Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 24, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
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, City or Town | London | |
Entity Address, Country | GB | |
Entity Address, Postal Zip Code | EC2N 1AR | |
City Area Code | 44 | |
Local Phone Number | 20 3296 3000 | |
Title of 12(b) Security | Ordinary Shares, $0.10 nominal value | |
Trading Symbol | CWK | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 229,249,806 | |
Entity Central Index Key | 0001628369 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 567.3 | $ 767.7 |
Trade and other receivables, net of allowance of $87.8 and $85.2, as of June 30, 2024 and December 31, 2023, respectively | 1,283.7 | 1,468 |
Income tax receivable | 67.5 | 67.1 |
Short-term contract assets, net | 296.7 | 311 |
Prepaid expenses and other current assets | 229.1 | 189.4 |
Assets held for sale | 147.7 | 0 |
Total current assets | 2,592 | 2,803.2 |
Property and equipment, net | 148.2 | 163.8 |
Goodwill | 2,024 | 2,080.9 |
Intangible assets, net | 711.9 | 805.9 |
Equity method investments | 710.5 | 708 |
Deferred tax assets | 109.3 | 67.4 |
Non-current operating lease assets | 307.8 | 339 |
Other non-current assets | 739.3 | 805.8 |
Total assets | 7,343 | 7,774 |
Current liabilities: | ||
Short-term borrowings and current portion of long-term debt | 141.7 | 149.7 |
Accounts payable and accrued expenses | 1,032.4 | 1,157.7 |
Accrued compensation | 671.9 | 851.4 |
Income tax payable | 27.6 | 20.8 |
Other current liabilities | 238.7 | 217.6 |
Liabilities associated with assets held for sale | 23 | 0 |
Total current liabilities | 2,135.3 | 2,397.2 |
Long-term debt, net | 3,001.7 | 3,096.9 |
Deferred tax liabilities | 29.6 | 13.7 |
Non-current operating lease liabilities | 283.8 | 319.6 |
Other non-current liabilities | 253.1 | 268.6 |
Total liabilities | 5,703.5 | 6,096 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Ordinary shares, nominal value $0.10 per share, 800,000,000 shares authorized; 229,191,378 and 227,282,173 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively | 22.9 | 22.7 |
Additional paid-in capital | 2,959.4 | 2,957.3 |
Accumulated deficit | (1,132.5) | (1,117.2) |
Accumulated other comprehensive loss | (210.9) | (185.4) |
Total equity attributable to the Company | 1,638.9 | 1,677.4 |
Non-controlling interests | 0.6 | 0.6 |
Total equity | 1,639.5 | 1,678 |
Total liabilities and shareholders’ equity | $ 7,343 | $ 7,774 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Trade and other receivables, allowance | $ 87.8 | $ 85.2 |
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) | 229,191,378 | 227,282,173 |
Ordinary shares outstanding (in shares) | 229,191,378 | 227,282,173 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Revenue | $ 2,288 | $ 2,406 | $ 4,472.8 | $ 4,655.3 |
Costs and expenses: | ||||
Costs of services (exclusive of depreciation and amortization) | 1,874.8 | 1,978.1 | 3,707.3 | 3,885.7 |
Operating, administrative and other | 294.2 | 328.9 | 590.2 | 644.8 |
Depreciation and amortization | 31.2 | 35.7 | 63.7 | 72.6 |
Restructuring, impairment and related charges | 17.4 | 7 | 22.4 | 14.2 |
Total costs and expenses | 2,217.6 | 2,349.7 | 4,383.6 | 4,617.3 |
Operating income | 70.4 | 56.3 | 89.2 | 38 |
Interest expense, net of interest income | (60.8) | (57.9) | (119.5) | (134.7) |
Earnings from equity method investments | 4.3 | 12.8 | 16 | 24.7 |
Other income (expense), net | 3.3 | (4.8) | 5 | (10.8) |
Earnings (loss) before income taxes | 17.2 | 6.4 | (9.3) | (82.8) |
Provision for (benefit from) income taxes | 3.7 | 1.3 | 6 | (11.5) |
Net income (loss) | $ 13.5 | $ 5.1 | $ (15.3) | $ (71.3) |
Basic earnings (loss) per share: | ||||
Earnings (loss) per share attributable to common shareholders, basic (in dollars per share) | $ 0.06 | $ 0.02 | $ (0.07) | $ (0.31) |
Weighted average shares outstanding for basic earnings (loss) per share (in dollars per share) | 229 | 227.1 | 228.5 | 226.7 |
Diluted earnings (loss) per share: | ||||
Earnings (loss) per share attributable to common shareholders, diluted (in dollars per share) | $ 0.06 | $ 0.02 | $ (0.07) | $ (0.31) |
Weighted average shares outstanding for diluted earnings (loss) per share (in shares) | 231.5 | 227.1 | 228.5 | 226.7 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 13.5 | $ 5.1 | $ (15.3) | $ (71.3) |
Other comprehensive (loss) income, net of tax: | ||||
Designated hedge (losses) gains | (2.4) | 25.8 | 8.3 | 11.6 |
Defined benefit plan actuarial gain (loss) | (0.1) | (0.8) | 0.8 | (1.2) |
Foreign currency translation | (1.7) | (1.4) | (34.6) | 2.6 |
Total other comprehensive (loss) income | (4.2) | 23.6 | (25.5) | 13 |
Total comprehensive income (loss) | $ 9.3 | $ 28.7 | $ (40.8) | $ (58.3) |
Condensed Consolidated Statem_3
Condensed 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 Gains (Losses) | Foreign Currency Translation | Defined Benefit Plans | Total Accumulated Other Comprehensive Loss, net of tax | Non-Controlling Interests |
Beginning balance (in shares) at Dec. 31, 2022 | 225.8 | |||||||||
Beginning 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 income (loss) | (71.3) | (71.3) | (71.3) | |||||||
Stock-based compensation | 25.2 | 25.2 | 25.2 | |||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes (in shares) | 1.3 | |||||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes | (6.8) | (6.8) | $ 0.1 | (6.9) | ||||||
Unrealized gain on hedging instruments, net of tax | 25.6 | 25.6 | 25.6 | 25.6 | ||||||
Amounts reclassified from AOCI to the statement of operations | (14) | (14) | (14) | (14) | ||||||
Foreign currency translation | 2.6 | 2.6 | 2.6 | 2.6 | ||||||
Defined benefit plan actuarial gain (loss) | (1.2) | (1.2) | (1.2) | (1.2) | ||||||
Distribution from non-controlling interests | (0.2) | (0.2) | ||||||||
Ending balance (in shares) at Jun. 30, 2023 | 227.1 | |||||||||
Ending balance at Jun. 30, 2023 | 1,622 | 1,621.4 | $ 22.7 | 2,929.8 | (1,153.1) | 60.3 | (198) | (40.3) | (178) | 0.6 |
Beginning balance (in shares) at Mar. 31, 2023 | 227 | |||||||||
Beginning balance at Mar. 31, 2023 | 1,579.5 | 1,579 | $ 22.7 | 2,916.1 | (1,158.2) | 34.5 | (196.6) | (39.5) | (201.6) | 0.5 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 5.1 | 5.1 | 5.1 | |||||||
Stock-based compensation | 13.9 | 13.9 | 13.9 | |||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes (in shares) | 0.1 | |||||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes | (0.2) | (0.2) | (0.2) | |||||||
Unrealized gain on hedging instruments, net of tax | 34.4 | 34.4 | 34.4 | 34.4 | ||||||
Amounts reclassified from AOCI to the statement of operations | (8.6) | (8.6) | (8.6) | (8.6) | ||||||
Foreign currency translation | (1.4) | (1.4) | (1.4) | (1.4) | ||||||
Defined benefit plan actuarial gain (loss) | (0.8) | (0.8) | (0.8) | (0.8) | ||||||
Other activity | 0.1 | 0.1 | ||||||||
Ending balance (in shares) at Jun. 30, 2023 | 227.1 | |||||||||
Ending balance at Jun. 30, 2023 | 1,622 | 1,621.4 | $ 22.7 | 2,929.8 | (1,153.1) | 60.3 | (198) | (40.3) | (178) | 0.6 |
Beginning balance (in shares) at Dec. 31, 2023 | 227.3 | |||||||||
Beginning 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 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (15.3) | (15.3) | (15.3) | |||||||
Stock-based compensation | 11.9 | 11.9 | 11.9 | |||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes (in shares) | 1.9 | |||||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes | (9.6) | (9.6) | $ 0.2 | (9.8) | ||||||
Unrealized gain on hedging instruments, net of tax | 31 | 31 | 31 | 31 | ||||||
Amounts reclassified from AOCI to the statement of operations | (22.7) | (22.7) | (22.7) | (22.7) | ||||||
Foreign currency translation | (34.6) | (34.6) | (34.6) | (34.6) | ||||||
Defined benefit plan actuarial gain (loss) | 0.8 | 0.8 | 0.8 | 0.8 | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 229.2 | |||||||||
Ending balance at Jun. 30, 2024 | 1,639.5 | 1,638.9 | $ 22.9 | 2,959.4 | (1,132.5) | 45.3 | (216.2) | (40) | (210.9) | 0.6 |
Beginning balance (in shares) at Mar. 31, 2024 | 229 | |||||||||
Beginning balance at Mar. 31, 2024 | 1,625.4 | 1,624.8 | $ 22.9 | 2,954.6 | (1,146) | 47.7 | (214.5) | (39.9) | (206.7) | 0.6 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 13.5 | 13.5 | 13.5 | |||||||
Stock-based compensation | 5.4 | 5.4 | 5.4 | |||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes (in shares) | 0.2 | |||||||||
Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes | (0.6) | (0.6) | (0.6) | |||||||
Unrealized gain on hedging instruments, net of tax | 8.9 | 8.9 | 8.9 | 8.9 | ||||||
Amounts reclassified from AOCI to the statement of operations | (11.3) | (11.3) | (11.3) | (11.3) | ||||||
Foreign currency translation | (1.7) | (1.7) | (1.7) | (1.7) | ||||||
Defined benefit plan actuarial gain (loss) | (0.1) | (0.1) | (0.1) | (0.1) | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 229.2 | |||||||||
Ending balance at Jun. 30, 2024 | $ 1,639.5 | $ 1,638.9 | $ 22.9 | $ 2,959.4 | $ (1,132.5) | $ 45.3 | $ (216.2) | $ (40) | $ (210.9) | $ 0.6 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities | ||
Net income (loss) | $ (15.3) | $ (71.3) |
Reconciliation of net loss to net cash used in operating activities: | ||
Depreciation and amortization | 63.7 | 72.6 |
Impairment charges | 1.2 | 2.1 |
Unrealized foreign exchange gain | (3.4) | (3.5) |
Stock-based compensation | 11.9 | 25.3 |
Lease amortization | 45.4 | 48.5 |
Loss on debt extinguishment | 0 | 8.7 |
Amortization of debt issuance costs | 3.7 | 3.9 |
Earnings from equity method investments, net of distributions received | (5.3) | (10.4) |
Change in deferred taxes | (30.1) | (4.1) |
Provision for loss on receivables and other assets | 7.7 | 1.8 |
Loss on disposal of business | 12.5 | 1.4 |
Unrealized loss on equity securities, net | 1.7 | 18.9 |
Other operating activities, net | (15.9) | 9.4 |
Changes in assets and liabilities: | ||
Trade and other receivables | 115.4 | 114.4 |
Income taxes payable | 5.7 | (67.4) |
Short-term contract assets and Prepaid expenses and other current assets | (2.8) | (19.2) |
Other non-current assets | (25) | (38.7) |
Accounts payable and accrued expenses | (79) | (72.2) |
Accrued compensation | (167.4) | (227.7) |
Other current and non-current liabilities | (28) | (30.8) |
Net cash used in operating activities | (103.3) | (238.3) |
Cash flows from investing activities | ||
Payment for property and equipment | (22.3) | (20.6) |
Investments in equity securities and equity method joint ventures | (0.9) | (5.5) |
Return of beneficial interest in a securitization | (200) | (40) |
Collection on beneficial interest in a securitization | 280 | 210 |
Other investing activities, net | 0.1 | 1.5 |
Net cash provided by investing activities | 56.9 | 145.4 |
Cash flows from financing activities | ||
Shares repurchased for payment of employee taxes on stock awards | (9.7) | (7.4) |
Payment of deferred and contingent consideration | (14.3) | (12.6) |
Proceeds from borrowings | 0 | 1,000 |
Repayment of borrowings | (100) | (1,000) |
Debt issuance costs | 0 | (23.5) |
Payment of finance lease liabilities | (15.5) | (13.6) |
Other financing activities, net | (1) | 2.1 |
