the valuation date to the end of the performance period, based on interpolation. (4) For the awards granted in 2023, a weighted average of the daily historical stock price volatility of the Company over the time from the valuation to the end of the performance period is used to determine volatility. For the awards granted in 2022, the daily historical stock price volatility of the Company over its trading history is used to determine volatility. (5) |
Summary of Outstanding Restricted Stock Units | The following table summarizes the Company’s outstanding RSUs (in millions, except for per share amounts): Time-Based RSUs Performance-Based RSUs Number of Weighted Number of Weighted Unvested as of December 31, 2020 4.1 $ 15.73 1.5 $ 17.04 Granted 2.8 16.38 1.0 16.28 Vested (1.7) 14.45 — — Forfeited (0.3) 16.77 — 18.78 Unvested as of December 31, 2021 4.9 $ 16.61 2.5 $ 16.72 Granted 1.7 21.93 0.7 25.02 Vested (2.3) 16.47 (0.8) 17.29 Forfeited (0.3) 17.77 (0.1) 18.57 Unvested as of December 31, 2022 4.0 $ 18.81 2.3 $ 19.04 Granted 3.2 12.66 0.5 13.85 Vested (1.8) 17.97 (0.2) 14.84 Forfeited (0.5) 18.70 (1.0) 16.74 Unvested as of December 31, 2023 4.9 $ 15.18 1.6 $ 19.22 |
Summary of RSU Compensation Expense | The following table summarizes the Company’s compensation expense related to RSUs (in millions): Year Ended December 31, Unrecognized at December 31, 2023 2023 2022 2021 Time-Based RSUs $ 40.0 $ 31.8 $ 39.5 $ 40.1 Performance-Based RSUs 13.6 7.8 19.4 9.1 Total RSU stock-based compensation cost $ 53.6 $ 39.6 $ 58.9 $ 49.2 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Severance and Other Restructuring Accrual Activity | The following table details the Company’s severance and employment-related restructuring activity for the years ended December 31, 2023 and 2022 (in millions): Severance Pay and Benefits Contract Modifications and Other Costs Total Balance as of December 31, 2021 $ 4.3 $ — $ 4.3 Restructuring Charges: Americas 1.4 2.4 3.8 EMEA 2.9 — 2.9 APAC 0.6 — 0.6 Total Restructuring Charges 4.9 2.4 7.3 Payments and Other: Americas (2.5) (2.4) (4.9) EMEA (1.0) — (1.0) APAC — — — Total Payments and Other (3.5) (2.4) (5.9) Balance as of December 31, 2022 $ 5.7 $ — $ 5.7 Restructuring Charges: Americas 11.6 2.0 13.6 EMEA 8.3 — 8.3 APAC 2.6 — 2.6 Total Restructuring Charges 22.5 2.0 24.5 Payments and Other: Americas (12.2) (2.0) (14.2) EMEA (6.9) — (6.9) APAC (2.8) — (2.8) Total Payments and Other (21.9) (2.0) (23.9) Balance as of December 31, 2023 $ 6.3 $ — $ 6.3 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Lease, Cost | The components of lease cost were as follows (in millions): Year Ended December 31, 2023 2022 2021 Operating lease cost $ 121.0 $ 126.3 $ 135.7 Finance lease cost: Amortization of assets $ 26.2 $ 17.3 $ 12.8 Interest on lease liabilities 1.6 0.6 0.2 Total finance lease cost $ 27.8 $ 17.9 $ 13.0 Variable lease cost $ 36.5 $ 37.4 $ 36.1 Sublease income $ 9.6 $ 11.2 $ 11.1 |
Assets and Liabilities Lessee | Supplemental balance sheet information related to leases was as follows (in millions): As of December 31, 2023 2022 Operating Leases Non-current operating lease assets $ 339.0 $ 358.0 Other current liabilities $ 111.3 $ 107.6 Non-current operating lease liabilities 319.6 334.6 Total operating lease liabilities $ 430.9 $ 442.2 Finance Leases Property and equipment, gross $ 134.5 $ 99.8 Accumulated depreciation (88.5) (62.2) Property and equipment, net $ 46.0 $ 37.6 Short-term borrowings and current portion of long-term debt $ 23.7 $ 17.3 Long-term debt 22.2 22.3 Total finance lease liabilities $ 45.9 $ 39.6 Weighted Average Remaining Lease Term (in years) Operating leases 5.1 years 5.2 years Finance leases 2.1 years 2.4 years Weighted Average Discount Rate Operating leases 5.2 % 4.8 % Finance leases 3.5 % 4.3 % |
Finance Lease, Liability, Maturity | Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 130.4 $ 25.0 2025 108.5 16.9 2026 88.2 4.7 2027 57.5 1.3 2028 30.8 0.1 Thereafter 74.4 — Total lease payments 489.8 48.0 Less imputed interest 58.9 2.1 Total $ 430.9 $ 45.9 |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 130.4 $ 25.0 2025 108.5 16.9 2026 88.2 4.7 2027 57.5 1.3 2028 30.8 0.1 Thereafter 74.4 — Total lease payments 489.8 48.0 Less imputed interest 58.9 2.1 Total $ 430.9 $ 45.9 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Recurring Fair Value Measurements | The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2023 and 2022 (in millions): As of December 31, 2023 Total Level 1 Level 2 Level 3 Assets Cash equivalents - money market funds $ 1.0 $ 1.0 $ — $ — Deferred compensation plan assets 31.0 31.0 — — Interest rate swap agreements 4.3 — 4.3 — Foreign currency forward contracts 1.0 — 1.0 — Total $ 37.3 $ 32.0 $ 5.3 $ — Liabilities Deferred compensation plan liabilities $ 33.1 $ 33.1 $ — $ — Interest rate swap agreements 6.7 — 6.7 — Foreign currency forward contracts 0.7 — 0.7 — Earn-out liabilities 25.6 — — 25.6 Total $ 66.1 $ 33.1 $ 7.4 $ 25.6 As of December 31, 2022 Total Level 1 Level 2 Level 3 Assets Cash equivalents - money market funds $ 0.9 $ 0.9 $ — $ — Deferred compensation plan assets 31.9 31.9 — — Foreign currency forward contracts 2.8 — 2.8 — Deferred purchase price receivable 387.8 — — 387.8 Equity securities 21.5 21.5 — — Total $ 444.9 $ 54.3 $ 2.8 $ 387.8 Liabilities Deferred compensation plan liabilities $ 33.2 $ 33.2 $ — $ — Interest rate swap agreements 10.7 — 10.7 — Foreign currency forward contracts 3.0 — 3.0 — Earn-out liabilities 29.3 — — 29.3 Total $ 76.2 $ 33.2 $ 13.7 $ 29.3 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The table below presents a reconciliation of the DPP receivable, previously measured at fair value using significant unobservable inputs (Level 3) (in millions): DPP Receivable Balance as of December 31, 2022 $ 387.8 Sales of receivables 1,420.3 Settlements (1,393.2) Draw on credit investment limit, net (170.0) Net change in fair value and other adjustments (9.7) Transfer out of Level 3 (235.2) Balance as of June 30, 2023 $ — |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The table below presents a reconciliation of earn-out liabilities measured at fair value using significant unobservable inputs (Level 3) (in millions): Earn-out Liabilities 2023 2022 Balance as of January 1, $ 29.3 $ 21.4 Purchases/additions — 13.7 Net change in fair value and other adjustments 0.9 (1.7) Payments (4.6) (4.1) Balance as of December 31, $ 25.6 $ 29.3 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the sum of such amounts presented in the Consolidated Statements of Cash Flows (in millions): As of December 31, 2023 2022 Cash and cash equivalents $ 767.7 $ 644.5 Restricted cash recorded in Prepaid expenses and other current assets 33.5 74.5 Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 801.2 $ 719.0 Supplemental cash flows and non-cash investing and financing activities are as follows (in millions): Year Ended December 31, 2023 2022 2021 Cash paid for: Interest $ 233.3 $ 181.4 $ 166.4 Income taxes 88.5 215.4 46.5 Operating leases 117.4 125.1 137.8 Non-cash investing/financing activities: Property and equipment additions through finance leases 33.7 34.1 17.1 Deferred and contingent payment obligation incurred through acquisitions — 27.0 4.0 (Decrease) increase in beneficial interest in a securitization (68.2) 251.4 (24.0) Right of use assets acquired through operating leases 81.6 54.4 119.2 |
Parent Company Information (Tab
Parent Company Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Balance Sheets | Cushman & Wakefield plc Parent Company Information Condensed Balance Sheets As of December 31, (in millions, except per share data) 2023 2022 Assets Cash $ 22.3 $ 21.7 Accounts receivables 226.6 198.7 Investments in subsidiaries 1,561.9 1,565.1 Total assets $ 1,810.8 $ 1,785.5 Liabilities and Equity Liabilities Trade and other payables $ 132.8 $ 123.4 Total liabilities 132.8 123.4 Equity Ordinary shares, nominal value $0.10 per share, 800,000,000 shares authorized; 227,282,173 and 225,780,535 shares issued and outstanding at December 31, 2023 and 2022, respectively 22.7 22.6 Additional paid-in-capital 2,957.3 2,911.5 Accumulated deficit (1,117.2) (1,081.8) Accumulated other comprehensive loss (185.4) (191.0) Total equity attributable to the Company 1,677.4 1,661.3 Non-controlling interests 0.6 0.8 Total equity 1,678.0 1,662.1 Total liabilities and equity $ 1,810.8 $ 1,785.5 |
Condensed Statements of Operations and Comprehensive Income (Loss) | Cushman & Wakefield plc Parent Company Information Condensed Statements of Operations and Comprehensive (Loss) Income Year Ended December 31, (in millions) 2023 2022 2021 Interest and other (expense) income $ (0.1) $ 0.3 $ (0.3) (Loss) income in earnings of subsidiaries (35.3) 196.1 250.3 (Loss) income before taxes (35.4) 196.4 250.0 Net (loss) income attributable to the Parent Company (35.4) 196.4 250.0 Other comprehensive income of subsidiaries 5.6 2.0 49.7 Comprehensive (loss) income attributable to the Parent Company $ (29.8) $ 198.4 $ 299.7 |
