Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 26, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-39361 | |
Entity Registrant Name | Dun & Bradstreet Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-2008699 | |
Entity Address, Address Line One | 5335 Gate Parkway | |
Entity Address, City or Town | Jacksonville | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32256 | |
City Area Code | 904 | |
Local Phone Number | 648-8006 | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | DNB | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 442,717,512 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001799208 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Income Statement [Abstract] | |||
Revenue | $ 564.5 | $ 540.4 | |
Cost of services (exclusive of depreciation and amortization) | 224.1 | 207.8 | |
Selling and administrative expenses | 176.4 | 175.1 | |
Depreciation and amortization | 144 | 145.4 | |
Restructuring charges | 3.4 | 4.2 | |
Operating costs | 547.9 | 532.5 | |
Operating income (loss) | 16.6 | 7.9 | |
Interest income | 1.6 | 1.4 | |
Interest expense | (85.3) | (55.3) | |
Other income (expense) - net | 0.1 | 0.6 | |
Non-operating income (expense) - net | (83.6) | (53.3) | |
Income (loss) before provision (benefit) for income taxes and equity in net income of affiliates | (67) | (45.4) | |
Less: provision (benefit) for income taxes | (44.2) | (11.8) | |
Equity in net income of affiliates | 0.9 | 0.8 | |
Net income (loss) | (21.9) | (32.8) | |
Less: net (income) loss attributable to the non-controlling interest | (1.3) | (0.9) | |
Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. | $ (23.2) | $ (33.7) | |
Basic earnings (loss) per share of common stock attributable to Dun & Bradstreet Holdings, Inc. (in USD per share) | $ (0.05) | $ (0.08) | |
Diluted earnings (loss) per share of common stock attributable to Dun & Bradstreet Holdings, Inc. (in USD per share) | $ (0.05) | $ (0.08) | |
Weighted average number of shares outstanding-basic (in shares) | 431,555,922 | 429,584,681 | |
Weighted average number of shares outstanding-diluted (in shares) | 431,555,922 | 429,584,681 | |
Other comprehensive income (loss), net of income taxes: | |||
Net income (loss) | $ (21.9) | $ (32.8) | |
Foreign currency translation adjustments, net of tax | [1] | (35.5) | 6.4 |
Net investment hedge derivative, net of tax | [2] | 4.9 | (2.4) |
Cash flow hedge derivative, net of tax expense (benefit) | [3] | 4.7 | (10.7) |
Defined benefit pension plans: | |||
Prior service credit (cost), net of tax expense (benefit) | [4] | (0.1) | (0.1) |
Net actuarial gain (loss), net of tax expense (benefit) | [5] | (0.3) | (0.6) |
Total other comprehensive income (loss), net of tax | (26.3) | (7.4) | |
Comprehensive income (loss), net of tax | (48.2) | (40.2) | |
Less: comprehensive (income) loss attributable to the non-controlling interest | (1.2) | (1) | |
Comprehensive income (loss) attributable to Dun & Bradstreet Holdings, Inc. | $ (49.4) | $ (41.2) | |
[1] Tax Expense (Benefit) of $0.6 million and $6.2 million for the three months ended March 31, 2024 and 2023, respectively. Tax Expense (Benefit) of $1.7 million and $(0.9) million for the three months ended March 31, 2024 and 2023, respectively. Tax Expense (Benefit) of $1.6 million and $(3.8) million for the three months ended March 31, 2024 and 2023, respectively. Tax Expense (Benefit) of less than $(0.1) million for both the three months ended March 31, 2024 and 2023. Tax Expense (Benefit) of less than $(0.1) million for both the three months ended March 31, 2024 and 2023. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Foreign currency translation adjustments, tax expense (benefit) | $ 0.6 | $ 6.2 |
Investment hedge, tax expense (benefit) | 1.7 | (0.9) |
Derivative financial instrument, tax expense (benefit) | 1.6 | (3.8) |
Prior service credit (cost), tax benefit | (0.1) | (0.1) |
Net actuarial gain (loss), tax expense (benefit) | $ (0.1) | $ (0.1) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 216 | $ 188.1 |
Accounts receivable, net of allowance of $22.1 at March 31, 2024 and $20.1 at December 31, 2023 (Notes 3 and 6) | 170 | 258 |
Prepaid taxes | 52.4 | 51.8 |
Other prepaids | 99.2 | 100.1 |
Other current assets (Note 3 and 13) | 71.7 | 58.3 |
Total current assets | 609.3 | 656.3 |
Non-current assets | ||
Property, plant and equipment, net of accumulated depreciation of $49.6 at March 31, 2024 and $45.7 at December 31, 2023 | 98.9 | 102.1 |
Computer software, net of accumulated amortization of $541.5 at March 31, 2024 and $507.1 at December 31, 2023 (Note 15) | 671.4 | 666.3 |
Goodwill (Notes 15 and 16) | 3,424.7 | 3,445.8 |
Other intangibles (Notes 15 and 16) | 3,805.2 | 3,915.9 |
Deferred costs (Note 3) | 162.6 | 161.7 |
Other non-current assets (Note 7) | 206.6 | 187.8 |
Total non-current assets | 8,369.4 | 8,479.6 |
Total assets | 8,978.7 | 9,135.9 |
Current liabilities | ||
Accounts payable | 107.5 | 111.7 |
Accrued payroll | 53.9 | 111.9 |
Short-term debt (Note 5) | 31 | 32.7 |
Deferred revenue (Note 3) | 622.5 | 590 |
Other accrued and current liabilities (Note 7) | 172.5 | 196.1 |
Total current liabilities | 987.4 | 1,042.4 |
Long-term pension and postretirement benefits (Note 10) | 133.2 | 143.9 |
Long-term debt (Note 5) | 3,506.8 | 3,512.5 |
Deferred income tax | 852.4 | 887.3 |
Other non-current liabilities (Note 7) | 129.8 | 118.2 |
Total liabilities | 5,609.6 | 5,704.3 |
Commitments and contingencies (Note 8) | ||
Equity | ||
Common Stock, $0.0001 par value per share, authorized—2,000,000,000 shares; 443,622,723 shares issued and 442,735,803 shares outstanding at March 31, 2024 and 439,735,256 shares issued and 438,848,336 shares outstanding at December 31, 2023 | 0 | 0 |
Capital surplus | 4,414.9 | 4,429.2 |
Accumulated deficit | (834.3) | (811.1) |
Treasury Stock, 886,920 shares at both March 31, 2024 and December 31, 2023 | (0.3) | (0.3) |
Accumulated other comprehensive loss | (224.9) | (198.7) |
Total stockholders' equity | 3,355.4 | 3,419.1 |
Non-controlling interest | 13.7 | 12.5 |
Total equity | 3,369.1 | 3,431.6 |
Total liabilities and stockholders' equity | $ 8,978.7 | $ 9,135.9 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance on accounts receivable | $ 22.1 | $ 20.1 |
Accumulated depreciation on property, plant, and equipment | 49.6 | 45.7 |
Accumulated amortization on computer software | $ 541.5 | $ 507.1 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock issued (in shares) | 443,622,723 | 439,735,256 |
Common stock outstanding (in shares) | 442,735,803 | 438,848,336 |
Treasury stock (in shares) | 886,920 | 886,920 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Cash flows provided by (used in) operating activities: | |||
Net income (loss) | $ (21.9) | $ (32.8) | |
Reconciliation of net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 144 | 145.4 | |
Amortization of unrecognized pension loss (gain) | (0.4) | (0.7) | |
Deferred debt issuance costs amortization and write-off | 39.3 | 4.2 | |
Equity-based compensation expense | 17.9 | 20.5 | |
Restructuring charge | 3.4 | 4.2 | |
Restructuring payments | (3) | (4.8) | |
Changes in deferred income taxes | (35.1) | (27.5) | |
Changes in operating assets and liabilities: | |||
(Increase) decrease in accounts receivable | 82.4 | 89.9 | |
(Increase) decrease in prepaid taxes, other prepaids and other current assets | (3.8) | (29.1) | |
Increase (decrease) in deferred revenue | 43.9 | 73.4 | |
Increase (decrease) in accounts payable | (12.6) | (5.3) | |
Increase (decrease) in accrued payroll | (57) | (52.1) | |
Increase (decrease) in other accrued and current liabilities | (15.3) | (27) | |
(Increase) decrease in other long-term assets | 1.6 | 6.8 | |
Increase (decrease) in long-term liabilities | (16.4) | (9.7) | |
Net, other non-cash adjustments | (8.1) | 0.3 | |
Net cash provided by (used in) operating activities | 158.9 | 155.7 | |
Cash flows provided by (used in) investing activities: | |||
Cash settlements of foreign currency contracts and net investment hedge | 3 | 6.1 | |
Capital expenditures | (1.3) | (1.3) | |
Additions to computer software and other intangibles | (56.4) | (44.6) | |
Other investing activities, net | (0.2) | 0.2 | |
Net cash provided by (used in) investing activities | (54.9) | (39.6) | |
Cash flows provided by (used in) financing activities: | |||
Payments of dividends | (22) | (21.5) | |
Payment of debt issuance costs | (26.6) | 0 | |
Payment for purchase of non-controlling interests | 0 | (85.9) | |
Other financing activities, net | [1] | (2.1) | (11.3) |
Net cash provided by (used in) financing activities | (75.7) | (122.2) | |
Effect of exchange rate changes on cash and cash equivalents | (0.4) | 1.8 | |
Increase (decrease) in cash and cash equivalents | 27.9 | (4.3) | |
Cash and Cash Equivalents, Beginning of Period | 188.1 | 208.4 | |
Cash and Cash Equivalents, End of Period | 216 | 204.1 | |