Net cash used in financing activities | (140.5) | (55) |
Change in cash, cash equivalents and restricted cash | (186.9) | (147.9) |
Cash, cash equivalents and restricted cash, beginning of the period | 801.2 | 719 |
Effects of exchange rate fluctuations on cash, cash equivalents and restricted cash | (9.4) | 1.7 |
Cash, cash equivalents and restricted cash, end of the period | $ 604.9 | $ 572.8 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Note 1: Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared under accounting principles generally accepted in the United States (“U.S. GAAP” or “GAAP”) and in conformity with rules applicable to quarterly reports on Form 10-Q. The Condensed Consolidated Financial Statements as of June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 are unaudited. All adjustments (consisting of normal recurring adjustments, except as otherwise noted) considered necessary for a fair presentation of the unaudited Condensed Consolidated Financial Statements for these interim periods have been included. Readers of this unaudited condensed consolidated quarterly financial information should refer to the audited Consolidated Financial Statements and notes thereto of Cushman & Wakefield plc (together with its subsidiaries “Cushman & Wakefield,” the “Company,” “we,” “our” and “us”) for the year ended December 31, 2023 included in our 2023 Annual Report on Form 10-K (our “2023 Annual Report”) filed with the U.S. Securities and Exchange Commission (the “SEC”) and also available on our website (www.cushmanwakefield.com). Certain footnote disclosures that would substantially duplicate those contained in such audited financial statements or which are not required by the rules and regulations of the SEC for interim financial statement presentation have been condensed or omitted. Refer to Note 2: Summary of Significant Accounting Policies of the Notes to the Consolidated Financial Statements in the Company’s 2023 Annual Report for further discussion of the Company’s significant accounting policies and estimates. Due to seasonality, the results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2024. The Company provides for the effects of income taxes on interim financial statements based on estimates of the effective tax rate for the full year, which is based on forecasted income by country and enacted tax rates. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | Note 2: New Accounting Pronouncements There have been no recently issued accounting standards that the Company adopted during the six months ended June 30, 2024. The following accounting pronouncements have been issued but are not effective for the current reporting period and have not been early adopted by the Company: Business Combinations – Joint Ventures In August 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“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. SEC Staff Bulletins and Releases 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 Accounting Standards Codification (“ASC”). These amendments align the requirements in the ASC to the SEC’s removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K. 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 June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not anticipate that these amendments will have an impact on its 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. ASU 2023-07 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 that began after December 15, 2023 and interim periods beginning after December 15, 2024. The amended disclosure requirements are to be applied retrospectively. The Company is currently evaluating the impact that this ASU will have on its financial statement disclosures. Beginning with the Company’s Form 10-K that will be filed for the annual period ending December 31, 2024, this ASU will result in expanded disclosures related to each reportable segment but will have no impact on the Company’s financial position or results of operations. 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. ASU 2023-09 requires entities to disclose disaggregated information within its effective tax rate reconciliation as well as additional information related to income taxes paid, such as the 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 this ASU will have on its financial statement disclosures as well as the method of adoption. Beginning with the Company’s Form 10-K that will be filed for the annual period ending December 31, 2025, this ASU will result in expanded disclosures related to income taxes but will have no impact on the Company’s financial position or results of operations. |
Segment Data
Segment Data | 6 Months Ended |
Jun. 30, 2024 | |
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, loss on disposal group, 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): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 % Change 2024 2023 % Change Total revenue Americas $ 1,713.4 $ 1,836.5 (7) % $ 3,334.4 $ 3,556.7 (6) % EMEA 221.9 239.9 (8) % 444.2 445.2 0 % APAC 352.7 329.6 7 % 694.2 653.4 6 % Total revenue $ 2,288.0 $ 2,406.0 (5) % $ 4,472.8 $ 4,655.3 (4) % Adjusted EBITDA Americas $ 109.0 $ 116.4 (6) % $ 173.4 $ 173.1 0 % EMEA 13.2 16.9 (22) % 22.2 14.8 50 % APAC 16.7 12.8 30 % 21.4 19.1 12 % Adjusted EBITDA $ 138.9 $ 146.1 (5) % $ 217.0 $ 207.0 5 % Adjusted EBITDA is calculated as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net income (loss) $ 13.5 $ 5.1 $ (15.3) $ (71.3) Add/(less): Depreciation and amortization 31.2 35.7 63.7 72.6 Interest expense, net of interest income 60.8 57.9 119.5 134.7 Provision for (benefit from) income taxes 3.7 1.3 6.0 (11.5) Unrealized loss on investments, net 0.7 8.2 1.7 18.9 Loss on disposal group 14.0 1.8 14.0 1.8 Integration and other costs related to merger 1.5 2.0 2.8 4.4 Acquisition related costs and efficiency initiatives — 5.1 — 11.7 Cost savings initiatives 10.2 12.2 17.4 27.2 CEO transition costs 1.9 2.3 1.9 2.3 Servicing liability fees and amortization (0.5) 11.6 (0.9) 11.6 Other 1.9 2.9 6.2 4.6 Adjusted EBITDA $ 138.9 $ 146.1 $ 217.0 $ 207.0 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2024 | |
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 both the six months ended June 30, 2024 and 2023, the Company has determined all potentially dilutive shares would be anti-dilutive in these periods 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 in those periods. Approximately 2.8 million and 0.5 million of potentially dilutive shares for the six months ended June 30, 2024 and 2023, respectively, 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): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Basic EPS Net income (loss) $ 13.5 $ 5.1 $ (15.3) $ (71.3) Weighted average shares outstanding for basic earnings (loss) per share 229.0 227.1 228.5 226.7 Basic earnings (loss) per share attributable to common shareholders $ 0.06 $ 0.02 $ (0.07) $ (0.31) Diluted EPS Net income (loss) $ 13.5 $ 5.1 $ (15.3) $ (71.3) Weighted average shares outstanding for basic earnings (loss) per share 229.0 227.1 228.5 226.7 Dilutive effect of restricted stock units 2.5 — — — Dilutive effect of stock options — — — — Weighted average shares outstanding for diluted earnings (loss) per share 231.5 227.1 228.5 226.7 Diluted earnings (loss) per share attributable to common shareholders $ 0.06 $ 0.02 $ (0.07) $ (0.31) |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 5: Revenue Disaggregation of Revenue Effective January 1, 2024, the Property, facilities and project management service line was renamed to Services. The change was to the name only and had no impact on the composition of the Company’s service lines or its historical results. The following tables disaggregate revenue by reportable segment and service line (in millions): Three Months Ended June 30, 2024 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 1,183.4 $ 107.6 $ 270.4 $ 1,561.4 Leasing At a point in time 358.3 54.0 44.2 456.5 Capital markets At a point in time 132.7 19.2 11.7 163.6 Valuation and other At a point in time or over time 39.0 41.1 26.4 106.5 Total revenue $ 1,713.4 $ 221.9 $ 352.7 $ 2,288.0 Three Months Ended June 30, 2023 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 1,281.4 $ 124.8 $ 246.7 $ 1,652.9 Leasing At a point in time 351.5 54.1 42.3 447.9 Capital markets At a point in time 164.1 18.0 10.4 192.5 Valuation and other At a point in time or over time 39.5 43.0 30.2 112.7 Total revenue $ 1,836.5 $ 239.9 $ 329.6 $ 2,406.0 Six Months Ended June 30, 2024 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 2,351.2 $ 216.7 $ 544.2 $ 3,112.1 Leasing At a point in time 663.8 107.7 72.7 844.2 Capital markets At a point in time 244.3 34.8 26.7 305.8 Valuation and other At a point in time or over time 75.1 85.0 50.6 210.7 Total revenue $ 3,334.4 $ 444.2 $ 694.2 $ 4,472.8 Six Months Ended June 30, 2023 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 2,546.4 $ 233.4 $ 506.5 $ 3,286.3 Leasing At a point in time 653.5 94.7 68.9 817.1 Capital markets At a point in time 283.1 31.6 20.8 335.5 Valuation and other At a point in time or over time 73.7 85.5 57.2 216.4 Total revenue $ 3,556.7 $ 445.2 $ 653.4 $ 4,655.3 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 available 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 Condensed Consolidated Balance Sheets (in millions): As of June 30, 2024 December 31, 2023 Short-term contract assets $ 315.8 $ 352.7 Contract asset allowances (19.1) (41.7) Short-term contract assets, net 296.7 311.0 Non-current contract assets 62.4 81.1 Contract asset allowances (2.2) (2.2) Non-current contract assets, net included in Other non-current assets 60.2 78.9 Total contract assets, net $ 356.9 $ 389.9 Contract liabilities included in Accounts payable and accrued expenses $ 62.6 $ 57.0 The amount of revenue recognized during the six months ended June 30, 2024 that was included in the contract liabilities balance at the beginning of the period was $25.8 million. The Company had no material asset impairment charges related to contract assets in the periods presented. Practical Expedient 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 ASC Topic 606, Revenue from Contracts with Customers (“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, (ii) contracts for which the Company recognizes revenue in the amount to which we have the right to invoice for services performed and (iii) variable consideration for services performed as a series of daily performance obligations, such as those performed within the Services 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 | 6 Months Ended |
Jun. 30, 2024 | |
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, 2023 $ 1,518.3 $ 320.8 $ 241.8 $ 2,080.9 Reclassified to assets held for sale (44.4) — — (44.4) Effect of movements in exchange rates (1.9) (5.5) (5.1) (12.5) Balance as of June 30, 2024 $ 1,472.0 $ 315.3 $ 236.7 $ 2,024.0 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. For the six months ended June 30, 2024 and 2023, no impairments of goodwill were recognized 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 June 30, 2024 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 2 - 15 1,258.5 (1,092.7) 165.8 Other intangible assets 5 15.3 (15.2) 0.1 Total intangible assets $ 1,819.8 $ (1,107.9) $ 711.9 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 Amortization expense was $12.4 million and $16.3 million for the three months ended June 30, 2024 and 2023, respectively, and $25.7 million and $33.1 million for the six months ended June 30, 2024 and 2023, respectively. No impairments of intangible assets were recorded during the six months ended June 30, 2024 and 2023. During the three months ended June 30, 2024, the Company reclassified customer relationships, net of $67.2 million into assets held for sale. Refer to Note 7: Assets Held for Sale for additional information. |