Condensed Statements of Cash Flows | Cushman & Wakefield plc Parent Company Information Condensed Statements of Cash Flows Year Ended December 31, (in millions) 2023 2022 2021 Cash flows from operating activities: Net (loss) income attributable to the Parent Company $ (35.4) $ 196.4 $ 250.0 Reconciliation of Net (loss) income attributable to the Parent Company to net cash (used in) provided by operating activities: Loss (income) in earnings of subsidiaries 35.3 (196.1) (250.3) Net cash (used in) provided by operating activities (0.1) 0.3 (0.3) Cash flows from investing activities: Net cash used in investing activities — — — Cash flows from financing activities: Other financing activities, net 0.7 2.6 6.3 Net cash provided by financing activities 0.7 2.6 6.3 Change in cash and cash equivalents 0.6 2.9 6.0 Cash and cash equivalents, beginning of year 21.7 18.8 12.8 Cash and cash equivalents, end of year $ 22.3 $ 21.7 $ 18.8 Supplemental disclosure of non-cash activities: Stock-based compensation $ 54.1 $ 40.3 $ 58.2 |
Organization and Business Ove_2
Organization and Business Overview - Narrative (Details) $ / shares in Units, employee in Thousands, shares in Millions, $ in Billions | Aug. 07, 2018 USD ($) $ / shares shares | Aug. 06, 2018 shares | Sep. 01, 2015 USD ($) | Nov. 05, 2014 USD ($) | Dec. 31, 2023 employee country office $ / shares | Dec. 31, 2022 $ / shares | Jul. 12, 2018 $ / shares |
Subsidiary, Sale of Stock [Line Items] | |||||||
Ordinary shares, nominal value per share (in dollars per share) | $ 0.10 | $ 0.10 | $ 0.01 | ||||
Number of offices | office | 400 | ||||||
Number of countries | country | 60 | ||||||
Number of employees | employee | 52 | ||||||
Concurrent Private Placement | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Shares issued (in shares) | shares | 10.6 | 51.8 | |||||
Sale of stock, price per share (in dollars per share) | $ 17 | ||||||
IPO | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Sale of stock, price per share (in dollars per share) | $ 17 | ||||||
IPO and Current Private Placement | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Net proceeds, IPO | $ | $ 1 | ||||||
C&W Group, Inc. | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Percentage acquired | 100% | ||||||
DTZ Jersey Holdings Limited | C&W Group, Inc. | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Percentage acquired | 100% | 100% | |||||
Cash paid | $ | $ 1.9 | $ 1.1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||
Advertising costs | $ 39.9 | $ 41.8 | $ 45.8 |
Restricted cash | $ 33.5 | 74.5 | |
Ownership interest | 100% | ||
Foreign currency transaction gain (loss) | $ (12.5) | $ (4.5) | $ 0.6 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of estimated useful lives (Details) | Dec. 31, 2023 |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Lessee, finance lease, term of contract | 1 year |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Lessee, finance lease, term of contract | 10 years |
Furniture and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 1 year |
Furniture and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 15 years |
Leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 1 year |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 20 years |
Software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 1 year |
Software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 10 years |
Segment Data - Schedule of Summ
Segment Data - Schedule of Summarized Financial Information by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 9,493.7 | $ 10,105.7 | $ 9,388.7 |
Percent change in revenue amount | (6.00%) | 8% | |
Americas | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 7,129 | $ 7,751 | 7,015.3 |
EMEA | |||
Segment Reporting Information [Line Items] | |||
Revenue | 973.7 | 1,030.1 | 1,113.1 |
APAC | |||
Segment Reporting Information [Line Items] | |||
Revenue | 1,391 | 1,324.6 | 1,260.3 |
Operating segments | Americas | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 7,129 | $ 7,751 | 7,015.3 |
Percent change in revenue amount | (8.00%) | 10% | |
Adjusted EBITDA | $ 429.6 | $ 715.5 | 647 |
Percent change in adjusted EBIDTA | (40.00%) | 11% | |
Operating segments | EMEA | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 973.7 | $ 1,030.1 | 1,113.1 |
Percent change in revenue amount | (5.00%) | (7.00%) | |
Adjusted EBITDA | $ 77.4 | $ 106 | 117.9 |
Percent change in adjusted EBIDTA | (27.00%) | (10.00%) | |
Operating segments | APAC | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 1,391 | $ 1,324.6 | 1,260.3 |
Percent change in revenue amount | 5% | 5% | |
Adjusted EBITDA | $ 63.1 | $ 77.3 | $ 121.5 |
Percent change in adjusted EBIDTA | (18.00%) | (36.00%) |
Segment Data - Schedule of Adju
Segment Data - Schedule of Adjusted EBITDA (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ (145.6) | $ (146.9) | $ (172.1) |
Interest expense, net of interest income | (281.1) | (193.1) | (179.5) |
Provision for income taxes | (5.4) | (141.6) | (89.9) |
Unrealized loss on investments, net | (27.8) | (84.2) | (10.4) |
Integration and other costs related to merger | (11.2) | (14) | (32.4) |
Pre-IPO stock-based compensation | 0 | (3.1) | (5.4) |
Acquisition related costs and efficiency initiatives | (14.2) | (93.8) | (140.4) |
Cost savings initiatives | (55.6) | 0 | 0 |
CEO transition costs | (8.3) | 0 | 0 |
Servicing liability fees and amortization | (11.7) | (7.9) | (1.3) |
Legal and compliance matters | (23) | 0 | 0 |
Other | (21.6) | (17.8) | (5) |
Net (loss) income | (35.4) | 196.4 | 250 |
Operating segments | Americas | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 429.6 | 715.5 | 647 |
Operating segments | EMEA | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 77.4 | 106 | 117.9 |
Operating segments | APAC | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | $ 63.1 | $ 77.3 | $ 121.5 |
Segment Data - Schedule of Reve
Segment Data - Schedule of Revenue by Geographical Areas (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | $ 9,493.7 | $ 10,105.7 | $ 9,388.7 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 6,810.7 | 7,447.4 | 6,771 |
Australia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 472.5 | 447.8 | 452.8 |
United Kingdom | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 369.4 | 365.3 | 420.6 |
All other countries | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | $ 1,841.1 | $ 1,845.2 | $ 1,744.3 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) shares in Millions | 12 Months Ended |
Dec. 31, 2023 shares | |
Earnings Per Share [Abstract] | |
Potentially dilutive securities not included in computation (in shares) | 0.8 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Basic EPS | |||
Net (loss) income | $ (35.4) | $ 196.4 | $ 250 |
Weighted average shares outstanding for basic (loss) earnings per share (in shares) | 226.9 | 225.4 | 223 |
Basic (loss) earnings per share attributable to common shareholders (in dollars per share) | $ (0.16) | $ 0.87 | $ 1.12 |
Diluted EPS | |||
Net (loss) income | $ (35.4) | $ 196.4 | $ 250 |
Weighted average shares outstanding for basic (loss) earnings per share (in shares) | 226.9 | 225.4 | 223 |
Weighted average shares outstanding for diluted (loss) earnings per share (in shares) | 226.9 | 228 | 226.5 |
Diluted (loss) earnings per share attributable to common shareholders (in dollars per share) | $ (0.16) | $ 0.86 | $ 1.10 |
Restricted Stock Units (RSUs) | |||
Diluted EPS | |||
Dilutive effect of stocks (in shares) | 0 | 2 | 2.5 |
Employee Stock Option | |||
Diluted EPS | |||
Dilutive effect of stocks (in shares) | 0 | 0.6 | 1 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 9,493.7 | $ 10,105.7 | $ 9,388.7 |
Americas | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 7,129 | 7,751 | 7,015.3 |
EMEA | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 973.7 | 1,030.1 | 1,113.1 |
APAC | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 1,391 | 1,324.6 | 1,260.3 |
Property, facilities and project management | Over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 6,504.1 | 6,308.1 | 5,659.5 |
Property, facilities and project management | Americas | Over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 4,973.2 | 4,868.7 | 4,298.1 |
Property, facilities and project management | EMEA | Over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 484 | 473.2 | 503.4 |