Cash Paid for: | |||
Income taxes payment (refund), net | 9.6 | 13.5 | |
Interest | 47.9 | 44.8 | |
Noncash additions to computer software | 9 | 1.9 | |
Predecessor Revolving Credit Facility | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from borrowings on lines of credit | 10.4 | 67.5 | |
Payments of borrowings on lines of credit | (35.4) | (62.8) | |
New Term Loan Facility | |||
Cash flows provided by (used in) financing activities: | |||
Proceeds from borrowings on lines of credit | 3,103.6 | 0 | |
Payments of borrowings on lines of credit | $ (3,103.6) | $ (8.2) | |
[1] Prior year balance primarily related to payments for equipment finance lease assets. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholder Equity - USD ($) $ in Millions | Total | Total stockholders' equity | Common stock | Capital surplus | (Accumulated deficit) retained earnings | Treasury stock | Cumulative translation adjustment | Defined benefit postretirement plans | Cash flow hedging derivative | Non-controlling interest | ||
Balance at beginning of period at Dec. 31, 2022 | $ 3,508.4 | $ 3,499.3 | $ 0 | $ 4,443.7 | $ (764.1) | $ (0.3) | $ (170.3) | $ (58.1) | $ 48.4 | $ 9.1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | (32.8) | (33.7) | (33.7) | 0.9 | ||||||||
Equity-based compensation plans | 14.5 | 14.5 | 14.5 | |||||||||
Dividends declared | [1] | (21.8) | (21.8) | (21.8) | ||||||||
Pension adjustments, net of tax benefit | (0.7) | (0.7) | (0.7) | |||||||||
Change in cumulative translation adjustment, net of tax benefit (expense) | 6.4 | [2] | 6.3 | 6.3 | 0.1 | |||||||
Net investment hedge derivative, net of tax expense (benefit) | (2.4) | [3] | (2.4) | (2.4) | ||||||||
Cash flow hedge derivative, net of tax expense | (10.7) | [4] | (10.7) | (10.7) | ||||||||
Balance at end of period at Mar. 31, 2023 | 3,460.9 | 3,450.8 | 0 | 4,436.4 | (797.8) | (0.3) | (166.4) | (58.8) | 37.7 | 10.1 | ||
Balance at beginning of period at Dec. 31, 2023 | 3,431.6 | 3,419.1 | 0 | 4,429.2 | (811.1) | (0.3) | (153) | (62.2) | 16.5 | 12.5 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | (21.9) | (23.2) | (23.2) | 1.3 | ||||||||
Equity-based compensation plans | 7.6 | 7.6 | 7.6 | |||||||||
Dividends declared | [1] | (21.9) | (21.9) | (21.9) | ||||||||
Pension adjustments, net of tax benefit | (0.4) | (0.4) | (0.4) | |||||||||
Change in cumulative translation adjustment, net of tax benefit (expense) | (35.5) | [2] | (35.4) | (35.4) | (0.1) | |||||||
Net investment hedge derivative, net of tax expense (benefit) | 4.9 | [3] | 4.9 | 4.9 | ||||||||
Cash flow hedge derivative, net of tax expense | 4.7 | [4] | 4.7 | 4.7 | ||||||||
Balance at end of period at Mar. 31, 2024 | $ 3,369.1 | $ 3,355.4 | $ 0 | $ 4,414.9 | $ (834.3) | $ (0.3) | $ (183.5) | $ (62.6) | $ 21.2 | $ 13.7 | ||
[1] See Note 12 "Earnings (Loss) Per Share" for further discussion. Tax Expense (Benefit) of $0.6 million and $6.2 million for the three months ended March 31, 2024 and 2023, respectively. Tax Expense (Benefit) of $1.7 million and $(0.9) million for the three months ended March 31, 2024 and 2023, respectively. Tax Expense (Benefit) of $1.6 million and $(3.8) million for the three months ended March 31, 2024 and 2023, respectively. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholder Equity (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Stockholders' Equity [Abstract] | ||
Pension adjustments, tax benefit (expense) (less than) | $ 0.1 | $ 0.1 |
Change in cumulative translation adjustment, tax expense (benefit) | 0.6 | 6.2 |
Investment hedge, tax expense (benefit) | 1.7 | (0.9) |
Derivative financial instrument, tax expense (benefit) | $ 1.6 | $ (3.8) |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim condensed consolidated financial statements of Dun & Bradstreet Holdings, Inc. and its subsidiaries ("we" or "us" or "our" or the "Company") were prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"). They should be read in conjunction with the consolidated financial statements and related notes, which appear in the consolidated financial statements for the year ended December 31, 2023, included in our Annual Report on Form 10-K and filed with the Securities and Exchange Commission ("SEC") on February 22, 2024. The condensed consolidated financial statements for interim periods do not include all disclosures required by GAAP for annual financial statements and are not necessarily indicative of results for the full year or any subsequent period. In the opinion of our management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the unaudited consolidated financial position, results of operations and cash flows at the dates and for the periods presented have been included. We manage our business and report our financial results through the following two segments: • North America offers Finance & Risk and Sales & Marketing data, analytics and business insights in the United States and Canada; and • International offers Finance & Risk and Sales & Marketing data, analytics and business insights directly in the United Kingdom and Ireland ("U.K."), Northern Europe (Sweden, Norway, Denmark, Finland, Estonia and Latvia), Central Europe (Germany, Austria, Switzerland and various other central and eastern European countries) (together as "Europe"), Greater China, India and indirectly through our Worldwide Network alliances ("WWN alliances"). All intercompany transactions and balances have been eliminated in consolidation. Where appropriate, we have reclassified certain prior year amounts to conform to the current year presentation. Our condensed consolidated financial statements presented herein reflect the latest estimates and assumptions made by management that affect the reported amounts of assets and liabilities and related disclosures as of the date of the unaudited consolidated financial statements and reported amounts of revenue and expenses during the reporting periods presented. During the first quarter of 2024, we changed the presentation of certain data royalty and project fulfillment costs in our condensed consolidated statement of income. Specifically, we changed the classification of these costs from "Selling and administrative expenses" to "Cost of services (exclusive of depreciation and amortization)", as we believe that presenting these costs based on their nature, as opposed to their function as was done historically, provides more useful information and enhances transparency. Prior year period results have been recast to reflect this change in presentation and to conform to the current period presentation. As a result, we reclassified $11.9 million and $30.8 million for the three months ended March 31, 2023 and for the year ended December 31, 2023, respectively, from "Selling and administrative expenses" to "Cost of services (exclusive of depreciation and amortization)". This reclassification has no impact on total operating costs, operating income, net income (loss), earnings (loss) per share or segment results. Additionally, the reclassification has no impact on the consolidated balance sheets or consolidated statements of cash flows. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements We consider the applicability and impact of all Accounting Standards Updates (“ASUs”) and applicable authoritative guidance. The ASUs not listed below were assessed and determined to be either not applicable or are expected to have an immaterial impact on our consolidated financial position, results of operations and/or cash flows. Recently Adopted Accounting Pronouncements In March 2020, the FASB issued ASU No. 2020-04 "Facilitation of the Effects of Reference Rate Reform on Financial Reporting" to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate ("LIBOR") to alternative reference rates. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform - Scope,” which clarified the scope and application of the original guidance in ASU No. 2020-04. On December 21, 2022, the FASB issued ASU No. 2022-06 which extends the transition date to December 31, 2024. During the second quarter of 2023, we modified agreements governing our Senior Secured Credit Facility and interest rate swaps to complete the transition of reference rate from LIBOR to Secured Overnight Financing Rate ("SOFR"). This transition did not result in a financial impact to our consolidated financial statements. Recently Issued Accounting Pronouncements In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting (Topic 280)." The guidance improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments in this ASU enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. For public business entities, the guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, beginning after December 15, 2024. We do not expect the adoption of this authoritative guidance to have a material impact on our consolidated balance sheets, statements of operations and statements of cash flows. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The total amount of the transaction price for our revenue contracts allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2024 is as follows: Remainder of 2024 2025 2026 2027 2028 Thereafter Total Future revenue $ 1,124.5 $ 781.0 $ 498.3 $ 220.9 $ 156.6 $ 264.7 $ 3,046.0 The table of future revenue does not include any amount of variable consideration that is a sales or usage-based royalty in exchange for distinct data licenses or that is allocated to a distinct service period within a single performance obligation that is a series of distinct service periods. Timing of Revenue Recognition Three months ended March 31, 2024 2023 Revenue recognized at a point in time $ 214.5 $ 215.6 Revenue recognized over time 350.0 324.8 Total revenue recognized $ 564.5 $ 540.4 Contract Balances At March 31, 2024 At December 31, 2023 Accounts receivable, net $ 170.0 $ 258.0 Short-term contract assets (1) $ 8.6 $ 4.3 Long-term contract assets (2) $ 21.1 $ 18.0 Short-term deferred revenue $ 622.5 $ 590.0 Long-term deferred revenue (3) $ 26.3 $ 19.7 (1) Included within "Other current assets" in the condensed consolidated balance sheet. (2) Included within "Other non-current assets" in the condensed consolidated balance sheet. (3) Included within "Other non-current liabilities" in the condensed consolidated balance sheet. The decrease in accounts receivable of $88.0 million from December 31, 2023 to March 31, 2024 was primarily due to seasonal fluctuation. The increase in deferred revenue of $39.1 million from December 31, 2023 to March 31, 2024 was primarily due to cash payments received or due in advance of satisfying our performance obligations, largely offset by $261.7 million of revenue recognized that was included in the deferred revenue balance at December 31, 2023. The increase in contract assets of $7.4 million was primarily due to new contract assets recognized, net of new amounts reclassified to receivables during 2024, partially offset by $13.3 million of contract assets included in the balance at January 1, 2024 that were reclassified to receivable when they became unconditional. See Note 16 for a schedule detailing the disaggregation of revenue. Assets Recognized for the Costs to Obtain a Contract Commission assets, net of accumulated amortization included in deferred costs, were $162.6 million and $161.7 million as of March 31, 2024 and December 31, 2023, respectively. |
Restructuring Charges
Restructuring Charges | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges We incurred restructuring charges (which generally consist of employee severance costs and contract terminations). These charges were incurred as a result of eliminating, consolidating, standardizing and/or automating our business functions. Three months ended March 31, 2024 vs. Three months ended March 31, 2023 We recorded total restructuring charges of $3.4 million for the three months ended March 31, 2024, consisting of: • Severance costs of $2.9 million under ongoing benefit arrangements. Approximately 65 employees were impacted. Most of the employees impacted exited the Company by the end of the first quarter of 2024. The cash payments for these employees will be substantially completed by the end of the third quarter of 2024; and • Contract termination, write down of right of use assets and other exit costs, including those to consolidate or close facilities of $0.5 million. We recorded total restructuring charges of $4.2 million for the three months ended March 31, 2023, consisting of: • Severance costs of $3.1 million under ongoing benefit arrangements. Approximately 50 employees were impacted. Most of the employees impacted exited the Company by the end of the first quarter of 2023. The cash payments for these employees were substantially completed by the end of the third quarter of 2023; and • Contract termination, write down of right of use assets and other exit costs, including those to consolidate or close facilities of $1.1 million. The following table sets forth the restructuring reserves and utilization included within "Accrued payroll" in the condensed consolidated balance sheets for the three months ended March 31, 2024 and March 31, 2023, respectively: Severance Contract termination Total 2024: Balance remaining as of December 31, 2023 $ 2.4 $ 0.8 $ 3.2 Charge taken during first quarter 2024 (1) 2.9 0.1 3.0 Payments made during first quarter 2024 (2.6) (0.4) (3.0) Balance remaining as of March 31, 2024 $ 2.7 $ 0.5 $ 3.2 2023: Balance remaining as of December 31, 2022 $ 4.8 $ 2.2 $ 7.0 Charge taken during first quarter 2023 (1) 3.1 0.5 3.6 Payments made during first quarter 2023 (4.0) (0.8) (4.8) Balance remaining as of March 31, 2023 $ 3.9 $ 1.9 $ 5.8 (1) Balance excludes charges accounted for under ASU No. 2016-02, "Leases (Topic 842)." |
Notes Payable and Indebtedness
Notes Payable and Indebtedness | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Notes Payable and Indebtedness | Notes Payable and Indebtedness Our borrowings are summarized in the following table: March 31, 2024 December 31, 2023 Maturity Principal amount Debt issuance costs and discount* Carrying value Principal amount Debt issuance costs and discount* Carrying value Debt maturing within one year: 2029 Term loan B (1) January 18, 2029 $ 31.0 $ — $ 31.0 $ — $ — $ — 2026 Term loan (1) Fully paid off in January 2024 — — — 28.1 — 28.1 2029 Term loan (1) Fully paid off in January 2024 — — — 4.6 — 4.6 Total short-term debt $ 31.0 $ — $ 31.0 $ 32.7 $ — $ 32.7 Debt maturing after one year: 2029 Term loan B (1) January 18, 2029 $ 3,072.6 $ 20.9 $ 3,051.7 $ — $ — $ — 2026 Term loan (1) Fully paid off in January 2024 — — — 2,623.6 33.0 2,590.6 2029 Term loan (1) Fully paid off in January 2024 — — — 447.3 5.3 442.0 Revolving facility (1) (2) February 15, 2029 — — — 25.0 — 25.0 5.000% Senior unsecured notes (1) December 15, 2029 460.0 4.9 455.1 460.0 5.1 454.9 Total long-term debt $ 3,532.6 $ 25.8 $ 3,506.8 $ 3,555.9 $ 43.4 $ 3,512.5 Total debt $ 3,563.6 $ 25.8 $ 3,537.8 $ 3,588.6 $ 43.4 $ 3,545.2 *Initial debt issuance costs were recorded as a reduction of the carrying amount of the debt and amortized over the contractual term of the debt. Balances represent the unamortized portion of debt issuance costs and discounts. (1) The 5.000% Senior Unsecured Notes and the Senior Secured Credit Facilities contain certain covenants that limit our ability to incur additional indebtedness and guarantee indebtedness, create liens, engage in mergers or acquisitions, sell, transfer or otherwise dispose of assets, pay dividends and distributions or repurchase capital stock, prepay certain indebtedness and make investments, loans and advances. We were in compliance with these non-financial covenants at March 31, 2024 and December 31, 2023. (2) The Revolving Facility contains a springing financial covenant requiring compliance with a maximum ratio of first lien net indebtedness to consolidated EBITDA of 6.75. The financial covenant applies only if the aggregate principal amount of borrowings under the Revolving Facility and certain outstanding letters of credit exceeds 35% of the total amount of commitments under the Revolving Facility on the last day of any fiscal quarter. The financial covenant did not apply at March 31, 2024 and December 31, 2023. Senior Secured Credit Facilities On February 8, 2019, the Company entered into a credit agreement governing its Senior Secured Credit Facilities (the "Senior Secured Credit Facilities"). Subsequently, the credit agreement has been amended several times. Currently, the Senior Secured Credit Facilities consist of a senior secured term loan facility and a senior secured revolving credit facility. On January 29, 2024, we amended our credit agreement related to the then existing $451.9 million term loan with a maturity date of January 18, 2029 (the "2029 Term Loan"), to reduce its interest rate by 0.25%, resulting in a margin spread of SOFR plus 2.75% per annum and to increase the then existing term loan facility by $2,651.7 million to establish a new term loan with an aggregate principal amount of $3,103.6 million and a maturity date of January 18, 2029 (“2029 Term Loan B”). The proceeds from the 2029 Term Loan B were used to fully repay the previously existing term loans, including the senior secured term loan with a maturity date of February 8, 2026 (the "2026 Term Loan") and the 2029 Term Loan. As a result, we recorded a loss on debt extinguishment of $37.1 million related to the unamortized debt issuance costs associated with the then existing 2026 and 2029 Term Loan. The loss was recorded within “Non-operating income (expense)-net” for the three months ended March 31, 2024. Initial debt issuance costs of $21.6 million related to the 2029 Term Loan B were recorded as a reduction of the carrying amount of long term debt and will be amortized over the contractual