Assets Held for Sale
Assets Held for Sale | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Note 7: Assets Held for Sale On June 18, 2024, the Company entered into a purchase agreement with an unrelated third party to sell a non-core business that provides a third-party supplier network to support a small portion of our Services clients in the Americas segment (the “Disposal Group”) for cash consideration. The sale is expected to close in the third quarter of 2024. The Company determined that the Disposal Group met the criteria to be classified as held for sale in accordance with ASC 360, Property, Plant, and Equipment , but would not be considered discontinued operations as the sale of the Disposal Group neither represents a strategic shift nor will it have a material impact on the Company’s operations and financial results. Assets classified as held for sale are reported at the lower of the carrying value or fair value less costs to sell. When the carrying value exceeds the fair value less costs to sell, a loss is recognized. The Company estimated the fair value of the Disposal Group based on the purchase price and reduced the carrying value of the Disposal Group to its fair value less costs to sell, which resulted in a loss of $12.5 million. The loss was recognized within Restructuring, impairment and related charges in the Condensed Consolidated Statements of Operations. The assets and liabilities associated with the Disposal Group are presented in the Condensed Consolidated Balance Sheets as Assets held for sale and Liabilities associated with assets held for sale, respectively, as of June 30, 2024. The following table presents information related to the major classes of assets and liabilities that were part of the Disposal Group classified as held for sale in the Condensed Consolidated Balance Sheets (in millions): As of June 30, 2024 Cash and cash equivalents $ 2.4 Trade and other receivables, net of allowance 43.7 Prepaid expenses and other current assets 2.3 Goodwill 44.4 Intangible assets, net 67.2 Non-current operating lease assets 0.2 Loss on disposal group (12.5) Total Assets held for sale $ 147.7 Accounts payable and accrued expenses $ 21.9 Accrued compensation 1.1 Total Liabilities associated with assets held for sale $ 23.0 |
Equity Method Investments
Equity Method Investments | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Note 8: 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 $2.8 million and $2.1 million for the three months ended June 30, 2024 and 2023, respectively, and $4.4 million and $4.1 million for the six months ended June 30, 2024 and 2023, respectively, which is included in Other income (expense), net in the Condensed Consolidated Statements of Operations. The Company had investments in certain strategic joint ventures classified under the equity method of accounting as follows (in millions): As of June 30, 2024 December 31, 2023 Greystone JV $ 578.2 $ 574.9 Vanke JV 122.8 122.7 Other investments 9.5 10.4 Total Equity method investments $ 710.5 $ 708.0 The Company recognized earnings from equity method investments during the period as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Greystone JV $ 1.9 $ 8.4 $ 11.1 $ 16.8 Vanke JV 2.0 3.5 3.0 5.7 Other investments 0.4 0.9 1.9 2.2 Total Earnings from equity method investments $ 4.3 $ 12.8 $ 16.0 $ 24.7 The Company received distributions from equity method investments of $6.7 million and $10.2 million during the three months ended June 30, 2024 and 2023, respectively, and $10.7 million and $14.3 million during the six months ended June 30, 2024 and 2023, respectively. |
Derivative Financial Instrument
Derivative Financial Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2024 | |
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. There have been no significant changes to the interest rate and foreign exchange risk management objectives from those disclosed in the Company’s audited Consolidated Financial Statements for the year ended December 31, 2023. Interest Rate Derivative Instruments As of June 30, 2024, the Company’s active interest rate hedging instruments consisted of nine interest rate swap agreements designated as cash flow hedges. Of the designated cash flow hedges, there are three interest rate swap agreements with a notional amount of $1.4 billion expiring on August 21, 2025 and six interest rate swap agreements with a notional amount of $550.0 million expiring on May 31, 2028. In addition, the Company previously elected to terminate certain interest rate swap agreements in November 2022 and June 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, which were scheduled to expire on August 21, 2025. The Company records changes in the fair value of derivatives designated and qualifying as cash flow hedges in Accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets and subsequently reclassifies the changes into earnings in the period that the hedged forecasted transaction affects earnings. As of June 30, 2024 and December 31, 2023, there were $46.4 million and $34.5 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 $36.8 million will be reclassified to Interest expense, net of interest income in the Condensed 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 $2.0 million and $7.3 million, and unrealized gains of $0.6 million and unrealized losses $0.2 million during the three and six months ended June 30, 2024, respectively. The Company recognized realized losses of $7.1 million and $9.8 million, offset by unrealized gains of $1.3 million and $0.4 million during the three and six months ended June 30, 2023, respectively. As of June 30, 2024 and December 31, 2023, the Company had 30 and 27 foreign currency exchange forward contracts outstanding covering a notional amount of $772.2 million and $1.3 billion, respectively. As of June 30, 2024 and December 31, 2023, the Company had not posted, and did not hold, any collateral related to these agreements. The following table presents the fair value of derivatives as of June 30, 2024 and December 31, 2023 (in millions): June 30, 2024 December 31, 2023 June 30, 2024 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 $ 20.7 $ — $ 4.3 $ 6.7 Non-designated: Foreign currency forward contracts $ 772.2 $ 0.8 $ 0.6 $ 1.0 $ 0.7 The fair value of interest rate swaps is included within Other non-current assets and Other non-current liabilities, respectively, in the Condensed 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 Condensed Consolidated Balance Sheets. The Company does not net derivatives in the Condensed Consolidated Balance Sheets. The following table presents the effect of derivatives designated as cash flow hedges in the Condensed Consolidated Statements of Operations for the three months ended June 30, 2024 and 2023 (in millions): Beginning Accumulated Other Comprehensive (Gain) Loss (1) Amount of (Gain) Loss Recognized in Other (2) Amount of Gain (Loss) Ending Accumulated Other Comprehensive (Gain) Loss Three Months Ended June 30, 2024 Interest rate cash flow hedges $ (47.7) $ (8.9) $ 11.3 $ (45.3) Three Months Ended June 30, 2023 Interest rate cash flow hedges $ (34.5) $ (34.4) $ 8.6 $ (60.3) (1) Amount is net of related deferred tax expense of $1.8 million and $0.0 million for the three months ended June 30, 2024 and 2023, respectively. (2) Amount is net of related deferred tax benefit of $0.7 million and expense of $3.7 million for the three months ended June 30, 2024 and 2023, respectively. During the three months ended June 30, 2024 and 2023, gains of $11.3 million and $8.6 million, respectively, related to interest rate hedges were reclassified into earnings and recognized in Interest expense, net of interest income in the Condensed Consolidated Statements of Operations. The following table presents the effect of derivatives designated as hedges in the Condensed Consolidated Statements of Operations for the six months ended June 30, 2024 and 2023 (in millions): Beginning Accumulated Other Comprehensive (Gain) Loss (1) Amount of (Gain) Loss Recognized in Other (2) Amount of Gain (Loss) Ending Accumulated Other Comprehensive (Gain) Loss Six Months Ended June 30, 2024 Interest rate cash flow hedges $ (37.0) $ (31.0) $ 22.7 $ (45.3) Six Months Ended June 30, 2023 Interest rate cash flow hedges $ (48.7) $ (25.6) $ 14.0 $ (60.3) (1) Amount is net of related deferred tax benefit of $2.5 million and $0.0 million for the six months ended June 30, 2024 and 2023, respectively. (2) Amount is net of related deferred tax expense of $3.6 million and $3.7 million for the six months ended June 30, 2024 and 2023, respectively. During the six months ended June 30, 2024 and 2023, gains of $22.7 million and $14.0 million, respectively, related to interest rate hedges were reclassified into earnings and recognized in Interest expense, net of interest income in the Condensed Consolidated Statements of Operations. |
Long-Term Debt and Other Borrow