Property, facilities and project management | APAC | Over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 1,046.9 | 966.2 | 858 |
Leasing | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 1,851.6 | 2,106.1 | 1,860.3 |
Leasing | Americas | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 1,445.3 | 1,690.9 | 1,408.5 |
Leasing | EMEA | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 230 | 235.1 | 247.7 |
Leasing | APAC | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 176.3 | 180.1 | 204.1 |
Capital markets | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 697.6 | 1,191.3 | 1,353.6 |
Capital markets | Americas | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 558.9 | 990.5 | 1,114.2 |
Capital markets | EMEA | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 83.5 | 142.2 | 168.9 |
Capital markets | APAC | At a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 55.2 | 58.6 | 70.5 |
Valuation and other | At a point in time or over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 440.4 | 500.2 | 515.3 |
Valuation and other | Americas | At a point in time or over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 151.6 | 200.9 | 194.5 |
Valuation and other | EMEA | At a point in time or over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 176.2 | 179.6 | 193.1 |
Valuation and other | APAC | At a point in time or over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 112.6 | $ 119.7 | $ 127.7 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Contract liabilities reduced due to revenue recognition criteria being satisfied | $ 50.6 |
Revenue - Contract with Custome
Revenue - Contract with Customer, Contract Assets and Contract Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue Recognition and Deferred Revenue [Abstract] | ||
Short-term contract assets | $ 352.7 | $ 397.3 |
Contract asset allowances | (41.7) | (39.1) |
Short-term contract assets, net | 311 | 358.2 |
Non-current contract assets | 81.1 | 89.7 |
Contract asset allowances | (2.2) | (2.2) |
Non-current contract assets, net included in Other non-current assets | 78.9 | 87.5 |
Total contract assets, net | 389.9 | 445.7 |
Contract liabilities included in Accounts payable and accrued expenses | $ 57 | $ 68.7 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Summary of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 2,065.5 | $ 2,081.9 |
Acquisitions | 27.4 | |
Measurement period adjustments | 5.2 | |
Dispositions | (2.3) | |
Effect of movements in exchange rates and other | 17.7 | (49) |
Ending balance | 2,080.9 | 2,065.5 |
Americas | ||
Goodwill [Roll Forward] | ||
Beginning balance | 1,516.8 | 1,511.2 |
Acquisitions | 6.3 | |
Measurement period adjustments | 3.5 | |
Dispositions | 0 | |
Effect of movements in exchange rates and other | 1.5 | (4.2) |
Ending balance | 1,518.3 | 1,516.8 |
EMEA | ||
Goodwill [Roll Forward] | ||
Beginning balance | 305.9 | 317.2 |
Acquisitions | 15 | |
Measurement period adjustments | 1.7 | |
Dispositions | (0.7) | |
Effect of movements in exchange rates and other | 15.6 | (28) |
Ending balance | 320.8 | 305.9 |
APAC | ||
Goodwill [Roll Forward] | ||
Beginning balance | 242.8 | 253.5 |
Acquisitions | 6.1 | |
Measurement period adjustments | 0 | |
Dispositions | (1.6) | |
Effect of movements in exchange rates and other | 0.6 | (16.8) |
Ending balance | $ 241.8 | $ 242.8 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Narrative (Details) | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2023 USD ($) reportingUnit | Jun. 30, 2023 reportingUnit | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Number of reporting units | reportingUnit | 4 | 5 | |||
Impairment charges of goodwill | $ 0 | $ 0 | $ 0 | ||
Amortization expense | 64,200,000 | $ 64,100,000 | $ 66,200,000 | ||
Amortization expense, 2024 | $ 49,800,000 | 49,800,000 | |||
Amortization expense, 2025 | 46,500,000 | 46,500,000 | |||
Amortization expense, 2026 | 42,900,000 | 42,900,000 | |||
Amortization expense, 2027 | 33,000,000 | 33,000,000 | |||
Amortization expense, 2028 | $ 21,800,000 | $ 21,800,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, accumulated amortization | $ (1,130.6) | $ (1,060.3) |
Gross Value | 1,936.5 | 1,934.8 |
Accumulated Amortization | (1,130.6) | (1,060.3) |
Net Value | 805.9 | 874.5 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 1,375.2 | 1,372 |
Finite-lived intangible assets, accumulated amortization | (1,115.7) | (1,045.7) |
Finite-lived intangible assets, net value | 259.5 | 326.3 |
Accumulated Amortization | (1,115.7) | (1,045.7) |
Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 15.3 | 16.8 |
Finite-lived intangible assets, accumulated amortization | (14.9) | (14.6) |
Finite-lived intangible assets, net value | 0.4 | 2.2 |
Accumulated Amortization | $ (14.9) | $ (14.6) |
Minimum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 2 years | 1 year |
Minimum | Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 5 years | 5 years |
Maximum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 15 years | 15 years |
Maximum | Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 7 years | |
C&W trade name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 546 | $ 546 |
Equity Method Investments - Nar
Equity Method Investments - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Nov. 27, 2023 | Dec. 03, 2021 | Jan. 06, 2020 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Royalty income, nonoperating | $ 8.5 | $ 7.3 | $ 6.1 | |||
Proceeds from equity method investment, distribution | $ 24.4 | $ 39.6 | $ 2.1 | |||
Greystone | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity method investment, ownership percentage | 40% | 40% | ||||
Cushman & Wakefield Vanke Service | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity method investment, ownership percentage | 35% |
Equity Method Investment - Sche
Equity Method Investment - Schedule of Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Equity method investments | $ 708,000 | $ 708,000 | $ 677,300 | |
Earnings from equity method investments | 58,100 | 58,100 | 85,000 | $ 21,200 |
Cash and cash equivalents | 767,700 | 767,700 | 644,500 | |
Total assets | 7,774,000 | 7,774,000 | 7,949,300 | |
Accounts payable and accrued expenses | 1,157,700 | 1,157,700 | 1,199,000 | |
Total liabilities | 6,096,000 | 6,096,000 | 6,287,200 | |
Non-controlling interests | 600 | 600 | 800 | |
Gross revenues | 9,493,700 | 10,105,700 | 9,388,700 | |
Gross profit | 205,600 | 535,100 | 497,000 | |
Net (loss) income | (35,400) | 196,400 | 250,000 | |
Greystone JV | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Equity method investments | 574,900 | 574,900 | 550,800 | |
Earnings from equity method investments | 43,700 | 72,900 | 6,400 | |
Vanke JV | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Equity method investments | 122,700 | 122,700 | 116,300 | |
Earnings from equity method investments | 9,700 | 4,700 | 10,800 | |
Other investments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Equity method investments | 10,400 | 10,400 | 10,200 | |
Earnings from equity method investments | 4,700 | 7,400 | 4,000 | |
Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Cash and cash equivalents | 270,200 | 270,200 | 315,500 | |
Accounts receivable | 307,200 | 307,200 | 236,500 | |
Mortgage loans held for sale | 560,100 | 560,100 | 434,700 | |
Mortgage servicing rights | 835,000 | 835,000 | 770,200 | |
Total assets | 2,537,900 | 2,537,900 | 2,393,000 | |
Accounts payable and accrued expenses | 502,700 | 502,700 | 501,500 | |
Mortgage indebtedness | 892,900 | 892,900 | 816,300 | |
Total liabilities | 1,723,000 | 1,723,000 | 1,647,700 | |
Non-controlling interests | $ 9,900 | 9,900 | 8,700 | |
Gross revenues | 1,664,600 | 1,608,500 | 966,200 | |
Gross profit | 320,100 | 374,200 | 133,000 | |
Net (loss) income | 158,100 | 231,900 | 63,400 | |
Net income attributable to the entity | $ 157,800 | $ 231,900 | $ 63,100 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 728.7 | $ 677.7 | |
Less: Accumulated depreciation | (564.9) | (505.1) | |
Total property and equipment, net | 163.8 | 172.6 | |
Depreciation and amortization | 81.4 | 82.8 | $ 105.9 |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 194.5 | 193.2 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 256 | 243.7 | |
Plant and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 121 | 118.7 | |
Equipment under finance lease | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 134.5 | 99.8 | |