term of the term loan. Concurrently, we also amended our credit agreement governing the Revolving Facility to extend the maturity date to February 15, 2029, and to reduce the applicable margin by 50 basis points, resulting in a margin spread of SOFR plus 2.50% per annum, subject to a leverage-based pricing grid. The Credit Spread Adjustment under the Revolving Facility was also removed as part of the amendment. Total fees paid associated with the amendment of the Revolving Facility were $5.0 million, which is deferred and amortized over the term of the new arrangement, together with the original unamortized deferred costs. Borrowings under the Senior Secured Credit Facilities bear interest at a rate per annum equal to an applicable margin over a SOFR or LIBOR for the interest period relevant to such borrowing, subject to interest rate floors, and secured by substantially all of the Company’s assets. We completed the transition of reference rate from LIBOR to SOFR in the second quarter of 2023. We utilized the expedients set forth in ASC Topic 848, including those relating to derivative instruments used in hedging relationships. This transition did not result in a financial impact to our consolidated financial statements. Other details of the Senior Secured Credit Facilities: • For the 2029 Term Loan B, beginning June 30, 2024, the principal amount is required to be paid down in equal quarterly installments in an aggregate annual amount equal to 1.00% of the original principal amount, with the balance being payable on January 18, 2029. The 2029 Term Loan B bears interest at a rate per annum equal to 275 basis points over a SOFR rate for the interest period. The interest rate associated with the outstanding balance of the 2029 Term Loan B at March 31, 2024 was 8.082%. • For the previously existing 2029 Term Loan, beginning June 30, 2022, the principal amount was required to be paid down in equal quarterly installments in an aggregate annual amount equal to 1.00% of the original principal amount, with the balance being payable on January 18, 2029. The interest rate per annum for the 2029 Term Loan was based on a SOFR rate plus a margin of 325 basis points at December 31, 2023. The interest rate associated with the outstanding balance of the 2029 Term Loan at December 31, 2023 was 8.355%. • For the previously existing 2026 Term Loan, beginning June 30, 2020, the principal amount was required to be paid down in equal quarterly installments in an aggregate annual amount equal to 1.00% of the original principal amount, with the balance being payable on February 8, 2026. The interest rate per annum for the 2026 Term Loan was based on a SOFR rate plus a margin of 285 basis points, inclusive of the SOFR credit spread adjustment, at December 31, 2023. The interest rate associated with the outstanding balance of the 2026 Term Loan at December 31, 2023 was 8.205%. • Borrowings under the Revolving Facility bear interest at a rate per annum equal to SOFR plus 250 basis points, subject to a leverage-based pricing grid, at March 31, 2024 and 310 basis points over a SOFR rate, inclusive of the SOFR credit spread adjustment, at December 31, 2023. The aggregate amount available under the Revolving Facility is $850 million. The available borrowings under the Revolving Facility at March 31, 2024 and December 31, 2023 were $850.0 million and $825.0 million, respectively. The interest rate associated with the outstanding balance of the Revolving Facility at December 31, 2023 was 8.462%. Initial debt issuance costs related to the Revolving Facility were included in "Other non-current assets" on the consolidated balance sheet and are amortized over the term of the Revolving Facility. Other We were contingently liable under open standby letters of credit and bank guarantees issued by our banks in favor of third parties totaling $9.6 million at March 31, 2024 and $10.2 million at December 31, 2023. We entered into interest rate swaps and cross currency interest rate swaps, with various maturity dates, in order to manage the impact of interest rate changes. As of March 31, 2024 and December 31, 2023, we had interest rate swap contracts of $2,750 million and cross-currency interest rate contracts with an aggregate notional amount of $625 million and $375 million, respectively. See Note 13 for more detailed discussion. |
Accounts Receivable Securitizat
Accounts Receivable Securitization Facility | 3 Months Ended |
Mar. 31, 2024 | |
Accounts Receivable Securitization Facility [Abstract] | |
Accounts Receivable Securitization Facility | Accounts Receivable Securitization Facility In September 2022, the Company entered into a three-year revolving securitization facility agreement to transfer customer receivables of one of our U.S. subsidiaries (“Originator”) through our bankruptcy-remote subsidiary (“SPE”) to a third-party financial institution (“Purchaser”) on a recurring basis in exchange for cash equal to the gross receivables transferred. The facility had a monthly drawing limit of $215 million at both March 31, 2024 and December 31, 2023. Transfers of our U.S. accounts receivable from the SPE to the Purchaser are accounted for as a sale of financial assets, and the accounts receivable are derecognized from the consolidated financial statements, as the SPE transfers effective control and risk associated with the transferred accounts receivable. Other than collection and administrative responsibilities, the Company and related subsidiaries have no continuing involvement in the transferred accounts receivable. The accounts receivable, once sold, are no longer available to satisfy creditors of the Company or the related subsidiaries in the event of bankruptcy. These sales are transacted at the face value of the relevant accounts receivable. The future outstanding balance of trade receivables that will be sold is expected to vary based on the level of activity and other factors. The receivables sold are fully guaranteed by the SPE that also pledges further accounts receivable as collateral under this agreement. The Company controls and therefore consolidates the SPE in its consolidated financial statements. The Company derecognized accounts receivable of $232.5 million and $256.6 million for the three months ended March 31, 2024 and 2023, respectively. The Company collected $232.5 million and $256.6 million of accounts receivable sold under this agreement during the three months ended March 31, 2024 and 2023, respectively. Unsold accounts receivable of $37.9 million and $112.0 million were pledged by the SPE as collateral to the Purchaser as of March 31, 2024 and December 31, 2023, respectively. As of March 31, 2024 and December 31, 2023, recourse liability related to the receivables sold that has not been collected was immaterial. Fees incurred for the facility, including fees for administrative responsibilities, during the three months ended March 31, 2024 and 2023, were $3.8 million and $3.1 million, respectively, and have been reflected within "Non-operating income (expense) – net" in the condensed consolidated statements of operations and comprehensive income (loss). Cash activity related to the facility is reflected in "Net cash provided by operating activities" in the condensed consolidated statements of cash flows. |
Other Assets and Liabilities
Other Assets and Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Other Assets and Other Liabilities [Abstract] | |
Other Assets and Liabilities | Other Assets and Liabilities Other Non-Current Assets: March 31, December 31, Right of use assets (1) $ 48.6 $ 43.1 Prepaid pension assets 5.6 5.6 Investments 21.4 20.6 Deferred income tax 16.2 17.2 Long-term contract assets 21.1 18.0 Prepaid cloud computing fees and deferred implementation costs 29.0 23.2 Other 64.7 60.1 Total $ 206.6 $ 187.8 (1) We recognized $9.6 million related to new operating leases for the three months ended March 31, 2024. Other Accrued and Current Liabilities: March 31, December 31, 2023 Accrued operating costs $ 96.4 $ 94.3 Accrued interest expense 10.8 5.3 Short-term lease liability (1) 14.3 15.0 Accrued income tax 2.1 15.3 Other accrued liabilities (2) 48.9 66.2 Total $ 172.5 $ 196.1 (1) We recognized $0.1 million related to new operating leases for the three months ended March 31, 2024. (2) The decrease was primarily driven by lower interest rate swap liabilities and payments for prior year accrued liabilities. Other Non-Current Liabilities: March 31, December 31, 2023 Deferred revenue - long term $ 26.3 $ 19.7 U.S. tax liability associated with the 2017 Act 29.4 29.4 Long-term lease liability (1) 40.0 33.8 Liabilities for unrecognized tax benefits 14.7 19.8 Other 19.4 15.5 Total $ 129.8 $ 118.2 (1) We recognized $9.5 million related to new operating leases for the three months ended March 31, 2024. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies In the ordinary course of business, we are involved in various pending and threatened litigation and regulatory matters related to our operations, such as claims brought by our clients in connection with commercial disputes, defamation claims by subjects of our reporting, and employment claims made by our current or former employees, some of which include claims for punitive or exemplary damages. Our ordinary course litigation may also include class action lawsuits, which make allegations related to various aspects of our business. From time to time, we are also subject to regulatory investigations or other proceedings by state and federal regulatory authorities as well as authorities outside of the U.S., some of which take the form of civil investigative demands or subpoenas. Some of these regulatory inquiries may result in the assessment of fines for violations of regulations or settlements with such authorities requiring a variety of remedies. We believe that none of these actions depart from customary litigation or regulatory inquiries incidental to our business. We review lawsuits and other legal and regulatory matters (collectively "legal proceedings") on an ongoing basis when making accrual and disclosure decisions. When assessing reasonably possible and probable outcomes, management bases its decision on its assessment of the ultimate outcome assuming all appeals have been exhausted. For legal proceedings where it has been determined that a loss is both probable and reasonably estimable, a liability based on known facts and which represents our best estimate has been recorded. Actual losses may materially differ from the amounts recorded and the ultimate outcome of our pending cases is generally not yet determinable. While some of these matters could be material to our operating results or cash flows for any particular period if an unfavorable outcome results, at present we do not believe the ultimate resolution of currently pending legal proceedings, either individually or in the aggregate, will have a material adverse effect on our financial condition. In addition, in the normal course of business, and including without limitation, our merger and acquisition activities, strategic relationships and financing transactions, the Company indemnifies other parties, including clients, lessors and parties to other transactions with the Company, with respect to certain matters. We have agreed to hold the other parties harmless against losses arising from a breach of representations or covenants, or arising out of other claims made against certain parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. The Company has also entered into indemnity obligations with its officers and directors. Right of Publicity Class Actions DeBose v. Dun & Bradstreet Holdings, Inc., No. 2:22-cv-00209-ES-CLW (D.N.J.) On January 17, 2022, Plaintiff Rashad DeBose filed a Class Action Complaint against the Company, alleging that the Company used the purported class members’ names and personas to promote paid subscriptions to the Company’s Hoovers product website without consent, in violation of the Ohio right of publicity statute and Ohio common law prohibiting misappropriation of a name or likeness. On March 30, 2022, the Company filed a motion to dismiss the Complaint. The motion was briefed, and in November 2022 the Court requested supplemental briefing. Supplemental briefing was completed in January 2023. The Court has not yet set a date for oral argument. Discovery is ongoing. In accordance with ASC 450 Contingencies, the Company is continuing to defend the claims and evaluate any potential exposure; however, at this time we have no basis to determine that a loss in connection with this matter is both probable and reasonably estimable, and thus no reserve has been established. Batis v. Dun & Bradstreet Holdings, Inc., No. 4:22-cv-01924-AGT (N.D.Cal.) On March 25, 2022, Plaintiff Odette R. Batis filed a Class Action Complaint against the Company, alleging that the Company used the purported class members’ names and personas to promote paid subscriptions to the Company’s Hoovers product website without consent, in violation of the California right of publicity statute, California common law prohibiting misappropriation of a name or likeness and California’s Unfair Competition Law. On June 30, 2022, the Company filed a motion to dismiss the Complaint pursuant to California’s anti-SLAPP statute. On February 10, 2023, the District Court denied the motion to dismiss. The decision was subject to an automatic right of appeal, and the Company has appealed the matter to the Ninth Circuit. On January 18, 2024, the Ninth Circuit affirmed the district court’s determination that the anti-SLAPP statute does not apply. On February 1, 2024, D&B filed a petition for rehearing or rehearing en banc seeking to vacate the Ninth Circuit ruling. Subsequently, on February 15, 2024, the Ninth Circuit issued an order stating that the petition will be held in abeyance pending the resolution of en banc rehearing of another similar case pending before the Ninth Circuit, Martinez v. ZoomInfo Technologies, Inc . (“Martinez”). On March 1, 2024, the Ninth Circuit vacated the en banc rehearing in the Martinez case. On March 7, 2024, the parties wrote a joint letter requesting that the pending petition for rehearing be determined. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective tax rate for the three months ended March 31, 2024 was 66.0%, reflecting a tax benefit of $44.2 million on pre-tax loss of $67.0 million, compared to 26.0% for the three months ended March 31, 2023, which reflected a tax benefit of $11.8 million on pre-tax loss of $45.4 million. The change in the effective tax rate for the three months ended March 31, 2024 compared to the prior year quarter was primarily a result of a decrease to our uncertain tax positions as a result of an audit settlement and a reduction to the Global Intangible Low-Taxed Income ("GILTI") inclusion in the U.S. due to an election allowing for the exclusion of certain income, partially offset by the impact of the Global Anti-Base Erosion and Profit Shifting ("BEPS") - Pillar Two Global Minimum Tax introduced by The Organization for Economic Co-operation and Development ("OECD"). |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 3 Months Ended |
Mar. 31, 2024 | |
Postemployment Benefits [Abstract] | |
Pension and Postretirement Benefits | Pension and Postretirement Benefits Net Periodic Pension Cost The following table sets forth the components of the net periodic cost (income) associated with our pension plans and our postretirement benefit obligations: Pension plans Postretirement benefit obligations Three months ended March 31, Three months ended March 31, 2024 2023 2024 2023 Components of net periodic cost (income): Service cost $ 0.4 $ 0.4 $ — $ — Interest cost 15.4 16.0 — — Expected return on plan assets (19.9) (19.9) — — Amortization of prior service cost (credit) — — (0.1) (0.1) Amortization of actuarial loss (gain) (0.3) (0.6) — — Net periodic cost (income) $ (4.4) $ (4.1) $ (0.1) $ (0.1) |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Based Compensation | Stock Based Compensation The following table sets forth the components of our stock-based compensation and expected tax benefit for the three months ended March 31, 2024 and 2023 related to the plans in effect during the respective period: Three months ended March 31, Stock-based compensation expense: 2024 2023 Restricted stock and restricted stock units $ 16.1 $ 15.8 Stock options (1) 1.8 4.7 Total compensation expense $ 17.9 $ 20.5 Expected tax benefit: Restricted stock and restricted stock units $ 1.6 $ 1.7 Stock options 0.1 0.2 Total expected tax benefit $ 1.7 $ 1.9 (1) Lower expense for stock options was primarily due to the impact of the accelerated attribution method used to recognize expense for the performance-based stock option grants. Stock Options We accounted for stock options based on grant date fair value. Service condition options were valued using the Black-Scholes valuation model. Market condition options were valued using a Monte Carlo valuation model. The following table summarizes the stock options activity for the three months ended March 31, 2024: Stock options Number of Weighted-average Weighted-average remaining contractual term (in years) Aggregate intrinsic value Balances, January 1, 2024 10,865,868 $19.31 5.7 $— Granted — $— Forfeited (64,499) $15.89 Exercised — $— Balances, March 31, 2024 10,801,369 $19.33 5.5 $— Expected to vest as of March 31, 2024 4,721,369 $15.89 8.4 $— Exercisable as of March 31, 2024 6,080,000 $22.00 3.2 $— As of March 31, 2024, total unrecognized compensation cost related to stock options was $5.4 million, which was expected to be recognized over a weighted average period of 1.3 years. Restricted Stock and Restricted Stock Units Restricted stock and restricted stock units are valued on the award grant date at the closing market price of our stock. The following table summarizes the restricted stock and restricted stock units activity for the three months ended March 31, 2024: Restricted stock and Restricted stock units Number of Weighted-average Weighted-average remaining contractual term (in years) Aggregate intrinsic value Balances, January 1, 2024 8,682,523 $13.78 1.0 $101.6 Granted 5,290,217 $10.44 Forfeited (68,486) $13.22 Vested (2,909,844) $14.47 Balances, March 31, 2024 10,994,410 $11.99 1.5 $110.4 As of March 31, 2024, total unrecognized compensation cost related to non-vested restricted stock and restricted stock units was $88.2 million, which is expected to be recognized over a weighted average period of 2.2 years. Employee Stock Purchase Plan ("ESPP") Under the Dun & Bradstreet Holdings, Inc. Employee Stock Purchase Plan, eligible employees are allowed to voluntarily make after-tax contributions ranging from 3% to 15% of eligible earnings. The Company contributes varying matching amounts to employees, as specified in the plan document, after a one year holding period. We recorded the associated expense of $0.6 million and $0.7 million for the three months ended March 31, 2024 and 2023, respectively. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) for the period by the weighted-average number of common shares outstanding during the period. In periods when we report net income, diluted earnings per share is calculated by dividing net income by the weighted average number of common shares outstanding during the period plus the dilutive effect of our outstanding stock incentive awards. For periods when we report a net loss, diluted earnings per share is equal to basic earnings per share, as the impact of our outstanding stock incentive awards is considered to be antidilutive. The following table sets forth the computation of basic and diluted earnings (loss) per share: Three months ended March 31, 2024 2023 Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. $ (23.2) $ (33.7) Weighted average number of shares outstanding-basic 431,555,922 429,584,681 Weighted average number of shares outstanding-diluted (1) 431,555,922 429,584,681 Earnings (loss) per share of common stock attributable to Dun & Bradstreet Holdings, Inc.: Basic $ (0.05) $ (0.08) Diluted $ (0.05) $ (0.08) (1) The weighted average number of shares outstanding used in the computation of diluted earnings per share for the three months ended March 31, 2024 and 2023, excludes the effect of 10.9 million and 11.7 million, respectively, of potentially issuable common shares that are anti-dilutive to the diluted earnings per share computation. Below is a reconciliation of our common stock issued and outstanding: Common Shares Treasury Shares (1) Common Shares Outstanding Shares as of December 31, 2023 439,735,256 (886,920) 438,848,336 Shares issued for the three months ended March 31, 2024 4,820,581 N/A 4,820,581 Shares forfeited for the three months ended March 31, 2024 (2) (933,114) N/A (933,114) Shares as of March 31, 2024 443,622,723 (886,920) 442,735,803 (1) Primarily related to the forfeiture of unvested incentive units granted prior to the IPO. (2) Includes shares surrendered related to payroll tax withheld for the vested restricted shares. The following dividends were declared by our Board of Directors and subsequently paid during the three months ended March 31, 2024: Declaration Date Record Date Payment Date Dividends Per Share February 8, 2024 March 7, 2024 March 21, 2024 $ 0.05 Dividends accrued for restricted shares are contingent and payable upon vesting of the underlying restricted shares. |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Financial Instruments The Company is exposed to global market risks, including risks from changes in foreign exchange rates and changes in interest rates. Accordingly, we use derivatives to manage the aforementioned financial exposures that occur in the normal course of business. We do not use derivatives for trading or speculative purposes. By their nature, all such instruments involve risk, including the credit risk of non-performance by counterparties. However, at March 31, 2024 and December 31, 2023, there was no significant risk of loss in the event of non-performance of the counterparties to these financial instruments. We control our exposure to credit risk through monitoring procedures and by selection of reputable counterparties. Collateral is generally not required for these types of investments. Our trade receivables do not represent a significant concentration of credit risk at March 31, 2024 and December 31, 2023, because we sell to a large number of clients in different geographical locations and industries. Interest Rate Risk Management Our objective in managing our exposure to interest rates is to limit the impact of interest rate changes on our earnings, cash flows and financial position, and to lower our overall borrowing costs. To achieve these objectives, we maintain a practice that floating-rate debt be managed within a minimum and maximum range of our total debt exposure. To manage our exposure and limit volatility, we may use fixed-rate debt, floating-rate debt and/or interest rate swaps. We recognize all derivative instruments as either assets or liabilities at fair value in the consolidated balance sheet. We use interest rate swaps to manage the impact of interest rate changes on our earnings. Under the swap agreements, we make monthly payments based on the fixed interest rate and receive monthly payments based on the floating rate. The purpose of the swaps is to mitigate the variation of future cash flows from changes in the floating interest rates on our existing debt. The swaps are designated and accounted for as cash flow hedges. Changes in the fair value of the hedging instruments are recorded in other comprehensive income (loss) ("OCI"), net of tax, and reclassified to earnings in the same line item associated with the hedged item when the hedged item impacts earnings. Effective on August 28, 2023, we amended our interest rate swap agreements with an aggregate notional amount of $1,000 million that originally matured on March 27, 2024 ("2024 interest rate swaps"). The amendments extend the maturity date to March 27, 2025. Under the amended agreements, the Company pays a fixed rate of 3.214% and receives the one-month SOFR rate. As a result of the amendment, the 2024 interest rate swaps were de-designated and the unrealized gain of $29.0 million included within accumulated other comprehensive income (loss) was frozen and will be systematically reclassified to earnings as a reduction to interest expense over the original term of the 2024 interest rate swaps. Additionally, the amended swaps had an aggregate fair value of $29.0 million at inception and will be ratably recorded to accumulated other comprehensive income (loss) and reclassified to earnings as an increase to interest expense over the term of the amended interest rate swaps. At the inception of the amended interest rate swaps, we performed a quantitative effectiveness assessment and determined that the swaps qualified for cash flow hedge accounting. Changes in the fair value of the hedging instruments are recorded in OCI, net of tax, and reclassified to earnings in the same line item associated with the hedged item when the hedged item impacts earnings. Additionally, we perform quantitative tests to assess hedging effectiveness over the remaining life of the amended swaps. On February 2, 2023, the Company entered into three-year interest rate swaps with an aggregate notional amount of $1,500 million, effective January 27, 2023 through February 8, 2026. For these swaps, the Company pays a fixed rate of 3.695% and received the one-month LIBOR rate through June 27, 2023 and receives the one-month Term SOFR rate after June 27, 2023 for the remainder of the term. During the second quarter of 2023, we modified our Senior Secured Credit Facility to complete the transition of reference rate from LIBOR to SOFR. As a result, our interest rate swap agreements which previously received one-month LIBOR interest were also modified to receive one-month SOFR interest. We utilized the expedients set forth in ASC Topic 848, including those relating to derivative instruments used in hedging relationships. This transition did not result in a financial impact to our consolidated financial statements. The following table summarizes our interest rate swaps as of March 31, 2024 and December 31, 2023: Expiration date Fixed rate Notional amount March 31, 2024 December 31, 2023 February 27, 2025 1.629% $250 $250 March 27, 2025 3.214% 1,000 1,000 February 8, 2026 3.695% 1,500 1,500 Total interest rate swaps $2,750 $2,750 Foreign Exchange Risk Management Our objective in managing exposure to foreign currency fluctuations is to reduce the volatility caused by foreign exchange rate changes on the earnings, cash