Long-Term Debt and Other Borrowings | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024 December 31, 2023 Collateralized: Term Loan, due August 2025 $ 97.9 $ 192.9 Term Loan, due January 2030 Tranche-1, net of unamortized discount and financing costs of $10.4 million and $10.7 million, respectively 982.1 984.3 Term Loan, due January 2030 Tranche-2, net of unamortized discount and financing costs of $18.8 million and $19.5 million, respectively 978.7 980.5 6.750% Senior Secured Notes, due May 2028, net of unamortized financing costs of $5.6 million and $6.3 million, respectively 644.4 643.7 8.875% Senior Secured Notes, due September 2031, net of unamortized discount and financing costs of $6.2 million and $6.7 million, respectively 393.8 393.3 Finance lease liabilities 40.4 45.9 Total 3,137.3 3,240.6 Less: current portion of long-term debt (135.6) (143.7) Total Long-term debt, net $ 3,001.7 $ 3,096.9 2018 Credit Agreement On August 21, 2018, the Company entered into an initial $3.5 billion credit agreement (as amended from time to time, 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 were capitalized and will be 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 were capitalized and will be 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 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”. On April 9, 2024, the Company amended the 2018 Credit Agreement to reprice the 2030 Tranche-2, reducing the applicable interest rate from 1-month Term SOFR plus 4.00% to 1-month Term SOFR plus 3.75%. There were no other material changes to the terms and conditions of the 2018 Credit Agreement. As a result of the reprice, the Company incurred additional debt transaction costs of $2.0 million, of which $0.5 million were capitalized and will be amortized over the remaining term of the loan and $1.5 million were recognized directly in Interest expense, net of interest income. On June 18, 2024, the Company amended the 2018 Credit Agreement to reprice the 2030 Tranche-1, reducing the applicable interest rate from 1-month Term SOFR, plus 0.10%, plus 3.25% to 1-month Term SOFR plus 3.00%. There were no other material changes to the terms and conditions of the 2018 Credit Agreement. As a result of the reprice, the Company incurred additional debt transaction costs of $1.9 million, of which $0.5 million were capitalized and will be amortized over the remaining term of the loan and $1.4 million were recognized directly in Interest expense, net of interest income. The Term Loans bear interest at a variable rate that the Company may select per the terms of the 2018 Credit Agreement. As of June 30, 2024, 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 (subject to a minimum floor of 0.50%), plus 3.00% for the 2030 Tranche-1 and (iii) 1-month Term SOFR (subject to a minimum floor of 0.50%), plus 3.75% for the 2030 Tranche-2. As of June 30, 2024, the effective interest rates were 8.21%, 8.57%, and 9.52% 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 and the 2030 Tranche-2, including any incremental borrowings. The 2018 Credit Agreement amendments entered into in the second quarter of 2024 deferred the mandatory principal payments for the 2030 Tranche-1 and the 2030 Tranche-2 for two quarters, with such principal payments re-commencing in December 2024. All required principal payments under the 2025 Tranche have been satisfied until maturity. In March and June 2024, the Company elected to prepay $50.0 million and $45.0 million, respectively, of the 2025 Tranche resulting in a remaining aggregate principal balance outstanding under the 2025 Tranche of $97.9 million. These optional prepayments, along with the required principal payment of $5.0 million in the first quarter of 2024, brought the Company’s aggregate year-to-date debt repayment to $100.0 million. 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 June 30, 2024 and December 31, 2023. 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 6.97% as of June 30, 2024. 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 9.09% as of June 30, 2024. 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 June 30, 2024 and December 31, 2023. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11: 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 claims or other contingencies when the risk of loss is 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, unless otherwise noted, 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 incurred but not reported (“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 Condensed Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, contingent liabilities recorded within Other current liabilities were $106.3 million and $80.4 million, respectively, and contingent liabilities recorded within Other non-current liabilities were $57.0 million and $53.1 million, respectively. These contingent liabilities are made up of errors and omissions (“E&O”) claims, litigation matters, general liability, workers’ compensation and other medical claims. As of June 30, 2024 and December 31, 2023, E&O and other litigation claims were $60.0 million and $55.4 million, respectively, and general liability, workers’ compensation and medical claims liabilities were $103.3 million and $78.1 million, respectively. The Company had insurance recoverable balances for E&O claims as of June 30, 2024 and December 31, 2023 totaling $0.8 million and $0.8 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. There have been no changes to the estimated liability during the six months ended June 30, 2024. 401(k) Nondiscrimination Testing In 2023, 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 and there have been no material changes to the estimated amount during the six months ended June 30, 2024. 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 8 years and maximum potential future payments of approximately $74.8 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 45 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 Condensed Consolidated Financial Statements by our 40% interest in the Greystone JV. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12: Related Party Transactions As of June 30, 2024 and December 31, 2023, the Company had receivables from brokers and other employees of $51.4 million and $49.9 million, respectively, that are included in Prepaid expenses and other current assets, and $340.5 million and $311.7 million, respectively, that are included in Other non-current assets in the Condensed 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. In addition, the Company recognized royalty fee income from equity method investments as disclosed in Note 8: Equity Method Investments. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 13: Fair Value Measurements The Company measures certain assets and liabilities in accordance with ASC Topic 820, Fair Value Measurements and Disclosures (“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 our revolving accounts receivables securitization program, which we have amended periodically (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. Under the A/R Securitization, the Company recorded a DPP receivable upon the initial sale of trade receivables. As of June 30, 2024 and December 31, 2023, the carrying amount of the DPP receivable approximates its fair value. Refer to Note 14: Accounts Receivable Securitization for more information. The estimated fair value of external debt was $3.2 billion and $3.3 billion as of June 30, 2024 and December 31, 2023, 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 $3.1 billion and $3.2 billion as of June 30, 2024 and December 31, 2023, 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 June 30, 2024 and December 31, 2023 (in millions): As of June 30, 2024 Total Level 1 Level 2 Level 3 Assets Cash equivalents - money market funds $ 1.0 $ 1.0 $ — $ — Deferred compensation plan assets 29.2 29.2 — — Interest rate swap agreements 20.7 — 20.7 — Foreign currency forward contracts 0.8 — 0.8 — Total $ 51.7 $ 30.2 $ 21.5 $ — Liabilities Deferred compensation plan liabilities $ 31.3 $ 31.3 $ — $ — Foreign currency forward contracts 0.6 — 0.6 — Earn-out liabilities 13.7 — — 13.7 Total $ 45.6 $ 31.3 $ 0.6 $ 13.7 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 During the six months ended June 30, 2024, there were no transfers between the three levels of the fair value hierarchy. There have been no significant changes to the valuation techniques and inputs used to develop the fair value measurements from those disclosed in the Company’s audited Consolidated Financial Statements for the year ended December 31, 2023. 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 Condensed Consolidated Balance Sheets. Deferred compensation liabilities are presented within Accrued compensation and Other non-current liabilities in the Condensed 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. 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 Condensed Consolidated Balance Sheets. As of June 30, 2024, the Company had the potential to make a maximum of $16.9 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 5 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 Condensed 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 2024 2023 Balance as of January 1, $ 25.6 $ 29.3 Net change in fair value and other adjustments 0.9 0.7 Payments (12.8) (4.1) Balance as of June 30, $ 13.7 $ 25.9 Investments in Real Estate Ventures 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 these investments to fair value if the Company identifies observable price changes in orderly transactions for identical or similar instruments of the same issuer. 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 June 30, 2024 and December 31, 2023, our investments in early stage proptech companies had a fair value of approximately $40.5 million and $40.7 million, respectively, and are included in Other non-current assets in the Condensed 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 June 30, 2024 and December 31, 2023, our investments in real estate venture capital funds and co-investment funds had a fair value of approximately $74.1 million and $79.0 million, respectively, and are included in Other non-current assets in the Condensed 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 income (expense), net, in the Condensed Consolidated Statements of Operations. During the three and six months ended June 30, 2024, the Company recognized unrealized losses of $0.7 million and $1.7 million, respectively, on our real estate investments. During the three and six months ended June 30, 2023, the Company recognized an unrealized loss of $7.8 million and $17.7 million, respectively, related to our investment in WeWork and unrealized losses of $0.4 million and $1.2 million, respectively, on our other real estate investments. |
Accounts Receivable Securitizat
Accounts Receivable Securitization | 6 Months Ended |
Jun. 30, 2024 | |
Transfers and Servicing [Abstract] | |
Accounts Receivable Securitization | Note 14: 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 (“ASC 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 ASC 860. Any financial statement impact associated with the servicing liability was immaterial for all periods presented. Under the A/R Securitization, the Company records 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 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. 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. As of June 30, 2024 and December 31, 2023, the DPP receivable of $145.0 million and $219.6 million, respectively, is included in Other non-current assets in the Condensed Consolidated Balance Sheets. For the six months ended June 30, 2024 and 2023, receivables sold under the A/R Securitization were $1.2 billion and $1.4 billion, respectively, and cash collections from customers on receivables sold were $1.2 billion and $1.4 billion, respectively, all of which were reinvested in new receivables purchases and are included in cash flows from operating activities in the Condensed Consolidated Statements of Cash Flows. As of June 30, 2024 and December 31, 2023, the outstanding principal on receivables sold under the A/R Securitization was $350.3 million and $345.7 million, respectively. 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 June 30, 2024 and December 31, 2023, the Company had aggregate capital outstanding under this facility of $180.0 million and $100.0 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 | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 15: Supplemental Cash Flow Information The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets to the sum of such amounts presented in the Condensed Consolidated Statements of Cash Flows (in millions): As of June 30, 2024 December 31, 2023 Cash and cash equivalents $ 567.3 $ 767.7 Restricted cash recorded in Prepaid expenses and other current assets 35.2 33.5 Cash and cash equivalents recorded in Assets held for sale 2.4 — Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 604.9 $ 801.2 Supplemental cash flows and non-cash investing and financing activities are as follows (in millions): Six Months Ended June 30, 2024 2023 Cash paid for: Interest $ 137.3 $ 120.7 Income taxes 28.2 59.1 Operating leases 55.8 58.1 Non-cash investing/financing activities: Property and equipment additions through finance leases 9.8 16.3 Increase in beneficial interest in a securitization 5.4 17.4 Right of use assets obtained through operating leases 18.6 34.0 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16: Subsequent Events The Company has evaluated subsequent events through July 29, 2024, the date on which these financial statements were issued, and has determined there were no material subsequent events to disclose. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net income (loss) | $ 13.5 | $ 5.1 | $ (15.3) | $ (71.3) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