Software under development | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 10 | 10.4 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 12.7 | $ 11.9 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Hedging Activities - Narrative (Details) $ in Millions | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2022 USD ($) derivative_instrument | Dec. 31, 2023 USD ($) derivative_instrument | Dec. 31, 2022 USD ($) derivative_instrument | Dec. 31, 2021 USD ($) | Jun. 30, 2023 USD ($) derivative_instrument | May 31, 2023 USD ($) derivative_instrument | |
Designated | ||||||
Derivative [Line Items] | ||||||
Gains (losses) reclassified into earnings, pre-tax | $ (34.5) | $ 48.7 | ||||
Pre-tax gains (losses) reclassified during the next twelve months | (31.8) | |||||
Interest rate swaps | Reclassification out of Accumulated Other Comprehensive Income | Unrealized Hedging (Losses) Gains | ||||||
Derivative [Line Items] | ||||||
Interest rate cash flow hedge gain (loss) reclassified to earnings, net | $ 36 | $ (16.9) | $ (39.4) | |||
Interest rate swaps | Designated | ||||||
Derivative [Line Items] | ||||||
Number of instruments terminated | derivative_instrument | 5 | 3 | ||||
Derivative, notional amount, terminated | $ 1,400 | |||||
Derivative, cash received on hedge | $ 62.9 | |||||
Number of derivative instruments held | derivative_instrument | 3 | 9 | 6 | |||
Interest rate swaps | Designated | Secured Overnight Financing Rate (SOFR) | ||||||
Derivative [Line Items] | ||||||
Number of derivative instruments held | derivative_instrument | 3 | |||||
Interest rate swaps | Designated | Cash Flow Hedging | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 1,400 | $ 1,973.6 | $ 550 | |||
Interest rate swaps | Designated | Cash Flow Hedging | Secured Overnight Financing Rate (SOFR) | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 1,400 | |||||
Foreign currency forward contracts | Non-Designated | ||||||
Derivative [Line Items] | ||||||
Number of derivative instruments held | derivative_instrument | 27 | 25 | ||||
Notional amount | $ 1,329.1 | |||||
Loss on derivative instruments, pretax | 7.9 | $ 6.5 | 1.6 | |||
Gain on derivative instruments, pretax | 0.7 | 0.2 | $ 10.6 | |||
Notional amount | $ 1,300 | $ 886.6 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Hedging Activities - Schedule of Fair Value of Derivatives (Details) - USD ($) $ in Millions | Dec. 31, 2023 | May 31, 2023 | Dec. 31, 2022 | Nov. 30, 2022 |
Non-Designated | Foreign currency forward contracts | ||||
Derivative [Line Items] | ||||
Notional amount | $ 1,329.1 | |||
Cash Flow Hedging | Designated | Interest rate swaps | ||||
Derivative [Line Items] | ||||
Notional amount | 1,973.6 | $ 550 | $ 1,400 | |
Other non-current assets | Non-Designated | Foreign currency forward contracts | ||||
Derivative [Line Items] | ||||
Assets fair value | 1 | $ 2.8 | ||
Other non-current assets | Cash Flow Hedging | Designated | Interest rate swaps | ||||
Derivative [Line Items] | ||||
Assets fair value | 4.3 | 0 | ||
Other non-current liabilities | Non-Designated | Foreign currency forward contracts | ||||
Derivative [Line Items] | ||||
Liabilities fair value | 0.7 | 3 | ||
Other non-current liabilities | Cash Flow Hedging | Designated | Interest rate swaps | ||||
Derivative [Line Items] | ||||
Liabilities fair value | $ 6.7 | $ 10.7 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Hedging Activities - Schedule of Effect of Derivatives As Hedges, Net of Applicable Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Accumulated Other Comprehensive (Gain) Loss | $ (1,661.3) | ||
Ending Accumulated Other Comprehensive (Gain) Loss | (1,677.4) | $ (1,661.3) | |
Unrealized Hedging (Losses) Gains | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Deferred income tax expense (benefit) | 2.5 | 0 | $ 0 |
Amount of net related income tax expense | 0 | 0 | 1.8 |
Cash Flow Hedging | Unrealized Hedging (Losses) Gains | Interest Rate Hedge | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Accumulated Other Comprehensive (Gain) Loss | (48.7) | 84.2 | 158.9 |
Amount of (Gain) Loss Recognized in Other Comprehensive Loss on Derivatives | (24.3) | (116) | (33.5) |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Statement of Operations | 36 | (16.9) | (41.2) |
Ending Accumulated Other Comprehensive (Gain) Loss | $ (37) | $ (48.7) | $ 84.2 |
Long-Term Debt and Other Borr_3
Long-Term Debt and Other Borrowings - Schedule of Long-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Aug. 24, 2023 | Jan. 31, 2023 | Dec. 31, 2022 | May 22, 2020 |
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | $ 3,200 | $ 3,200 | |||
Finance lease liabilities | 45.9 | 39.6 | |||
Total | 3,240.6 | 3,255.9 | |||
Less: current portion of long-term debt | (143.7) | (44.2) | |||
Total Long-term debt, net | 3,096.9 | 3,211.7 | |||
Notes payable to former stockholders | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 0 | 0.2 | |||
2018 First Lien Loan, Maturing August 21, 2025 | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 192.9 | 2,573.9 | |||
Unamortized discount and issuance costs | 0 | 19.1 | |||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-1 | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 984.3 | $ 2,600 | 0 | ||
Unamortized discount and issuance costs | 10.7 | ||||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-2 | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 980.5 | $ 1,600 | 0 | ||
Unamortized discount and issuance costs | 19.5 | ||||
Senior Secured Note Due May 2028 | 2020 Senior Secured Note | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 643.7 | 642.2 | |||
Unamortized discount and issuance costs | $ 6.3 | $ 7.8 | |||
Stated interest rate | 6.75% | 6.75% | 6.75% | ||
Senior Secured Note Due August 2023 | 2020 Senior Secured Note | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | $ 393.3 | $ 0 | |||
Unamortized discount and issuance costs | $ 6.7 | ||||
Stated interest rate | 8.875% |
Long-Term Debt and Other Borr_4
Long-Term Debt and Other Borrowings - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Aug. 24, 2023 | Jan. 31, 2023 | Apr. 28, 2022 | May 22, 2020 | Dec. 20, 2019 | Aug. 21, 2018 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 20, 2020 | |
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 15,700,000 | $ 29,700,000 | ||||||||||
Gross carrying value of debt | 3,200,000,000 | 3,200,000,000 | ||||||||||
Loss on debt extinguishment | (19,300,000) | 0 | $ 0 | |||||||||
Commitment fees | $ 3,800,000 | 2,800,000 | $ 3,600,000 | |||||||||
Revolving Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt issuance costs, amount | $ 500,000 | $ 11,100,000 | ||||||||||
2018 Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 3,500,000,000 | |||||||||||
2018 Credit Agreement | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Net leverage ratio | 5 | |||||||||||
2018 Credit Agreement | Line of Credit | Revolving Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 810,000,000 | |||||||||||
Debt issuance costs, amount | $ 3,700,000 | |||||||||||
Term loan increase | 80,000,000 | $ 210,000,000 | ||||||||||
Line of credit facility, initial borrowing capacity | 1,000,000,000 | |||||||||||
Borrowing capacity for letters of credit | $ 1,100,000,000 | |||||||||||
2018 Credit Agreement | Line of Credit | Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.10% | |||||||||||
2018 Credit Agreement | Line of Credit | Revolving Credit Facility | Base Rate | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||
2018 Credit Agreement | Line of Credit | Revolving Credit Facility | Base Rate | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 2.75% | |||||||||||
2018 Credit Agreement | Line of Credit | Letter of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity for letters of credit | $ 220,000,000 | |||||||||||
2018 First Lien Loan, Maturing August 21, 2025 | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 192,900,000 | $ 1,600,000,000 | 2,700,000,000 | |||||||||
Stated discount, amount | 13,500,000 | |||||||||||
Debt issuance costs, amount | $ 20,600,000 | |||||||||||
Gross carrying value of debt | $ 192,900,000 | 2,573,900,000 | ||||||||||
Basis spread on variable rate | 2.75% | |||||||||||
Effective interest rate | 8.23% | |||||||||||
2018 First Lien Loan, Maturing August 21, 2025 | Secured Debt | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.11% | |||||||||||
Debt Instrument, basis spread on variable rate, minimum floor | 0% | |||||||||||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-1 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Quarterly principal payment, percentage | 0.25% | |||||||||||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-1 | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | 1,000,000,000 | |||||||||||
Debt issuance costs, amount | 15,300,000 | |||||||||||
Gross carrying value of debt | 2,600,000,000 | $ 984,300,000 | 0 | |||||||||
Loss on debt extinguishment | (16,900,000) | |||||||||||
Interest expense, debt, excluding amortization | 8,700,000 | |||||||||||
Interest expense, debt, new transaction costs paid to ceditors | $ 8,200,000 | |||||||||||
Interest expense, debt, new transaction costs recognized directly in interest expense | $ 4,700,000 | |||||||||||
Basis spread on variable rate | 3.25% | |||||||||||
Effective interest rate | 8.94% | |||||||||||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-1 | Secured Debt | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.10% | |||||||||||
Debt Instrument, basis spread on variable rate, minimum floor | 0.50% | |||||||||||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Quarterly principal payment, percentage | 0.25% | |||||||||||
2018 First Lien Loan, Maturing January 31, 2030 Tranche-2 | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | 1,000,000,000 | |||||||||||
Debt issuance costs, amount | 20,400,000 | |||||||||||
Gross carrying value of debt | 1,600,000,000 | $ 980,500,000 | 0 | |||||||||
Loss on debt extinguishment | (23,600,000) | |||||||||||
Interest expense, debt, excluding amortization | 10,600,000 | |||||||||||
Interest expense, debt, new transaction costs paid to ceditors | 13,000,000 | |||||||||||
Interest expense, debt, new transaction costs recognized directly in interest expense | $ 2,500,000 | |||||||||||
Basis spread on variable rate | 4% | |||||||||||
Effective interest rate | 9.78% | |||||||||||
Senior Secured Note Due Sept 2031 | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest expense, debt, new transaction costs recognized directly in interest expense | 1,500,000 | |||||||||||
Senior Secured Note Due Sept 2031 | 2020 Senior Secured Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | 400,000,000 | |||||||||||
Debt issuance costs, amount | 7,200,000 | |||||||||||
Loss on debt extinguishment | (1,400,000) | |||||||||||
Effective interest rate | 8.80% | |||||||||||
Proceeds from debt, net of stated discount and debt issuance costs | 392,800,000 | |||||||||||
Proceeds from issuance of senior long-term debt | $ 400,000,000 | |||||||||||
Stated interest rate | 8.88% | |||||||||||
Senior Secured Note Due May 2028 | 2020 Senior Secured Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 650,000,000 | |||||||||||
Debt issuance costs, amount | 11,500,000 | |||||||||||
Gross carrying value of debt | $ 643,700,000 | $ 642,200,000 | ||||||||||
Effective interest rate | 6.75% | |||||||||||
Proceeds from debt, net of stated discount and debt issuance costs | 638,500,000 | |||||||||||
Proceeds from issuance of senior long-term debt | $ 650,000,000 | |||||||||||
Stated interest rate | 6.75% | 6.75% | 6.75% |
Employee Benefits - Narrative (
Employee Benefits - Narrative (Details) $ in Millions | 12 Months Ended | |||
Jan. 01, 2024 | Dec. 31, 2023 USD ($) plan | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Maximum employee contribution matched | 100% | |||
Contribution match | 3% | |||
Fair value of defined benefit plan assets | $ 144.8 | $ 138.4 | $ 248.9 | |
Subsequent Event | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contribution match | 4% | |||
United Kingdom | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of defined benefit plans | plan | 2 | |||
Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of defined benefit plan assets | $ 0 | |||
Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of defined benefit plan assets | 141 | 134.2 | ||
Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of defined benefit plan assets | 3.8 | 4.2 | ||
Pension plan | Cost of services and Operating, administrative and other | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined contribution plan expense | $ 47.8 | $ 37.3 | $ 34.3 |
Employee Benefits - Schedule of
Employee Benefits - Schedule of net liability for defined benefit plans presented within Other non-current liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Retirement Benefits [Abstract] | ||
Present value of benefit obligations | $ (142.3) | $ (135.6) |
Fair value of defined benefit plan assets | 144.8 | 138.4 |
Net asset | $ 2.5 | $ 2.8 |
Employee Benefits - Schedule _2
Employee Benefits - Schedule of changes in net liability for defined benefit plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Change in pension benefit obligations: | |||
Balance at beginning of year | $ (135.6) | $ (215.3) | |
Service cost | (0.2) | (0.5) | $ (0.4) |
Interest cost | (5.7) | (3.4) | (2.9) |
Actuarial (losses) gains | (1.1) | 51.8 | |
Benefits paid | 7.8 | 7 | |
Foreign exchange movement | (7.5) | 24.8 | |
Balance at end of year | (142.3) | (135.6) | (215.3) |
Change in pension plan assets: | |||
Balance at beginning of year | 138.4 | 248.9 | |
Actual return on plan assets | 6.4 | (79.4) | |
Employer contributions | 0 | 5.2 | |
Benefits paid | (7.8) | (7) | |
Foreign exchange movement | 7.8 | (29.3) | |
Balance at end of year | 144.8 | 138.4 | $ 248.9 |
Net asset | $ 2.5 | $ 2.8 |
Employee Benefits - Schedule _3
Employee Benefits - Schedule of net periodic benefit costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Service and other cost | $ (0.2) | $ (0.5) | $ (0.4) |
Interest cost | (5.7) | (3.4) | (2.9) |
Expected return on assets | 5.7 | 3.3 | 5.7 |
Settlement loss | 0 | 0 | (0.4) |
Amortization of net loss | (0.8) | (0.1) | (0.2) |
Net periodic pension (cost) benefit | $ (1) | $ (0.7) | $ 1.8 |
Defined benefit plan, net periodic benefit cost (credit), interest cost, statement of income or comprehensive income, extensible list not disclosed flag | true | true | true |
Defined benefit plan net periodic benefit cost credit expected return loss statement of income or comprehensive income extensible list not disclosed flag | true | true | true |
Employee Benefits - Schedule _4
Employee Benefits - Schedule of actuarial gains and losses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pension Benefit Plans, Accumulated Net Gains Losses [Roll Forward] | |||
Cumulative actuarial (losses) gains at beginning of year | $ (28.1) | $ 2.9 | $ (5.5) |
Actuarial gains (losses) recognized during the period, net of tax | (0.4) | (30.9) | 8 |
Amortization of net loss | 0.8 | 0.1 | 0.2 |
Foreign exchange movement | (2.1) | (0.2) | 0.2 |
Cumulative actuarial (losses) gains at end of year | (29.8) | (28.1) | 2.9 |
Actuarial gains (losses) recognized during the period, tax | $ 0 | $ 0 | $ (0.6) |
Employee Benefits - Schedule _5
Employee Benefits - Schedule of principal actuarial assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Discount rate | 4.10% | 4.20% | 1.50% |
Employee Benefits - Schedule _6
Employee Benefits - Schedule of major categories of plan assets (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Actual allocations | 100% | 100% |
Bulk annuity insurance policy | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual allocations | 97% | 97% |
Cash and other instruments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual allocations | 3% | 3% |
Employee Benefits - Schedule _7
Employee Benefits - Schedule of expected benefits payment (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2024 | $ 8.6 |
2025 | 8.3 |
2026 | 8.3 |
2027 | 8.7 |
2028 | 8.7 |
From 2029 to 2033 | $ 42.7 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Loss Before Income Tax (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | |||
(Loss) earnings before income taxes | $ (30) | $ 338 | $ 339.9 |
United States | |||
Operating Loss Carryforwards [Line Items] | |||
(Loss) earnings before income taxes | (116.8) | 306 | 228.6 |
Other countries | |||
Operating Loss Carryforwards [Line Items] | |||
(Loss) earnings before income taxes | $ 86.8 | $ 32 | $ 111.3 |
Income Taxes - Schedule of Co_2
Income Taxes - Schedule of Components of Income Tax Provision (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
United States federal: | |||
Current | $ 10.5 | $ 45.7 | $ 62.7 |
Deferred | (44) | 4.7 | (21.7) |
Total United States federal income taxes | (33.5) | 50.4 | 41 |
United States state and local: | |||
Current | 7.5 | 27.5 | 31 |
Deferred | (5.9) | 1.7 | (26.6) |
Total United States state and local income taxes | 1.6 | 29.2 | 4.4 |
All other countries: | |||
Current | 39.8 | 54.2 | 53.2 |
Deferred | (2.5) | 7.8 | (8.7) |
Total all other countries income taxes | 37.3 | 62 | 44.5 |
Total provision for income taxes | $ 5.4 | $ 141.6 | $ 89.9 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Effective Tax Rate (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
(Loss) earnings before income taxes | $ (30) | $ 338 | $ 339.9 |
Taxes at the statutory rate | (6.3) | 70.9 | 71.4 |
Adjusted for: | |||
State taxes, net of the federal benefit | 0.2 | 23.4 | (1.5) |
Other permanent nondeductible items | 13.4 | 12.7 | 20.4 |