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 |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | There have been no recently issued accounting standards that the Company adopted during the six months ended June 30, 2024. The following accounting pronouncements have been issued but are not effective for the current reporting period and have not been early adopted by the Company: Business Combinations – Joint Ventures In August 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“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. SEC Staff Bulletins and Releases 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 Accounting Standards Codification (“ASC”). These amendments align the requirements in the ASC to the SEC’s removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K. 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 June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not anticipate that these amendments will have an impact on its 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. ASU 2023-07 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 that began after December 15, 2023 and interim periods beginning after December 15, 2024. The amended disclosure requirements are to be applied retrospectively. The Company is currently evaluating the impact that this ASU will have on its financial statement disclosures. Beginning with the Company’s Form 10-K that will be filed for the annual period ending December 31, 2024, this ASU will result in expanded disclosures related to each reportable segment but will have no impact on the Company’s financial position or results of operations. 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. ASU 2023-09 requires entities to disclose disaggregated information within its effective tax rate reconciliation as well as additional information related to income taxes paid, such as the 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 this ASU will have on its financial statement disclosures as well as the method of adoption. Beginning with the Company’s Form 10-K that will be filed for the annual period ending December 31, 2025, this ASU will result in expanded disclosures related to income taxes but will have no impact on the Company’s financial position or results of operations. |
Segment Data (Tables)
Segment Data (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Summarized Financial Information by Segment | 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): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 % Change 2024 2023 % Change Total revenue Americas $ 1,713.4 $ 1,836.5 (7) % $ 3,334.4 $ 3,556.7 (6) % EMEA 221.9 239.9 (8) % 444.2 445.2 0 % APAC 352.7 329.6 7 % 694.2 653.4 6 % Total revenue $ 2,288.0 $ 2,406.0 (5) % $ 4,472.8 $ 4,655.3 (4) % Adjusted EBITDA Americas $ 109.0 $ 116.4 (6) % $ 173.4 $ 173.1 0 % EMEA 13.2 16.9 (22) % 22.2 14.8 50 % APAC 16.7 12.8 30 % 21.4 19.1 12 % Adjusted EBITDA $ 138.9 $ 146.1 (5) % $ 217.0 $ 207.0 5 % |
Schedule of Adjusted EBITDA | Adjusted EBITDA is calculated as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net income (loss) $ 13.5 $ 5.1 $ (15.3) $ (71.3) Add/(less): Depreciation and amortization 31.2 35.7 63.7 72.6 Interest expense, net of interest income 60.8 57.9 119.5 134.7 Provision for (benefit from) income taxes 3.7 1.3 6.0 (11.5) Unrealized loss on investments, net 0.7 8.2 1.7 18.9 Loss on disposal group 14.0 1.8 14.0 1.8 Integration and other costs related to merger 1.5 2.0 2.8 4.4 Acquisition related costs and efficiency initiatives — 5.1 — 11.7 Cost savings initiatives 10.2 12.2 17.4 27.2 CEO transition costs 1.9 2.3 1.9 2.3 Servicing liability fees and amortization (0.5) 11.6 (0.9) 11.6 Other 1.9 2.9 6.2 4.6 Adjusted EBITDA $ 138.9 $ 146.1 $ 217.0 $ 207.0 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Basic EPS Net income (loss) $ 13.5 $ 5.1 $ (15.3) $ (71.3) Weighted average shares outstanding for basic earnings (loss) per share 229.0 227.1 228.5 226.7 Basic earnings (loss) per share attributable to common shareholders $ 0.06 $ 0.02 $ (0.07) $ (0.31) Diluted EPS Net income (loss) $ 13.5 $ 5.1 $ (15.3) $ (71.3) Weighted average shares outstanding for basic earnings (loss) per share 229.0 227.1 228.5 226.7 Dilutive effect of restricted stock units 2.5 — — — Dilutive effect of stock options — — — — Weighted average shares outstanding for diluted earnings (loss) per share 231.5 227.1 228.5 226.7 Diluted earnings (loss) per share attributable to common shareholders $ 0.06 $ 0.02 $ (0.07) $ (0.31) |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables disaggregate revenue by reportable segment and service line (in millions): Three Months Ended June 30, 2024 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 1,183.4 $ 107.6 $ 270.4 $ 1,561.4 Leasing At a point in time 358.3 54.0 44.2 456.5 Capital markets At a point in time 132.7 19.2 11.7 163.6 Valuation and other At a point in time or over time 39.0 41.1 26.4 106.5 Total revenue $ 1,713.4 $ 221.9 $ 352.7 $ 2,288.0 Three Months Ended June 30, 2023 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 1,281.4 $ 124.8 $ 246.7 $ 1,652.9 Leasing At a point in time 351.5 54.1 42.3 447.9 Capital markets At a point in time 164.1 18.0 10.4 192.5 Valuation and other At a point in time or over time 39.5 43.0 30.2 112.7 Total revenue $ 1,836.5 $ 239.9 $ 329.6 $ 2,406.0 Six Months Ended June 30, 2024 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 2,351.2 $ 216.7 $ 544.2 $ 3,112.1 Leasing At a point in time 663.8 107.7 72.7 844.2 Capital markets At a point in time 244.3 34.8 26.7 305.8 Valuation and other At a point in time or over time 75.1 85.0 50.6 210.7 Total revenue $ 3,334.4 $ 444.2 $ 694.2 $ 4,472.8 Six Months Ended June 30, 2023 Revenue recognition timing Americas EMEA APAC Total Services Over time $ 2,546.4 $ 233.4 $ 506.5 $ 3,286.3 Leasing At a point in time 653.5 94.7 68.9 817.1 Capital markets At a point in time 283.1 31.6 20.8 335.5 Valuation and other At a point in time or over time 73.7 85.5 57.2 216.4 Total revenue $ 3,556.7 $ 445.2 $ 653.4 $ 4,655.3 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable | The following table provides information on contract assets and contract liabilities from contracts with customers included in the Condensed Consolidated Balance Sheets (in millions): As of June 30, 2024 December 31, 2023 Short-term contract assets $ 315.8 $ 352.7 Contract asset allowances (19.1) (41.7) Short-term contract assets, net 296.7 311.0 Non-current contract assets 62.4 81.1 Contract asset allowances (2.2) (2.2) Non-current contract assets, net included in Other non-current assets 60.2 78.9 Total contract assets, net $ 356.9 $ 389.9 Contract liabilities included in Accounts payable and accrued expenses $ 62.6 $ 57.0 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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, 2023 $ 1,518.3 $ 320.8 $ 241.8 $ 2,080.9 Reclassified to assets held for sale (44.4) — — (44.4) Effect of movements in exchange rates (1.9) (5.5) (5.1) (12.5) Balance as of June 30, 2024 $ 1,472.0 $ 315.3 $ 236.7 $ 2,024.0 |
Summary of Finite-Lived Intangible Assets | The following tables summarize the carrying amounts and accumulated amortization of intangible assets (in millions): As of June 30, 2024 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 2 - 15 1,258.5 (1,092.7) 165.8 Other intangible assets 5 15.3 (15.2) 0.1 Total intangible assets $ 1,819.8 $ (1,107.9) $ 711.9 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 |
Summary of Indefinite-Lived Intangible Assets | The following tables summarize the carrying amounts and accumulated amortization of intangible assets (in millions): As of June 30, 2024 Useful Life (in years) Gross Value Accumulated Amortization Net Value C&W trade name Indefinite $ 546.0 $ — $ 546.0 Customer relationships 2 - 15 1,258.5 (1,092.7) 165.8 Other intangible assets 5 15.3 (15.2) 0.1 Total intangible assets $ 1,819.8 $ (1,107.9) $ 711.9 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 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table presents information related to the major classes of assets and liabilities that were part of the Disposal Group classified as held for sale in the Condensed Consolidated Balance Sheets (in millions): As of June 30, 2024 Cash and cash equivalents $ 2.4 Trade and other receivables, net of allowance 43.7 Prepaid expenses and other current assets 2.3 Goodwill 44.4 Intangible assets, net 67.2 Non-current operating lease assets 0.2 Loss on disposal group (12.5) Total Assets held for sale $ 147.7 Accounts payable and accrued expenses $ 21.9 Accrued compensation 1.1 Total Liabilities associated with assets held for sale $ 23.0 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024 December 31, 2023 Greystone JV $ 578.2 $ 574.9 Vanke JV 122.8 122.7 Other investments 9.5 10.4 Total Equity method investments $ 710.5 $ 708.0 The Company recognized earnings from equity method investments during the period as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Greystone JV $ 1.9 $ 8.4 $ 11.1 $ 16.8 Vanke JV 2.0 3.5 3.0 5.7 Other investments 0.4 0.9 1.9 2.2 Total Earnings from equity method investments $ 4.3 $ 12.8 $ 16.0 $ 24.7 |
Derivative Financial Instrume_2
Derivative Financial Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivatives | The following table presents the fair value of derivatives as of June 30, 2024 and December 31, 2023 (in millions): June 30, 2024 December 31, 2023 June 30, 2024 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 $ 20.7 $ — $ 4.3 $ 6.7 Non-designated: Foreign currency forward contracts $ 772.2 $ 0.8 $ 0.6 $ 1.0 $ 0.7 |