Foreign tax rate differential | (2.6) | 3.5 | (0.3) |
Change in valuation allowance | 9.4 | 11 | 20.2 |
Impact of repatriation | (0.2) | (3.7) | 0 |
Uncertain tax positions | (13.1) | 2.2 | 2.2 |
Deferred tax inventory adjustment | 6.5 | 7.1 | (1.4) |
Tax credits | (3.5) | (1.4) | (6.8) |
Other, net | 1.6 | 15.9 | (14.3) |
Total provision for income taxes | $ 5.4 | $ 141.6 | $ 89.9 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets | ||
Liabilities | $ 171.9 | $ 152.2 |
Property, plant and equipment | 0.7 | 13.9 |
Deferred expenditures | 107.3 | 53.2 |
Employee benefits | 104.2 | 129.7 |
Tax losses / credits | 199.2 | 189.2 |
Intangible assets | 14.9 | 15.4 |
Income recognition | 13.8 | 13.5 |
Deferred tax assets | 612 | 567.1 |
Less: valuation allowance | (222) | (204.8) |
Net deferred tax assets | 390 | 362.3 |
Deferred tax liabilities | ||
Intangible assets | (254.5) | (271) |
Income recognition | 0 | 0 |
Right-of-use asset | (73.9) | (76.9) |
Other | (7.9) | (13) |
Total deferred tax liabilities | (336.3) | (360.9) |
Net deferred tax assets | $ 53.7 | $ 1.4 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Valuation allowance | $ 222 | $ 204.8 | ||
Unrecognized tax benefits | 19.6 | 28.6 | $ 27.2 | $ 32.4 |
Accrued interest and penalties | 8.3 | 11.9 | ||
Expense for interest and penalties (release of interest and penalties) | (3.5) | 1.2 | $ 0.9 | |
Undistributed earnings | 11,600 | 10,400 | ||
Deferred tax liabilities | 12.1 | 12.3 | ||
Operating loss carryforwards | 185.9 | 176 | ||
Tax credit carryforwards, foreign | 13.1 | 12.9 | ||
Disallowance carryforwards | 99.7 | $ 38 | ||
Decrease in valuation allowance | $ 17.2 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning of year | $ 28.6 | $ 27.2 | $ 32.4 |
Increases from prior period tax positions | 3.3 | 0 | 0 |
Decreases from prior period tax positions | (1.7) | 0 | 0 |
Decreases from statute of limitation expirations | (10.7) | (5.5) | (3.1) |
Increases from current period tax positions | 0.1 | 6.9 | 4.5 |
Decreases relating to settlements with taxing authorities | 0 | 0 | (6.6) |
End of year | $ 19.6 | $ 28.6 | $ 27.2 |
Income Taxes - Schedule of Oper
Income Taxes - Schedule of Operating Loss Carryovers (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 185.9 | $ 176 |
United States | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 26.8 | |
Other countries | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 159.1 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) shares in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2023 $ / shares shares | Mar. 31, 2022 shares | Mar. 31, 2021 shares | Dec. 31, 2023 shares | Dec. 31, 2022 $ / shares shares | Dec. 31, 2021 $ / shares shares | Dec. 31, 2023 performancePeriod shares | Dec. 31, 2022 $ / shares shares | Dec. 31, 2021 $ / shares shares | Sep. 30, 2023 $ / shares | |
Time Based and Performance Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Granted (in shares) | 2.7 | 1.6 | 2.7 | |||||||
Number of additional shares authorized (in shares) | 0.5 | 0.1 | 0.1 | |||||||
Performance-Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Granted (in shares) | 0.5 | 0.7 | 1 | |||||||
Strategic cost efficiency | 50% | 75% | ||||||||
Adjusted free cash flow, percent | 50% | |||||||||
Margin performance based | 50% | |||||||||
Margin growth based | 50% | |||||||||
Margin accretion based | 25% | |||||||||
Share-based compensation arrangement by share-based payment award, award vesting period | 1 year | |||||||||
Number of performance periods | performancePeriod | 3 | |||||||||
Time-Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Weighted average period | 1 year 8 months 12 days | |||||||||
Minimum | Time Based and Performance Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Requisite service period | 3 years | 3 years | 3 years | 3 years | ||||||
Minimum | Performance-Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Weighted average exercise price per share, exercisable (in dollars per share) | $ / shares | $ 25.02 | $ 15.48 | $ 25.02 | $ 15.48 | ||||||
Maximum | Time Based and Performance Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Requisite service period | 4 years | |||||||||
Maximum | Performance-Based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Weighted average exercise price per share, exercisable (in dollars per share) | $ / shares | $ 14.64 | $ 16.33 | $ 16.33 | $ 8.25 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Fair Value Valuation Assumptions (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock price (in dollars per share) | $ 8.18 | $ 13.38 | $ 22.45 | $ 0 | |
Time to maturity | 2 years 6 months | 2 years 10 months 24 days | 2 years 10 months 24 days | 0 years | |
Risk-free interest rate | 4.60% | 4.40% | 1.70% | 0% | |
Historical volatility rate | 39.90% | 44.40% | 54.70% | 0% | |
Dividend yield | 0% | 0% | 0% | 0% | |
Time Based and Performance Based RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Dividend yield | $ 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Outstanding Restricted Stock Units (Details) - $ / shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Time-Based RSUs | |||
Number of RSUs | |||
Unvested, beginning balance (in shares) | 4 | 4.9 | 4.1 |
Granted (in shares) | 3.2 | 1.7 | 2.8 |
Vested (in shares) | (1.8) | (2.3) | (1.7) |
Forfeited (in shares) | (0.5) | (0.3) | (0.3) |
Unvested, ending balance (in shares) | 4.9 | 4 | 4.9 |
Weighted Average Fair Value per Share | |||
Unvested, beginning balance (in dollars per share) | $ 18.81 | $ 16.61 | $ 15.73 |
Granted (in dollars per share) | 12.66 | 21.93 | 16.38 |
Vested (in dollars per share) | 17.97 | 16.47 | 14.45 |
Forfeited (in dollars per share) | 18.70 | 17.77 | 16.77 |
Unvested, ending balance (in dollars per share) | $ 15.18 | $ 18.81 | $ 16.61 |
Performance-Based RSUs | |||
Number of RSUs | |||
Unvested, beginning balance (in shares) | 2.3 | 2.5 | 1.5 |
Granted (in shares) | 0.5 | 0.7 | 1 |
Vested (in shares) | (0.2) | (0.8) | 0 |
Forfeited (in shares) | (1) | (0.1) | 0 |
Unvested, ending balance (in shares) | 1.6 | 2.3 | 2.5 |
Weighted Average Fair Value per Share | |||
Unvested, beginning balance (in dollars per share) | $ 19.04 | $ 16.72 | $ 17.04 |
Granted (in dollars per share) | 13.85 | 25.02 | 16.28 |
Vested (in dollars per share) | 14.84 | 17.29 | 0 |
Forfeited (in dollars per share) | 16.74 | 18.57 | 18.78 |
Unvested, ending balance (in dollars per share) | $ 19.22 | $ 19.04 | $ 16.72 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of RSU Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-IPO stock-based compensation | $ 0 | $ 3.1 | $ 5.4 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-IPO stock-based compensation | 53.6 | 39.6 | 58.9 |
Unrecognized compensation expense related to RSUs | 49.2 | ||
Time-Based RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-IPO stock-based compensation | 40 | 31.8 | 39.5 |
Unrecognized compensation expense related to RSUs | 40.1 | ||
Performance-Based RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-IPO stock-based compensation | 13.6 | $ 7.8 | $ 19.4 |
Unrecognized compensation expense related to RSUs | $ 9.1 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring charges | $ 24.5 | $ 7.3 |
Restructuring accrual in other current liabilities | $ 6.3 | $ 5.7 |
Restructuring - Schedule of Sev
Restructuring - Schedule of Severance and Other Restructuring Accrual Activity (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Reserve [Roll Forward] | ||
Beginning balance | $ 5.7 | $ 4.3 |
Restructuring Charges: | 24.5 | 7.3 |
Payments and Other: | (23.9) | (5.9) |
Ending balance | 6.3 | 5.7 |
Americas | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 13.6 | 3.8 |
Payments and Other: | (14.2) | (4.9) |
EMEA | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 8.3 | 2.9 |
Payments and Other: | (6.9) | (1) |
APAC | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 2.6 | 0.6 |
Payments and Other: | (2.8) | 0 |
Severance Pay and Benefits | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 5.7 | 4.3 |
Restructuring Charges: | 22.5 | 4.9 |
Payments and Other: | (21.9) | (3.5) |
Ending balance | 6.3 | 5.7 |
Severance Pay and Benefits | Americas | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 11.6 | 1.4 |
Payments and Other: | (12.2) | (2.5) |
Severance Pay and Benefits | EMEA | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 8.3 | 2.9 |
Payments and Other: | (6.9) | (1) |
Severance Pay and Benefits | APAC | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 2.6 | 0.6 |
Payments and Other: | (2.8) | 0 |
Contract Modifications and Other Costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 0 | 0 |
Restructuring Charges: | 2 | 2.4 |