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 Condensed Consolidated Statements of Operations for the three months ended June 30, 2024 and 2023 (in millions): Beginning Accumulated Other Comprehensive (Gain) Loss (1) Amount of (Gain) Loss Recognized in Other (2) Amount of Gain (Loss) Ending Accumulated Other Comprehensive (Gain) Loss Three Months Ended June 30, 2024 Interest rate cash flow hedges $ (47.7) $ (8.9) $ 11.3 $ (45.3) Three Months Ended June 30, 2023 Interest rate cash flow hedges $ (34.5) $ (34.4) $ 8.6 $ (60.3) (1) Amount is net of related deferred tax expense of $1.8 million and $0.0 million for the three months ended June 30, 2024 and 2023, respectively. (2) Amount is net of related deferred tax benefit of $0.7 million and expense of $3.7 million for the three months ended June 30, 2024 and 2023, respectively. The following table presents the effect of derivatives designated as hedges in the Condensed Consolidated Statements of Operations for the six months ended June 30, 2024 and 2023 (in millions): Beginning Accumulated Other Comprehensive (Gain) Loss (1) Amount of (Gain) Loss Recognized in Other (2) Amount of Gain (Loss) Ending Accumulated Other Comprehensive (Gain) Loss Six Months Ended June 30, 2024 Interest rate cash flow hedges $ (37.0) $ (31.0) $ 22.7 $ (45.3) Six Months Ended June 30, 2023 Interest rate cash flow hedges $ (48.7) $ (25.6) $ 14.0 $ (60.3) (1) Amount is net of related deferred tax benefit of $2.5 million and $0.0 million for the six months ended June 30, 2024 and 2023, respectively. (2) Amount is net of related deferred tax expense of $3.6 million and $3.7 million for the six months ended June 30, 2024 and 2023, respectively. |
Long-term Debt and Other Borr_2
Long-term Debt and Other Borrowings (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following (in millions): As of June 30, 2024 December 31, 2023 Collateralized: Term Loan, due August 2025 $ 97.9 $ 192.9 Term Loan, due January 2030 Tranche-1, net of unamortized discount and financing costs of $10.4 million and $10.7 million, respectively 982.1 984.3 Term Loan, due January 2030 Tranche-2, net of unamortized discount and financing costs of $18.8 million and $19.5 million, respectively 978.7 980.5 6.750% Senior Secured Notes, due May 2028, net of unamortized financing costs of $5.6 million and $6.3 million, respectively 644.4 643.7 8.875% Senior Secured Notes, due September 2031, net of unamortized discount and financing costs of $6.2 million and $6.7 million, respectively 393.8 393.3 Finance lease liabilities 40.4 45.9 Total 3,137.3 3,240.6 Less: current portion of long-term debt (135.6) (143.7) Total Long-term debt, net $ 3,001.7 $ 3,096.9 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024 and December 31, 2023 (in millions): As of June 30, 2024 Total Level 1 Level 2 Level 3 Assets Cash equivalents - money market funds $ 1.0 $ 1.0 $ — $ — Deferred compensation plan assets 29.2 29.2 — — Interest rate swap agreements 20.7 — 20.7 — Foreign currency forward contracts 0.8 — 0.8 — Total $ 51.7 $ 30.2 $ 21.5 $ — Liabilities Deferred compensation plan liabilities $ 31.3 $ 31.3 $ — $ — Foreign currency forward contracts 0.6 — 0.6 — Earn-out liabilities 13.7 — — 13.7 Total $ 45.6 $ 31.3 $ 0.6 $ 13.7 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 |
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 2024 2023 Balance as of January 1, $ 25.6 $ 29.3 Net change in fair value and other adjustments 0.9 0.7 Payments (12.8) (4.1) Balance as of June 30, $ 13.7 $ 25.9 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets to the sum of such amounts presented in the Condensed Consolidated Statements of Cash Flows (in millions): As of June 30, 2024 December 31, 2023 Cash and cash equivalents $ 567.3 $ 767.7 Restricted cash recorded in Prepaid expenses and other current assets 35.2 33.5 Cash and cash equivalents recorded in Assets held for sale 2.4 — Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 604.9 $ 801.2 |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets to the sum of such amounts presented in the Condensed Consolidated Statements of Cash Flows (in millions): As of June 30, 2024 December 31, 2023 Cash and cash equivalents $ 567.3 $ 767.7 Restricted cash recorded in Prepaid expenses and other current assets 35.2 33.5 Cash and cash equivalents recorded in Assets held for sale 2.4 — Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 604.9 $ 801.2 |
Schedule of Supplemental Cash Flow Information | Supplemental cash flows and non-cash investing and financing activities are as follows (in millions): Six Months Ended June 30, 2024 2023 Cash paid for: Interest $ 137.3 $ 120.7 Income taxes 28.2 59.1 Operating leases 55.8 58.1 Non-cash investing/financing activities: Property and equipment additions through finance leases 9.8 16.3 Increase in beneficial interest in a securitization 5.4 17.4 Right of use assets obtained through operating leases 18.6 34.0 |
Segment Data - Schedule of summ
Segment Data - Schedule of summarized financial information by segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 2,288 | $ 2,406 | $ 4,472.8 | $ 4,655.3 |
Percent change in revenue amount | (5.00%) | (4.00%) | ||
Adjusted EBITDA | $ 138.9 | 146.1 | $ 217 | 207 |
Percent change in adjusted EBIDTA | (5.00%) | 5% | ||
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 1,713.4 | 1,836.5 | $ 3,334.4 | 3,556.7 |
Percent change in revenue amount | (7.00%) | (6.00%) | ||
Adjusted EBITDA | $ 109 | 116.4 | $ 173.4 | 173.1 |
Percent change in adjusted EBIDTA | (6.00%) | 0% | ||
EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 221.9 | 239.9 | $ 444.2 | 445.2 |
Percent change in revenue amount | (8.00%) | 0% | ||
Adjusted EBITDA | $ 13.2 | 16.9 | $ 22.2 | 14.8 |
Percent change in adjusted EBIDTA | (22.00%) | 50% | ||
APAC | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 352.7 | 329.6 | $ 694.2 | 653.4 |
Percent change in revenue amount | 7% | 6% | ||
Adjusted EBITDA | $ 16.7 | $ 12.8 | $ 21.4 | $ 19.1 |
Percent change in adjusted EBIDTA | 30% | 12% |
Segment Data - Schedule of adju
Segment Data - Schedule of adjusted EBITDA (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting [Abstract] | ||||
Net income (loss) | $ 13.5 | $ 5.1 | $ (15.3) | $ (71.3) |
Depreciation and amortization | 31.2 | 35.7 | 63.7 | 72.6 |
Interest expense, net of interest income | 60.8 | 57.9 | 119.5 | 134.7 |
Provision for (benefit from) income taxes | 3.7 | 1.3 | 6 | (11.5) |
Unrealized loss on investments, net | 0.7 | 8.2 | 1.7 | 18.9 |
Loss on disposal group | 14 | 1.8 | 14 | 1.8 |
Integration and other costs related to merger | 1.5 | 2 | 2.8 | 4.4 |
Acquisition related costs and efficiency initiatives | 0 | 5.1 | 0 | 11.7 |
Cost savings initiatives | 10.2 | 12.2 | 17.4 | 27.2 |
CEO transition costs | 1.9 | 2.3 | 1.9 | 2.3 |
Servicing liability fees and amortization | (0.5) | 11.6 | (0.9) | 11.6 |
Other | 1.9 | 2.9 | 6.2 | 4.6 |
Adjusted EBITDA | $ 138.9 | $ 146.1 | $ 217 | $ 207 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares shares in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||
Potentially dilutive securities not included in computation (in shares) | 2.8 | 0.5 |
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 | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Basic EPS | ||||
Net income (loss) | $ 13.5 | $ 5.1 | $ (15.3) | $ (71.3) |
Weighted average shares outstanding for basic earnings (loss) per share (in dollars per share) | 229 | 227.1 | 228.5 | 226.7 |
Basic loss per share attributable to common shareholders (in dollars per share) | $ 0.06 | $ 0.02 | $ (0.07) | $ (0.31) |
Diluted EPS | ||||
Net income (loss) | $ 13.5 | $ 5.1 | $ (15.3) | $ (71.3) |
Weighted average shares outstanding for basic earnings (loss) per share (in dollars per share) | 229 | 227.1 | 228.5 | 226.7 |
Weighted average shares outstanding for diluted earnings (loss) per share (in shares) | 231.5 | 227.1 | 228.5 | 226.7 |
Diluted earnings (loss) per share attributable to common shareholders (in dollars per share) | $ 0.06 | $ 0.02 | $ (0.07) | $ (0.31) |
Restricted Stock Units (RSUs) | ||||
Diluted EPS | ||||
Dilutive effect of stocks (in shares) | 2.5 | 0 | 0 | 0 |
Stock Options | ||||
Diluted EPS | ||||
Dilutive effect of stocks (in shares) | 0 | 0 | 0 | 0 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 2,288 | $ 2,406 | $ 4,472.8 | $ 4,655.3 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,713.4 | 1,836.5 | 3,334.4 | 3,556.7 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 221.9 | 239.9 | 444.2 | 445.2 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 352.7 | 329.6 | 694.2 | 653.4 |
Services | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,561.4 | 1,652.9 | 3,112.1 | 3,286.3 |
Services | Americas | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,183.4 | 1,281.4 | 2,351.2 | 2,546.4 |
Services | EMEA | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 107.6 | 124.8 | 216.7 | 233.4 |
Services | APAC | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 270.4 | 246.7 | 544.2 | 506.5 |
Leasing | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 456.5 | 447.9 | 844.2 | 817.1 |
Leasing | Americas | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 358.3 | 351.5 | 663.8 | 653.5 |
Leasing | EMEA | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 54 | 54.1 | 107.7 | 94.7 |
Leasing | APAC | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 44.2 | 42.3 | 72.7 | 68.9 |
Capital markets | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 163.6 | 192.5 | 305.8 | 335.5 |
Capital markets | Americas | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 132.7 | 164.1 | 244.3 | 283.1 |
Capital markets | EMEA | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 19.2 | 18 | 34.8 | 31.6 |
Capital markets | APAC | At a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 11.7 | 10.4 | 26.7 | 20.8 |
Valuation and other | At a point in time or over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 106.5 | 112.7 | 210.7 | 216.4 |
Valuation and other | Americas | At a point in time or over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 39 | 39.5 | 75.1 | 73.7 |
Valuation and other | EMEA | At a point in time or over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 41.1 | 43 | 85 | 85.5 |
Valuation and other | APAC | At a point in time or over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 26.4 | $ 30.2 | $ 50.6 | $ 57.2 |
Revenue - Contract with Custome
Revenue - Contract with Customer, Contract Asset, Contract Liability, and Receivable (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Short-term contract assets | $ 315.8 | $ 352.7 |
Contract asset allowances | (19.1) | (41.7) |
Short-term contract assets, net | 296.7 | 311 |
Non-current contract assets | 62.4 | 81.1 |
Contract asset allowances | (2.2) | (2.2) |
Non-current contract assets, net included in Other non-current assets | 60.2 | 78.9 |
Total contract assets, net | 356.9 | 389.9 |
Contract liabilities included in Accounts payable and accrued expenses | $ 62.6 | $ 57 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Contract liabilities reduced due to revenue recognition criteria being satisfied | $ 25.8 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Summary of Goodwill (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Balance as of December 31, 2023 | $ 2,080.9 |
Reclassified to assets held for sale | (44.4) |
Effect of movements in exchange rates | (12.5) |
Balance as of June 30, 2024 | 2,024 |
Americas | |
Goodwill [Roll Forward] | |
Balance as of December 31, 2023 | 1,518.3 |
Reclassified to assets held for sale | (44.4) |
Effect of movements in exchange rates | (1.9) |
Balance as of June 30, 2024 | 1,472 |
EMEA | |
Goodwill [Roll Forward] | |
Balance as of December 31, 2023 | 320.8 |
Reclassified to assets held for sale | 0 |
Effect of movements in exchange rates | (5.5) |