Payments and Other: | (2) | (2.4) |
Ending balance | 0 | 0 |
Contract Modifications and Other Costs | Americas | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 2 | 2.4 |
Payments and Other: | (2) | (2.4) |
Contract Modifications and Other Costs | EMEA | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 0 | 0 |
Payments and Other: | 0 | 0 |
Contract Modifications and Other Costs | APAC | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges: | 0 | 0 |
Payments and Other: | $ 0 | $ 0 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 121 | $ 126.3 | $ 135.7 |
Finance lease cost: | |||
Amortization of assets | 26.2 | 17.3 | 12.8 |
Interest on lease liabilities | 1.6 | 0.6 | 0.2 |
Total finance lease cost | 27.8 | 17.9 | 13 |
Variable lease cost | 36.5 | 37.4 | 36.1 |
Sublease income | $ 9.6 | $ 11.2 | $ 11.1 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Non-current operating lease assets | $ 339 | $ 358 |
Other current liabilities | 111.3 | 107.6 |
Non-current operating lease liabilities | 319.6 | 334.6 |
Total operating lease liabilities | 430.9 | 442.2 |
Finance Leases | ||
Property and equipment, gross | 134.5 | 99.8 |
Accumulated depreciation | (88.5) | (62.2) |
Property and equipment, net | 46 | 37.6 |
Short-term borrowings and current portion of long-term debt | 23.7 | 17.3 |
Long-term debt | 22.2 | 22.3 |
Total finance lease liabilities | $ 45.9 | $ 39.6 |
Weighted Average Remaining Lease Term (in years) | ||
Operating leases | 5 years 1 month 6 days | 5 years 2 months 12 days |
Finance leases | 2 years 1 month 6 days | 2 years 4 months 24 days |
Weighted Average Discount Rate | ||
Operating leases | 5.20% | 4.80% |
Finance leases | 3.50% | 4.30% |
Operating Lease, liability, current, statement of financial position | Other current liabilities | Other current liabilities |
Finance lease, right-of-use asset, statement of financial position | Property and equipment, net | Property and equipment, net |
Finance lease, liability, current, statement of financial position | Short-term borrowings and current portion of long-term debt | Short-term borrowings and current portion of long-term debt |
Finance lease, liability, noncurrent, statement of financial position | Total Long-term debt, net | Total Long-term debt, net |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 130.4 | |
2025 | 108.5 | |
2026 | 88.2 | |
2027 | 57.5 | |
2028 | 30.8 | |
Thereafter | 74.4 | |
Total lease payments | 489.8 | |
Less imputed interest | 58.9 | |
Total operating lease liabilities | 430.9 | $ 442.2 |
Finance Leases | ||
2024 | 25 | |
2025 | 16.9 | |
2026 | 4.7 | |
2027 | 1.3 | |
2028 | 0.1 | |
Thereafter | 0 | |
Total lease payments | 48 | |
Less imputed interest | 2.1 | |
Finance lease liabilities | $ 45.9 | $ 39.6 |
Leases - Narratives (Details)
Leases - Narratives (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, lease not yet commenced, liability | $ 6.6 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating lease not yet commenced term | 2 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating lease not yet commenced term | 9 years |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2023 USD ($) | Nov. 30, 2023 letter | Nov. 27, 2023 loan | Dec. 31, 2022 USD ($) | Dec. 03, 2021 | |
Loss Contingencies [Line Items] | |||||
Contingent liabilities, current | $ 80.4 | $ 76.9 | |||
Contingent liabilities, non-current | $ 53.1 | 39.7 | |||
Closed-ended terms for guarantees | 9 years | ||||
Maximum potential future payments on guarantees | $ 70 | ||||
Greystone | |||||
Loss Contingencies [Line Items] | |||||
Number of loan commitment letters issued | letter | 1 | ||||
Number of first mortgage multifamily property loans | loan | 39 | ||||
Equity method investment, ownership percentage | 40% | 40% | |||
Errors and Omissions (E&O) claims and other claims | |||||
Loss Contingencies [Line Items] | |||||
Contingent liabilities | 55.4 | 36.6 | |||
Workers' compensation | |||||
Loss Contingencies [Line Items] | |||||
Contingent liabilities | 78.1 | 80 | |||
Insurance recoverable | |||||
Loss Contingencies [Line Items] | |||||
Contingent liabilities | $ 0.8 | $ 7.4 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - Related Party - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Other receivables, net, current | $ 49.9 | $ 50.8 |
Other receivable, after allowance for credit loss, noncurrent | $ 311.7 | $ 271.7 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Nov. 30, 2023 | Oct. 31, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Estimated fair value of external debt | $ 3,300 | $ 3,200 | |||
Gross carrying value of debt | $ 3,200 | 3,200 | |||
Earn out payment | 6 years | ||||
Unrealized loss on investments, net | $ (27.8) | (84.2) | $ (10.4) | ||
WeWork | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Unrealized loss on investments, net | (21.5) | (107.5) | |||
Several Estate Service Companies | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Earn-out liabilities, maximum | 28.6 | ||||
Earn-out liabilities, minimum | 0 | ||||
Fair Value, Measurements, Recurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred purchase price receivable | 387.8 | ||||
Equity securities | 21.5 | ||||
Fair Value, Nonrecurring | WeWork | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Equity securities | $ 150 | ||||
Unrealized loss on investments, net | (6.3) | 23.3 | |||
Fair Value, Nonrecurring | Early State Proptech Companies | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investments in real estate ventures | 40.7 | 42.4 | |||
Fair Value, Nonrecurring | Real Estate Venture Capital Funds | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investments in real estate ventures | 79 | 82.8 | |||
Level 3 | Fair Value, Measurements, Recurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred purchase price receivable | $ 219.6 | 387.8 | |||
Equity securities | 0 | ||||
Level 1 | Fair Value, Measurements, Recurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred purchase price receivable | 0 | ||||
Equity securities | 21.5 | ||||
Level 1 | Fair Value, Nonrecurring | WeWork | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Equity securities | $ 21.5 | $ 0 |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Fair Value Measurements (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Cash equivalents - money market funds | $ 1 | $ 0.9 |
Deferred compensation plan assets | 31 | 31.9 |
Deferred purchase price receivable | 387.8 | |
Equity securities | 21.5 | |
Total | 37.3 | 444.9 |
Liabilities | ||
Deferred compensation plan liabilities | 33.1 | 33.2 |
Earn-out liabilities | 25.6 | 29.3 |
Total | 66.1 | 76.2 |
Level 1 | ||
Assets | ||
Cash equivalents - money market funds | 1 | 0.9 |
Deferred compensation plan assets | 31 | 31.9 |
Deferred purchase price receivable | 0 | |
Equity securities | 21.5 | |
Total | 32 | 54.3 |
Liabilities | ||
Deferred compensation plan liabilities | 33.1 | 33.2 |
Earn-out liabilities | 0 | 0 |
Total | 33.1 | 33.2 |
Level 2 | ||
Assets | ||
Cash equivalents - money market funds | 0 | 0 |
Deferred compensation plan assets | 0 | 0 |
Deferred purchase price receivable | 0 | |
Equity securities | 0 | |
Total | 5.3 | 2.8 |
Liabilities | ||
Deferred compensation plan liabilities | 0 | 0 |
Earn-out liabilities | 0 | 0 |
Total | 7.4 | 13.7 |
Level 3 | ||
Assets | ||
Cash equivalents - money market funds | 0 | 0 |
Deferred compensation plan assets | 0 | 0 |
Deferred purchase price receivable | 219.6 | 387.8 |
Equity securities | 0 | |
Total | 0 | 387.8 |
Liabilities | ||
Deferred compensation plan liabilities | 0 | 0 |
Earn-out liabilities | 25.6 | 29.3 |
Total | 25.6 | 29.3 |
Interest rate swap agreements | ||
Assets | ||
Foreign currency forward contracts | 4.3 | |
Liabilities | ||
Derivative liability | 6.7 | 10.7 |
Interest rate swap agreements | Level 1 | ||
Assets | ||
Foreign currency forward contracts | 0 | |
Liabilities | ||
Derivative liability | 0 | 0 |
Interest rate swap agreements | Level 2 | ||
Assets | ||
Foreign currency forward contracts | 4.3 | |
Liabilities | ||
Derivative liability | 6.7 | 10.7 |
Interest rate swap agreements | Level 3 | ||
Assets | ||
Foreign currency forward contracts | 0 | |
Liabilities | ||
Derivative liability | 0 | 0 |
Foreign currency forward contracts | ||
Assets | ||
Foreign currency forward contracts | 1 | 2.8 |
Liabilities | ||
Derivative liability | 0.7 | 3 |
Foreign currency forward contracts | Level 1 | ||
Assets | ||
Foreign currency forward contracts | 0 | 0 |
Liabilities | ||
Derivative liability | 0 | 0 |
Foreign currency forward contracts | Level 2 | ||
Assets | ||
Foreign currency forward contracts | 1 | 2.8 |
Liabilities | ||
Derivative liability | 0.7 | 3 |
Foreign currency forward contracts | Level 3 | ||