Balance as of June 30, 2024 | 315.3 |
APAC | |
Goodwill [Roll Forward] | |
Balance as of December 31, 2023 | 241.8 |
Reclassified to assets held for sale | 0 |
Effect of movements in exchange rates | (5.1) |
Balance as of June 30, 2024 | $ 236.7 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Goodwill [Line Items] | ||||
Impairment of goodwill | $ 0 | $ 0 | ||
Amortization expense | $ 12,400,000 | $ 16,300,000 | 25,700,000 | $ 33,100,000 |
Disposal Group, Held-for-Sale, Not Discontinued Operations | C&W Solutions | ||||
Goodwill [Line Items] | ||||
Intangible assets, net | 67,200,000 | 67,200,000 | ||
Revision of Prior Period, Reclassification, Adjustment | Disposal Group, Held-for-Sale, Not Discontinued Operations | C&W Solutions | ||||
Goodwill [Line Items] | ||||
Intangible assets, net | $ 67,200,000 | $ 67,200,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Goodwill [Line Items] | ||
Accumulated Amortization | $ (1,107.9) | $ (1,130.6) |
Gross Value | 1,819.8 | 1,936.5 |
Net Value | 711.9 | 805.9 |
Customer relationships | ||
Goodwill [Line Items] | ||
Finite-lived intangible assets, gross value | 1,258.5 | 1,375.2 |
Accumulated Amortization | (1,092.7) | (1,115.7) |
Finite-lived intangible assets, net value | 165.8 | 259.5 |
Other intangible assets | ||
Goodwill [Line Items] | ||
Finite-lived intangible assets, gross value | 15.3 | 15.3 |
Accumulated Amortization | (15.2) | (14.9) |
Finite-lived intangible assets, net value | $ 0.1 | $ 0.4 |
Minimum | Customer relationships | ||
Goodwill [Line Items] | ||
Useful Life (in years) | 2 years | 2 years |
Minimum | Other intangible assets | ||
Goodwill [Line Items] | ||
Useful Life (in years) | 5 years | 5 years |
Maximum | Customer relationships | ||
Goodwill [Line Items] | ||
Useful Life (in years) | 15 years | 15 years |
C&W trade name | ||
Goodwill [Line Items] | ||
Indefinite-lived intangible assets | $ 546 | $ 546 |
Assets Held for Sale - Narrativ
Assets Held for Sale - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 18, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Impairment charges | $ 1.2 | $ 2.1 | |
Disposal Group, Held-for-Sale, Not Discontinued Operations | C&W Solutions | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Impairment charges | $ 12.5 |
Assets Held for Sale - Disposal
Assets Held for Sale - Disposal Groups, Including Discontinued Operations (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | $ 2.4 | $ 0 |
Assets held for sale | 147.7 | 0 |
Liabilities associated with assets held for sale | 23 | $ 0 |
Disposal Group, Held-for-Sale, Not Discontinued Operations | C&W Solutions | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | 2.4 | |
Trade and other receivables, net of allowance | 43.7 | |
Prepaid expenses and other current assets | 2.3 | |
Goodwill | 44.4 | |
Intangible assets, net | 67.2 | |
Non-current operating lease assets | 0.2 | |
Loss on disposal group | (12.5) | |
Assets held for sale | 147.7 | |
Accounts payable and accrued expenses | 21.9 | |
Accrued compensation | 1.1 | |
Liabilities associated with assets held for sale | $ 23 |
Equity Method Investments - Nar
Equity Method Investments - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Schedule of Equity Method Investments [Line Items] | ||||
Royalty income, nonoperating | $ 2.8 | $ 2.1 | $ 4.4 | $ 4.1 |
Proceeds from equity method investment, distribution | $ 6.7 | $ 10.2 | $ 10.7 | $ 14.3 |
Greystone JV | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 40% | 40% | ||
Vanke JV | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 35% | 35% |
Equity Method Investments - Sch
Equity Method Investments - Schedule of Equity Method Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments | $ 710.5 | $ 710.5 | $ 708 | ||
Earnings from equity method investments | 4.3 | $ 12.8 | 16 | $ 24.7 | |
Greystone JV | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments | 578.2 | 578.2 | 574.9 | ||
Earnings from equity method investments | 1.9 | 8.4 | 11.1 | 16.8 | |
Vanke JV | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments | 122.8 | 122.8 | 122.7 | ||
Earnings from equity method investments | 2 | 3.5 | 3 | 5.7 | |
Other investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments | 9.5 | 9.5 | $ 10.4 | ||
Earnings from equity method investments | $ 0.4 | $ 0.9 | $ 1.9 | $ 2.2 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Hedging Activities - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 USD ($) derivative_instrument | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) derivative_instrument | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) derivative_instrument | |
Designated | |||||
Derivative [Line Items] | |||||
Other comprehensive income (loss), cash flow hedge, gain (loss), before reclassification and tax | $ 46.4 | $ 34.5 | |||
Pre-tax gains (losses) reclassified during the next twelve months | $ 36.8 | ||||
Interest Rate Swap | Designated | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative_instrument | 9 | 9 | |||
Interest Rate Swap | Designated | Cash Flow Hedging | |||||
Derivative [Line Items] | |||||
Notional | $ 1,973.6 | $ 1,973.6 | |||
Interest Rate Swap Expiring August 2025 | Designated | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative_instrument | 3 | 3 | |||
Interest Rate Swap Expiring August 2025 | Designated | Cash Flow Hedging | |||||
Derivative [Line Items] | |||||
Notional | $ 1,400 | $ 1,400 | |||
Interest Rate Swap Expiring May 2028 | Designated | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative_instrument | 6 | 6 | |||
Interest Rate Swap Expiring May 2028 | Designated | Cash Flow Hedging | |||||
Derivative [Line Items] | |||||
Notional | $ 550 | $ 550 | |||
Foreign currency forward contracts | Non-Designated | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative_instrument | 30 | 30 | 27 | ||
Notional | $ 772.2 | $ 772.2 | $ 1,300 | ||
Loss on derivative instruments, pretax | 2 | $ 7.1 | 7.3 | $ 9.8 | |
Unrealized gain on derivative instruments, pretax | 0.6 | 1.3 | 0.4 | ||
Unrealized loss on derivative instruments, pretax | 0.2 | ||||
Interest Rate Contract | Reclassification out of Accumulated Other Comprehensive Income | Unrealized Hedging Gains (Losses) | |||||
Derivative [Line Items] | |||||
Gain (loss) reclassified into earnings | $ 11.3 | $ 8.6 | $ 22.7 | $ 14 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Hedging Activities - Schedule of Fair Value of Derivatives (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Designated | Cash Flow Hedging | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Notional | $ 1,973.6 | |
Designated | Cash Flow Hedging | Other non-current assets | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Assets fair value | 20.7 | $ 4.3 |
Designated | Cash Flow Hedging | Other non-current liabilities | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Liabilities fair value | 0 | 6.7 |
Non-Designated | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional | 772.2 | 1,300 |
Non-Designated | Other non-current assets | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Assets fair value | 0.8 | 1 |
Non-Designated | Other non-current liabilities | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Liabilities fair value | $ 0.6 | $ 0.7 |
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 | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Accumulated Other Comprehensive (Gain) Loss | $ (1,677.4) | |||
Amount of Loss (Gain) Recognized in Other Comprehensive Loss on Derivatives | $ (8.9) | $ (34.4) | (31) | $ (25.6) |
Ending Accumulated Other Comprehensive (Gain) Loss | (1,638.9) | (1,638.9) | ||
Unrealized Hedging (Losses) Gains | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Deferred income tax expense (benefit) | 1.8 | 0 | (2.5) | 0 |
Amount of net related income tax expense | (0.7) | 3.7 | ||
Cash Flow Hedging | Unrealized Hedging (Losses) Gains | Interest Rate Contract | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Accumulated Other Comprehensive (Gain) Loss | (47.7) | (34.5) | (37) | (48.7) |
Amount of Loss (Gain) Recognized in Other Comprehensive Loss on Derivatives | (8.9) | (34.4) | (31) | (25.6) |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Statement of Operations | 11.3 | 8.6 | 22.7 | 14 |
Ending Accumulated Other Comprehensive (Gain) Loss | $ (45.3) | $ (60.3) | (45.3) | (60.3) |
Amount of net related income tax expense | $ 3.6 | $ 3.7 |
Long-Term Debt and Other Borr_3
Long-Term Debt and Other Borrowings - Schedule of Long-Term Debt (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | Aug. 24, 2023 | Jan. 31, 2023 | May 22, 2020 |
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | $ 3,100 | $ 3,200 | |||
Finance lease liabilities | 40.4 | 45.9 | |||
Long-term Debt and Lease Obligation | 3,137.3 | 3,240.6 | |||
Less: current portion of long-term debt | (135.6) | (143.7) | |||
Total Long-term debt, net | 3,001.7 | 3,096.9 | |||
Term Loan, Maturing August 2025 | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 97.9 | 192.9 | |||
Term Loan, Maturing January 2030 Tranche-1 | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 982.1 | 984.3 | $ 2,600 | ||
Unamortized discount and issuance costs | 10.4 | 10.7 | |||
Term Loan, Maturing January 2030 Tranche-2 | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 978.7 | 980.5 | $ 1,600 | ||
Unamortized discount and issuance costs | 18.8 | 19.5 | |||
Senior Secured Note Due May 2028 | Senior Secured Note | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | 644.4 | 643.7 | |||
Unamortized discount and issuance costs | $ 5.6 | 6.3 | |||
Stated interest rate | 6.75% | 6.75% | |||
Senior Secured Note Due September 2031 | Senior Secured Note | |||||
Debt Instrument [Line Items] | |||||
Gross carrying value of debt | $ 393.8 | 393.3 | |||
Unamortized discount and issuance costs | $ 6.2 | $ 6.7 | |||
Stated interest rate | 8.875% |
Long-Term Debt and Other Borr_4
Long-Term Debt and Other Borrowings - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||||||
Jun. 18, 2024 | Apr. 09, 2024 | Aug. 24, 2023 | Jan. 31, 2023 | Apr. 28, 2022 | May 22, 2020 | Dec. 20, 2019 | Jun. 30, 2024 | Mar. 31, 2024 | Mar. 31, 2024 | Sep. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Jan. 20, 2020 | Aug. 21, 2018 | |
Debt Instrument [Line Items] | |||||||||||||||||
Gross carrying value of debt | $ 3,100 | $ 3,100 | $ 3,200 | ||||||||||||||
Loss on debt extinguishment | 0 | $ (8.7) | |||||||||||||||
Repayments of long-term debt | $ 100 | $ 1,000 | |||||||||||||||
Revolving Credit Facility | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt issuance costs, amount | $ 0.5 | $ 11.1 | |||||||||||||||
2018 Credit Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | $ 3,500 | ||||||||||||||||
2018 Credit Agreement | Secured Debt | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Net leverage ratio | 5 | 5 | |||||||||||||||
2018 Credit Agreement | Line of Credit | Revolving Credit Facility | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | 810 | ||||||||||||||||
Debt issuance costs, amount | $ 3.7 | ||||||||||||||||
Term loan increase | 80 | $ 210 | |||||||||||||||
Line of credit facility, initial borrowing capacity | 1,000 | ||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,100 | ||||||||||||||||
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% | ||||||||||||||||
Term Loan, Maturing August 2025 | Secured Debt | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | $ 192.9 | $ 1,600 | $ 97.9 | $ 97.9 | 2,700 | ||||||||||||
Stated discount, amount | 13.5 | ||||||||||||||||
Debt issuance costs, amount | $ 20.6 | ||||||||||||||||
Gross carrying value of debt | $ 97.9 | $ 97.9 | 192.9 | ||||||||||||||
Basis spread on variable rate | 2.75% | ||||||||||||||||
Effective interest rate | 8.21% | 8.21% | |||||||||||||||
Repayments of secured debt | $ 45 | $ 50 | |||||||||||||||
Debt instrument, periodic payment, principal | $ 5 | ||||||||||||||||
Repayments of long-term debt | $ 100 | ||||||||||||||||
Term Loan, Maturing August 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% | ||||||||||||||||
Term Loan, Maturing January 2030 Tranche-1 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Quarterly principal payment, percentage | 0.25% | ||||||||||||||||
Term Loan, Maturing January 2030 Tranche-1 | Secured Debt | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | 1,000 | ||||||||||||||||
Debt issuance costs, amount | $ 1.9 | 15.3 | |||||||||||||||
Gross carrying value of debt | 2,600 | $ 982.1 | $ 982.1 | 984.3 | |||||||||||||
Loss on debt extinguishment | (16.9) | ||||||||||||||||
Unamortized deferred financing costs | 8.7 | ||||||||||||||||
Interest expense, debt, new transaction costs paid to creditors | $ 8.2 | ||||||||||||||||
Interest expense, debt, new transaction costs recognized directly in interest expense | $ 4.7 | ||||||||||||||||
Basis spread on variable rate | 0.10% | 3% | |||||||||||||||
Interest expense, debt, transaction costs paid to creditors | 0.5 | ||||||||||||||||
Interest expense, debt, transaction costs recognized directly in interest expense | $ 1.4 | ||||||||||||||||
Effective interest rate | 8.57% | 8.57% | |||||||||||||||
Term Loan, Maturing January 2030 Tranche-1 | Secured Debt | Secured Overnight Financing Rate (SOFR) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate | 3% | 3.25% | |||||||||||||||
Debt instrument, basis spread on variable rate, minimum floor | 0.50% | ||||||||||||||||
Term Loan, Maturing January 2030 Tranche-2 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Quarterly principal payment, percentage | 0.25% | ||||||||||||||||
Term Loan, Maturing January 2030 Tranche-2 | Secured Debt | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | $ 1,000 | ||||||||||||||||
Debt issuance costs, amount | $ 2 | 20.4 | |||||||||||||||
Gross carrying value of debt | 1,600 | $ 978.7 | $ 978.7 | 980.5 | |||||||||||||
Loss on debt extinguishment | (23.6) | ||||||||||||||||
Unamortized deferred financing costs | 10.6 | ||||||||||||||||
Interest expense, debt, new transaction costs paid to creditors | $ 13 | ||||||||||||||||
Interest expense, debt, new transaction costs recognized directly in interest expense | $ 2.5 | ||||||||||||||||
Basis spread on variable rate | 3.75% | ||||||||||||||||
Interest expense, debt, transaction costs paid to creditors | 0.5 | ||||||||||||||||
Interest expense, debt, transaction costs recognized directly in interest expense | $ 1.5 | ||||||||||||||||
Effective interest rate | 9.52% | 9.52% | |||||||||||||||
Term Loan, Maturing January 2030 Tranche-2 | Secured Debt | Secured Overnight Financing Rate (SOFR) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate | 3.75% | 4% | |||||||||||||||
Debt instrument, basis spread on variable rate, minimum floor | 0.50% | ||||||||||||||||
Senior Secured Note Due Sept 2031 | Secured Debt | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Interest expense, debt, new transaction costs recognized directly in interest expense | $ 1.5 | ||||||||||||||||
Senior Secured Note Due Sept 2031 | Senior Secured Note | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | 400 | ||||||||||||||||
Debt issuance costs, amount | 7.2 | ||||||||||||||||
Loss on debt extinguishment | (1.4) | ||||||||||||||||
Effective interest rate | 9.09% | 9.09% | |||||||||||||||
Proceeds from debt, net of stated discount and debt issuance costs | 392.8 | ||||||||||||||||
Proceeds from issuance of senior long-term debt | $ 400 | ||||||||||||||||
Stated interest rate | 8.88% | ||||||||||||||||
Senior Secured Note Due May 2028 | Senior Secured Note | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, face amount | $ 650 | ||||||||||||||||
Debt issuance costs, amount | 11.5 | ||||||||||||||||
Gross carrying value of debt | $ 644.4 | $ 644.4 | $ 643.7 | ||||||||||||||
Effective interest rate | 6.97% | 6.97% | |||||||||||||||
Proceeds from debt, net of stated discount and debt issuance costs | 638.5 | ||||||||||||||||
Proceeds from issuance of senior long-term debt | $ 650 | ||||||||||||||||
Stated interest rate | 6.75% | 6.75% | 6.75% |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | Nov. 27, 2023 letter property | |
Loss Contingencies [Line Items] | |||
Contingent liabilities, current | $ 106.3 | $ 80.4 | |
Contingent liabilities, non-current | $ 57 | 53.1 | |
Closed-ended terms for guarantees | 8 years | ||
Maximum potential future payments on guarantees | $ 74.8 | ||
Number of first mortgage multifamily property loans | property | 45 | ||
Greystone | |||
Loss Contingencies [Line Items] | |||
Number of loan commitment letters issued | letter | 1 | ||
Equity method investment, ownership percentage | 40% | ||
Errors and Omissions (E&O) claims and other claims | |||
Loss Contingencies [Line Items] | |||
Contingent liabilities | 60 | 55.4 | |
Workers' compensation | |||
Loss Contingencies [Line Items] | |||
Contingent liabilities | 103.3 | 78.1 | |
Insurance recoverable | |||
Loss Contingencies [Line Items] | |||
Loss contingency, receivable | $ 0.8 | $ 0.8 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - Related Party - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Related Party Transaction [Line Items] | ||
Other receivables, net, current | $ 51.4 | $ 49.9 |
Other receivable, after allowance for credit loss, noncurrent | $ 340.5 | $ 311.7 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Estimated fair value of external debt | $ 3,200 | $ 3,200 | $ 3,300 | ||
Gross carrying value of debt | 3,100 | $ 3,100 | 3,200 | ||
Earn out payment | 5 years | ||||
Unrealized loss on investments, net | (0.7) | $ (8.2) | $ (1.7) | $ (18.9) | |
WeWork | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Unrealized loss on investments, net | 7.8 | 17.7 | |||
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 | 40.5 | 40.5 | 40.7 | ||
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 | 74.1 | 74.1 | $ 79 | ||
Fair Value, Nonrecurring | WeWork | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Unrealized loss on investments, net | 0.7 | $ 0.4 | 1.7 | $ 1.2 | |
Several Estate Service Companies | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Earn-out liabilities, maximum | 16.9 | 16.9 | |||
Earn-out liabilities, minimum | $ 0 | $ 0 |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Fair Value Measurements (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Assets | ||
Cash equivalents - money market funds | $ 1 | $ 1 |
Deferred compensation plan assets | 29.2 | 31 |
Total | 51.7 | 37.3 |
Liabilities | ||
Deferred compensation plan liabilities | 31.3 | 33.1 |
Earn-out liabilities | 13.7 | 25.6 |
Total | 45.6 | 66.1 |
Level 1 | ||
Assets | ||
Cash equivalents - money market funds | 1 | 1 |
Deferred compensation plan assets | 29.2 | 31 |
Total | 30.2 | 32 |
Liabilities | ||
Deferred compensation plan liabilities | 31.3 | 33.1 |
Earn-out liabilities | 0 | 0 |
Total | 31.3 | 33.1 |
Level 2 | ||
Assets | ||
Cash equivalents - money market funds | 0 | 0 |
Deferred compensation plan assets | 0 | 0 |
Total | 21.5 | 5.3 |
Liabilities | ||
Deferred compensation plan liabilities | 0 | 0 |
Earn-out liabilities | 0 | 0 |
Total | 0.6 | 7.4 |
Level 3 | ||
Assets | ||
Cash equivalents - money market funds | 0 | 0 |
Deferred compensation plan assets | 0 | 0 |
Total | 0 | 0 |
Liabilities | ||
Deferred compensation plan liabilities | 0 | 0 |
Earn-out liabilities | 13.7 | 25.6 |
Total | 13.7 | 25.6 |
Interest rate swap agreements | ||
Assets | ||
Derivative asset | 20.7 | 4.3 |
Liabilities | ||
Foreign currency forward contracts | 6.7 | |
Interest rate swap agreements | Level 1 | ||
Assets | ||
Derivative asset | 0 | 0 |
Liabilities | ||
Foreign currency forward contracts | 0 | |
Interest rate swap agreements | Level 2 | ||
Assets | ||
Derivative asset | 20.7 | 4.3 |
Liabilities | ||
Foreign currency forward contracts | 6.7 | |
Interest rate swap agreements | Level 3 | ||
Assets | ||
Derivative asset | 0 | 0 |
Liabilities | ||
Foreign currency forward contracts | 0 | |
Foreign currency forward contracts | ||
Assets | ||
Derivative asset | 0.8 | 1 |
Liabilities | ||
Foreign currency forward contracts | 0.6 | 0.7 |
Foreign currency forward contracts | Level 1 | ||
Assets | ||
Derivative asset | 0 | 0 |
Liabilities | ||
Foreign currency forward contracts | 0 | 0 |
Foreign currency forward contracts | Level 2 | ||
Assets | ||
Derivative asset | 0.8 | 1 |
Liabilities | ||
Foreign currency forward contracts | 0.6 | 0.7 |
Foreign currency forward contracts | Level 3 | ||
Assets | ||
Derivative asset | 0 | 0 |
Liabilities | ||
Foreign currency forward contracts | $ 0 | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - Earn-out Liabilities - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 25.6 | $ 29.3 |
Net change in fair value and other adjustments | 0.9 | 0.7 |
Payments | (12.8) | (4.1) |
Ending balance | $ 13.7 | $ 25.9 |
Accounts Receivable Securitiz_2
Accounts Receivable Securitization - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 20, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Transferor's interests in transferred financial assets, receivables sold, percent | 100% | |||
Proceeds from accounts receivable securitization | $ 1,200 | $ 1,400 | ||
Cash collection | 1,200 | $ 1,400 | ||
Outstanding principal on receivables sold under securitization | 350.3 | $ 345.7 | ||
Investment limit | 200 | |||
Transferor's interests in transferred financial assets, amount drawn on investment limit | 180 | 100 | ||
Cash flows between transferor and transferee, servicing fees | $ 11.3 | |||
Level 3 | Fair Value, Measurements, Recurring | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Transferor's interests in transferred financial assets, fair value | $ 145 | $ 219.6 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash and cash equivalents | $ 567.3 | $ 767.7 | ||
Restricted cash recorded in Prepaid expenses and other current assets | 35.2 | 33.5 | ||
Cash and cash equivalents recorded in Assets held for sale | 2.4 | 0 | ||
Total cash, cash equivalents and restricted cash shown in the statements of cash flows | $ 604.9 | $ 801.2 | $ 572.8 | $ 719 |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash paid for: | ||
Interest | $ 137.3 | $ 120.7 |
Income taxes | 28.2 | 59.1 |
Operating leases | 55.8 | 58.1 |
Non-cash investing/financing activities: | ||
Property and equipment additions through finance leases | 9.8 | 16.3 |
Increase in beneficial interest in a securitization | 5.4 | 17.4 |
Right of use assets obtained through operating leases | $ 18.6 | $ 34 |