Assets | ||
Foreign currency forward contracts | 0 | 0 |
Liabilities | ||
Derivative liability | $ 0 | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - Deferred Purchase Price Receivable $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 387.8 |
Sales of receivables | 1,420.3 |
Settlements | (1,393.2) |
Draw on credit investment limit, net | (170) |
Net change in fair value and other adjustments | (9.7) |
Transfer out of Level 3 | (235.2) |
Ending balance | $ 0 |
Fair Value Measurements - Liabi
Fair Value Measurements - Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - Earn-out Liabilities - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 29.3 | $ 21.4 |
Purchases/additions | 0 | 13.7 |
Net change in fair value and other adjustments | 0.9 | (1.7) |
Payments | (4.6) | (4.1) |
Ending balance | $ 25.6 | $ 29.3 |
Accounts Receivable Securitiz_2
Accounts Receivable Securitization - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Jun. 20, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Aug. 20, 2022 | |
Transfers and Servicing [Abstract] | ||||
Transferor's interests in transferred financial assets, receivables sold, percent | 100% | |||
Proceeds from accounts receivable securitization | $ 2,600 | $ 2,000 | ||
Cash collection | 2,700 | 1,700 | ||
Outstanding principal on receivables sold under securitization | 345.7 | 407.9 | ||
Investment limit | 200 | |||
Transferor's interests in transferred financial assets, amount drawn on investment limit | $ 100 | $ 0 | ||
Cash flows between transferor and transferee, servicing fees | $ 11.3 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash and cash equivalents | $ 767.7 | $ 644.5 | ||
Restricted cash recorded in Prepaid expenses and other current assets | 33.5 | 74.5 | ||
Total cash, cash equivalents and restricted cash shown in the statements of cash flows | $ 801.2 | $ 719 | $ 890.3 | $ 1,164.1 |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Schedule of Non Cash Investing and Financing Activities (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash paid for: | |||
Interest | $ 233.3 | $ 181.4 | $ 166.4 |
Income taxes | 88.5 | 215.4 | 46.5 |
Operating leases | 117.4 | 125.1 | 137.8 |
Non-cash investing/financing activities: | |||
Property and equipment additions through finance leases | 33.7 | 34.1 | 17.1 |
Deferred and contingent payment obligation incurred through acquisitions | 0 | 27 | 4 |
(Decrease) increase in beneficial interest in a securitization | (68.2) | 251.4 | (24) |
Right of use assets acquired through operating leases | $ 81.6 | $ 54.4 | $ 119.2 |
Parent Company Information - Co
Parent Company Information - Condensed Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 12, 2018 |
Assets | |||||
Cash | $ 767.7 | $ 644.5 | |||
Total assets | 7,774 | 7,949.3 | |||
Liabilities | |||||
Total liabilities | 6,096 | 6,287.2 | |||
Equity [Abstract] | |||||
Ordinary shares, nominal value $0.10 per share, 800,000,000 shares authorized; 227,282,173 and 225,780,535 shares issued and outstanding at December 31, 2023 and 2022, respectively | 22.7 | 22.6 | |||
Additional paid-in capital | 2,957.3 | 2,911.5 | |||
Accumulated deficit | (1,117.2) | (1,081.8) | |||
Accumulated other comprehensive loss | (185.4) | (191) | |||
Total equity attributable to the Company | 1,677.4 | 1,661.3 | |||
Non-controlling interests | 0.6 | 0.8 | |||
Total equity | 1,678 | 1,662.1 | $ 1,448.6 | $ 1,095.6 | |
Total liabilities and equity | $ 7,774 | $ 7,949.3 | |||
Ordinary shares, nominal value per share (in dollars per share) | $ 0.10 | $ 0.10 | $ 0.01 | ||
Ordinary shares authorized (in shares) | 800,000,000 | 800,000,000 | |||
Ordinary shares issued (in shares) | 227,282,173 | 225,780,535 | |||
Ordinary shares outstanding (in shares) | 227,282,173 | 225,780,535 | |||
Parent Company | |||||
Assets | |||||
Cash | $ 22.3 | $ 21.7 | |||
Accounts receivables | 226.6 | 198.7 | |||
Investments in subsidiaries | 1,561.9 | 1,565.1 | |||
Total assets | 1,810.8 | 1,785.5 | |||
Liabilities | |||||
Trade and other payables | 132.8 | 123.4 | |||
Total liabilities | 132.8 | 123.4 | |||
Equity [Abstract] | |||||
Ordinary shares, nominal value $0.10 per share, 800,000,000 shares authorized; 227,282,173 and 225,780,535 shares issued and outstanding at December 31, 2023 and 2022, respectively | 22.7 | 22.6 | |||
Additional paid-in capital | 2,957.3 | 2,911.5 | |||
Accumulated deficit | (1,117.2) | (1,081.8) | |||
Accumulated other comprehensive loss | (185.4) | (191) | |||
Total equity attributable to the Company | 1,677.4 | 1,661.3 | |||
Non-controlling interests | 0.6 | 0.8 | |||
Total equity | 1,678 | 1,662.1 | |||
Total liabilities and equity | $ 1,810.8 | $ 1,785.5 |
Parent Company Information - _2
Parent Company Information - Condensed Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Condensed Income Statements, Captions [Line Items] | |||
(Loss) earnings before income taxes | $ (30) | $ 338 | $ 339.9 |
Net (loss) income | (35.4) | 196.4 | 250 |
Total comprehensive (loss) income | (29.8) | 198.4 | 299.7 |
Parent Company | |||
Condensed Income Statements, Captions [Line Items] | |||
Interest and other (expense) income | (0.1) | 0.3 | (0.3) |
(Loss) income in earnings of subsidiaries | (35.3) | 196.1 | 250.3 |
(Loss) earnings before income taxes | (35.4) | 196.4 | 250 |
Net (loss) income | (35.4) | 196.4 | 250 |
Other comprehensive income of subsidiaries | 5.6 | 2 | 49.7 |
Total comprehensive (loss) income | $ (29.8) | $ 198.4 | $ 299.7 |
Parent Company Information - _3
Parent Company Information - Condensed Statements of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities | |||
Net (loss) income | $ (35.4) | $ 196.4 | $ 250 |
Reconciliation of net (loss) income to net cash provided by operating activities: | |||
Net cash provided by operating activities | 152.2 | 49.1 | 549.5 |
Cash flows from investing activities: | |||
Net cash provided by (used in) investing activities | 48.9 | (120.7) | (749.5) |
Cash flows from financing activities: | |||
Other financing activities, net | 1.1 | 2.9 | 6.4 |
Net cash used in financing activities | (120.8) | (79.3) | (65.8) |
Change in cash and cash equivalents | 80.3 | (150.9) | (265.8) |
Cash, cash equivalents and restricted cash, beginning of the year | 719 | 890.3 | 1,164.1 |
Cash, cash equivalents and restricted cash, end of the year | 801.2 | 719 | 890.3 |
Supplemental disclosure of non-cash activities: | |||
Stock-based compensation | 54.1 | 40.3 | 58.2 |
Parent Company | |||
Cash flows from operating activities | |||
Net (loss) income | (35.4) | 196.4 | 250 |
Reconciliation of net (loss) income to net cash provided by operating activities: | |||
Loss (income) in earnings of subsidiaries | 35.3 | (196.1) | (250.3) |
Net cash provided by operating activities | (0.1) | 0.3 | (0.3) |
Cash flows from investing activities: | |||
Net cash provided by (used in) investing activities | 0 | 0 | 0 |
Cash flows from financing activities: | |||
Other financing activities, net | 0.7 | 2.6 | 6.3 |
Net cash used in financing activities | 0.7 | 2.6 | 6.3 |
Change in cash and cash equivalents | 0.6 | 2.9 | 6 |
Cash, cash equivalents and restricted cash, beginning of the year | 21.7 | 18.8 | 12.8 |
Cash, cash equivalents and restricted cash, end of the year | 22.3 | 21.7 | 18.8 |
Supplemental disclosure of non-cash activities: | |||
Stock-based compensation | $ 54.1 | $ 40.3 | $ 58.2 |
Parent Company Information - Na
Parent Company Information - Narrative (Details) - USD ($) | 12 Months Ended | ||||||
Sep. 01, 2015 | Nov. 05, 2014 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 12, 2018 | Aug. 21, 2014 | |
Business Acquisition [Line Items] | |||||||
Ordinary shares, nominal value per share (in dollars per share) | $ 0.10 | $ 0.10 | $ 0.01 | ||||
Excess of consolidated net assets | 25% | ||||||
Restricted net assets | $ 1,400,000,000 | ||||||
Cash dividend not paid | $ 0 | $ 0 | $ 0 | ||||
DTZ Group | |||||||
Business Acquisition [Line Items] | |||||||
Percentage acquired | 100% | ||||||
DTZ Group | DTZ Jersey Holdings Limited | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid | $ 1,100,000,000 | ||||||
C&W Group, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Percentage acquired | 100% | ||||||
C&W Group, Inc. | DTZ Jersey Holdings Limited | |||||||
Business Acquisition [Line Items] | |||||||
Percentage acquired | 100% | 100% | |||||
Cash paid | $ 1,900,000,000 | $ 1,100,000,000 |
Schedule II - Valuation & Qua_2
Schedule II - Valuation & Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning balance | $ 88.2 | $ 72.2 | $ 70.9 |
Charges to expense | 9.1 | 23.1 | 21.6 |
Write-offs, payments and other | (12.1) | (7.1) | (20.3) |
Ending balance | $ 85.2 | $ 88.2 | $ 72.2 |