flows and financial position of our international operations. From time to time, we follow a practice of hedging certain balance sheet positions denominated in currencies other than the functional currency applicable to each of our various subsidiaries. In addition, we are subject to foreign exchange risk associated with our international earnings and net investments in our foreign subsidiaries. We may use short-term, foreign exchange forward and, from time to time, option contracts to execute our hedging strategies. Certain derivatives are designated as accounting hedges. Foreign exchange forward contracts To decrease earnings volatility, we currently hedge substantially all our intercompany balance positions denominated in a currency other than the functional currency applicable to each of our various subsidiaries with short-term, foreign exchange forward contracts. The underlying transactions and the corresponding foreign exchange forward contracts are marked to market at the end of each quarter and the fair value impacts are reflected within “Non-operating income (expense) – net” in the condensed consolidated statements of operations and comprehensive income (loss). These contracts are denominated primarily in the British pound sterling, the Euro, the Swedish Krona, and the Norwegian Krone. Our foreign exchange forward contracts are not designated as hedging instruments under authoritative guidance and typically have maturities of 12 months or less. As of March 31, 2024 and December 31, 2023, the notional amounts of our foreign exchange contracts were $523.9 million and $653.1 million, respectively. Cross-currency interest rate swaps To protect the value of our investments in our foreign operations against adverse changes in foreign currency exchange rates, we hedge a portion of our net investment in one or more of our foreign subsidiaries by using cross-currency interest rate swaps. Cross currency swaps are designated as net investment hedges of a portion of our foreign investments denominated in the non-U.S. dollar currency. The component of the gains and losses on our net investment in these designated foreign operations driven by changes in foreign exchange rates, are partly offset by movements in the fair value of our cross-currency swap contracts. The change in the fair value of the swaps in each period is reported in OCI, net of tax. Such amounts will remain in accumulated OCI until the liquidation or substantial liquidation of our investment in the underlying foreign operations. Through the respective maturity dates of each of the swap contracts, we receive monthly fixed-rate interest payments, which are recorded as contra expense within "Interest expense" in the condensed consolidated statements of operations and comprehensive income (loss). They are designated as net investment hedges of a portion of our foreign investments denominated in the Euro currency. On February 28, 2024, we executed three tranches of cross currency swaps with a total notional amount of $250 million (€230.6). Two tranches have a notional amount of $75 million each with a four-year term, where we receive USD coupons at fixed rates of 1.271% and 1.224%, respectively, and pay EUR coupons of 0%. The remaining tranche has a notional amount of $100 million with a five-year term, where we receive USD coupons at the fixed rate of 1.260%, and pay EUR coupons of 0%. On the maturity date of each tranche, we will receive the respective notional amount in USD and pay the counterparty the same in euros. We received aggregate payments of $0.3 million for the three months ended March 31, 2024. These payments were recorded as contra expense within "Interest expense" in the condensed consolidated statements of operations and comprehensive income (loss). These swaps were terminated on April 16, 2024 and replaced with new swaps with similar notional amounts and terms. Upon the termination of the swaps, we paid cash of $0.4 million, which will be reported in OCI for the three and six months ended June 30, 2024, and will remain within accumulated OCI until the period in which a disposal or substantial liquidation of the entities hedged occurs. On July 15, 2022, we executed three tranches of cross currency swaps, each with a notional amount of $125 million (€124 million) at two three Fair Values of Derivative Instruments in the Condensed Consolidated Balance Sheets: Asset derivatives Liability derivatives March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023 Balance sheet Fair value Balance sheet Fair value Balance sheet Fair value Balance sheet Fair value Derivatives designated as hedging instruments: Cash flow hedge derivative: Interest rate swaps Other current assets $ 47.1 Other current assets $ 33.1 Other accrued & $ — Other accrued & $ — Net investment hedge derivative: Cross-currency swaps Other current assets — Other current assets — Other accrued & 27.5 Other accrued & 34.1 Total derivatives designated as hedging instruments $ 47.1 $ 33.1 $ 27.5 $ 34.1 Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current $ 4.4 Other current $ 8.0 Other accrued & $ 0.5 Other accrued & $ 2.3 Total derivatives not designated as hedging instruments $ 4.4 $ 8.0 $ 0.5 $ 2.3 Total derivatives $ 51.5 $ 41.1 $ 28.0 $ 36.4 The Effect of Derivative Instruments on the Condensed Consolidated Statement of Operations and Comprehensive Income (Loss): Amount of pre-tax net gain or (loss) recognized in OCI on derivative Amount of gain or (loss) reclassified from accumulated OCI into income Amount of gain or (loss) recognized in income on derivative Three months ended March 31, Three months ended March 31, Three months ended March 31, Derivatives designated as hedging instruments 2024 2023 Location of gain or (loss) reclassified from accumulated OCI into income 2024 2023 Location of gain or (loss) recognized in income on derivative 2024 2023 Cash flow hedge derivative: Interest rate swaps $ 6.3 $ (14.5) Interest expense $ 21.2 $ 14.3 Interest expense $ 21.2 $ 14.3 Net investment hedge derivative: Cross-currency swaps $ 6.6 $ (3.3) $ — $ — $ — $ — Amount of gain (loss) recognized in income on derivatives Three months ended March 31, Derivatives not designated as hedging instruments Location of gain or (loss) recognized in income on derivatives 2024 2023 Foreign exchange forward contracts Non-operating income (expense) – net $ 1.0 $ 3.8 The net amount related to the interest rate swaps expected to be reclassified into earnings over the next 12 months is approximately $44 million. Fair Value of Financial Instruments Our financial assets and liabilities that are reflected in the condensed consolidated financial statements include derivative financial instruments, cash and cash equivalents, accounts receivable, other receivables, accounts payable, short-term borrowings and long-term borrowings. The following table summarizes fair value measurements by level at March 31, 2024 for assets and liabilities measured at fair value on a recurring basis: Quoted prices in Significant other Significant Balance at March 31, 2024 Assets: Cash equivalents (1) $ 13.8 $ — $ — $ 13.8 Other current assets: Foreign exchange forwards (2) $ — $ 4.4 $ — $ 4.4 Interest rate swap arrangements (3) $ — $ 47.1 $ — $ 47.1 Liabilities: Other accrued and current liabilities: Foreign exchange forwards (2) $ — $ 0.5 $ — $ 0.5 Cross-currency swap arrangements (3) $ — $ 27.5 $ — $ 27.5 The following table summarizes fair value measurements by level at December 31, 2023 for assets and liabilities measured at fair value on a recurring basis: Quoted prices in Significant other Significant Balance at December 31, 2023 Assets: Cash equivalents (1) $ 0.9 $ — $ — $ 0.9 Other current assets: Foreign exchange forwards (2) $ — $ 8.0 $ — $ 8.0 Interest rate swap arrangements (3) $ — $ 33.1 $ — $ 33.1 Liabilities: Other accrued and current liabilities: Foreign exchange forwards (2) $ — $ 2.3 $ — $ 2.3 Cross-currency swap arrangements (3) $ — $ 34.1 $ — $ 34.1 (1) The carrying value of cash equivalents represents fair value as they consist of highly liquid investments with an initial term from the date of purchase by the Company to maturity of three months or less. (2) Fair value is determined based on observable market data and considers a factor for nonperformance in the valuation. (3) Fair value is determined based on observable market data. There were no transfers between Levels I and II or transfers in or transfers out of Level III in the fair value hierarchy for both the three months ended March 31, 2024 and 2023. At March 31, 2024 and December 31, 2023, the fair value of cash and cash equivalents, accounts receivable, other receivables and accounts payable approximated carrying value due to the short-term nature of these instruments. The estimated fair values of other financial instruments subject to fair value disclosures, determined based on valuation models using discounted cash flow methodologies with market data inputs from globally recognized data providers and third-party quotes from major financial institutions (categorized as Level II in the fair value hierarchy), are as follows: Balance at March 31, 2024 December 31, 2023 Carrying Fair value Carrying Fair value Long-term debt (1) $ 455.1 $ 423.0 $ 454.9 $ 420.3 Revolving facility $ — $ — $ 25.0 $ 24.6 Term loans (2) $ 3,082.7 $ 2,925.2 $ 3,065.3 $ 3,003.9 (1) Represents the 5.000% Senior Unsecured Notes. (2) Includes short-term and long-term portions of the Term Loan Facility. Items Measured at Fair Value on a Nonrecurring Basis In addition to assets and liabilities that are recorded at fair value on a recurring basis, we record assets and liabilities at fair value on a nonrecurring basis as required by GAAP. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges and for acquisition accounting in accordance with the guidance in ASC 805 "Business Combinations." |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2024 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The following table summarizes the changes in the accumulated balances for each component of accumulated other comprehensive income (loss) ("AOCI"): Foreign currency translation adjustments Net investment hedge derivative Defined benefit pension plans Cash flow hedge derivative Total Balance, January 1, 2024 $ (142.5) $ (10.5) $ (62.2) $ 16.5 $ (198.7) Other comprehensive income (loss) before reclassifications (35.4) 4.9 — 20.6 (9.9) Amounts reclassified from accumulated other comprehensive income (loss), net of tax — — (0.4) (15.9) (16.3) Balance, March 31, 2024 $ (177.9) $ (5.6) $ (62.6) $ 21.2 $ (224.9) Balance, January 1, 2023 $ (172.3) $ 2.0 $ (58.1) $ 48.4 $ (180.0) Other comprehensive income (loss) before reclassifications 6.3 (2.4) — (0.1) 3.8 Amounts reclassified from accumulated other comprehensive income (loss), net of tax — — (0.7) (10.6) (11.3) Balance, March 31, 2023 $ (166.0) $ (0.4) $ (58.8) $ 37.7 $ (187.5) The following table summarizes the reclassifications out of AOCI: Amount reclassified from accumulated other comprehensive income (loss) Three months ended March 31, Details about accumulated other comprehensive income (loss) components Affected line item in the statement where net income (loss) is presented 2024 2023 Defined benefit pension plans: Amortization of prior service costs Other income (expense) - net $ (0.1) $ (0.1) Amortization of actuarial gain/loss Other income (expense) - net (0.3) (0.6) Cash flow hedge derivative: Interest rate swaps Interest expense (21.2) (14.3) Total before tax (21.6) (15.0) Tax benefit (expense) 5.3 3.7 Total reclassifications for the period, net of tax $ (16.3) $ (11.3) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Computer Software and Goodwill: Computer software Goodwill January 1, 2024 $ 666.3 $ 3,445.8 Additions at cost (1) 52.5 — Amortization (40.7) — Other (2) (6.7) (21.1) March 31, 2024 $ 671.4 $ 3,424.7 January 1, 2023 $ 631.8 $ 3,431.3 Additions at cost (1) 44.0 — Amortization (34.9) — Impairment / Write-off (0.3) — Other (2) 2.2 4.4 March 31, 2023 $ 642.8 $ 3,435.7 Other Intangibles: Customer relationships Reacquired rights Database Other indefinite-lived intangibles Other intangibles Total January 1, 2024 $ 1,316.7 $ 233.9 $ 940.6 $ 1,280.0 $ 144.7 $ 3,915.9 Additions at cost — — — — 0.1 0.1 Amortization (52.4) (4.8) (37.7) — (4.1) (99.0) Other (2) (2.6) (6.3) (2.4) — (0.5) (11.8) March 31, 2024 $ 1,261.7 $ 222.8 $ 900.5 $ 1,280.0 $ 140.2 $ 3,805.2 January 1, 2023 $ 1,536.7 $ 245.5 $ 1,100.0 $ 1,280.0 $ 157.9 $ 4,320.1 Additions at cost — — — — 0.1 0.1 Amortization (56.8) (4.7) (41.0) — (4.2) (106.7) Other (2) 1.1 2.8 0.1 — 1.1 5.1 March 31, 2023 $ 1,481.0 $ 243.6 $ 1,059.1 $ 1,280.0 $ 154.9 $ 4,218.6 (1) Primarily related to software-related enhancements on products and purchased software. (2) Primarily due to the impact of foreign currency fluctuations. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our segment disclosure is intended to provide the users of our condensed consolidated financial statements with a view of the business that is consistent with management of the Company. We manage our business and report our financial results through the following two segments: • North America offers Finance & Risk and Sales & Marketing data, analytics and business insights in the United States and Canada; and • International offers Finance & Risk and Sales & Marketing data, analytics and business insights directly in the U.K., Europe, Greater China and India and indirectly through our WWN alliances. We use adjusted EBITDA as the primary profitability measure for making decisions regarding ongoing operations. We define adjusted EBITDA as net income (loss) attributable to Dun & Bradstreet Holdings, Inc. excluding the following items: (i) depreciation and amortization; (ii) interest expense and income; (iii) income tax benefit or provision; (iv) other non-operating expenses or income; (v) equity in net income of affiliates; (vi) net income attributable to non-controlling interests; (vii) equity-based compensation; (viii) restructuring charges; (ix) merger and acquisition-related operating costs; (x) transition costs primarily consisting of non-recurring expenses associated with transformational and integration activities; and (xi) other adjustments include non-recurring charges such as legal expense associated with significant legal and regulatory matters and impairment charges. Our client solution sets are Finance & Risk and Sales & Marketing. Inter-segment sales are immaterial, and no single client accounted for 10% or more of our total revenue. Three months ended March 31, 2024 2023 Revenue: North America $ 386.6 $ 374.7 International 177.9 165.7 Consolidated total $ 564.5 $ 540.4 Three months ended March 31, 2024 2023 Adjusted EBITDA: North America $ 152.1 $ 150.5 International 64.3 55.6 Corporate and other (15.1) (16.1) Consolidated total $ 201.3 $ 190.0 Depreciation and amortization (144.0) (145.4) Interest expense - net (83.7) (53.9) Benefit (provision) for income taxes 44.2 11.8 Other income (expense) - net 0.1 0.6 Equity in net income of affiliates 0.9 0.8 Net income (loss) attributable to non-controlling interest (1.3) (0.9) Equity-based compensation (17.9) (20.5) Restructuring charges (3.4) (4.2) Merger, acquisition and divestiture-related operating costs (0.2) (2.6) Transition costs (1) (17.4) (8.4) Other adjustments (2) (1.8) (1.0) Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. $ (23.2) $ (33.7) (1) Transition costs primarily consisting of non-recurring expenses associated with investments to transform our technology and back-office infrastructure, including investment in the architecture of our technology platforms and cloud-focused infrastructure. The transformation efforts require us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current environment. (2) Adjustments were primarily related to legal fees associated with ongoing legal matters discussed in Note 8 and impairment charges. Three months ended March 31, 2024 2023 Depreciation and amortization by segment: North America $ 25.5 $ 20.1 International 5.8 5.1 Total segments 31.3 25.2 Corporate and other (1) 112.7 120.2 Consolidated total $ 144.0 $ 145.4 Cash paid for capital expenditures by segment: Capital expenditures: North America $ 0.4 $ 0.6 International 0.9 0.2 Total segments 1.3 0.8 Corporate and other — 0.5 Consolidated total $ 1.3 $ 1.3 Additions to computer software and other intangibles: North America $ 47.3 $ 31.4 International 8.2 8.0 Total segments 55.5 39.4 Corporate and other 0.9 5.2 Consolidated total $ 56.4 $ 44.6 (1) Depreciation and amortization for Corporate and other includes incremental amortization resulting from the application of purchase accounting in connection with historical merger and acquisition transactions. Supplemental Geographic and Disaggregated Revenue Information: March 31, December 31, Assets: North America $ 7,491.7 $ 7,643.3 International 1,487.0 1,492.6 Consolidated total $ 8,978.7 $ 9,135.9 Goodwill: North America $ 2,929.6 $ 2,929.6 International 495.1 516.2 Consolidated total $ 3,424.7 $ 3,445.8 Other intangibles: North America $ 3,367.6 $ 3,451.5 International 437.6 464.4 Consolidated total $ 3,805.2 $ 3,915.9 Other long-lived assets (1) : North America $ 909.0 $ 891.6 International 214.3 209.1 Consolidated total $ 1,123.3 $ 1,100.7 Total long-lived assets (1) $ 8,353.2 $ 8,462.4 (1) Excludes deferred income tax of $16.2 million and $17.2 million as of March 31, 2024 and December 31, 2023, respectively, included within "Other non-current assets" in the condensed consolidated balance sheet. See Note 7 for additional details. Three months ended March 31, Disaggregated Revenue: 2024 2023 North America (1) : Finance & Risk $ 208.1 $ 201.2 Sales & Marketing 178.5 173.5 Total North America $ 386.6 $ 374.7 International: Finance & Risk $ 120.0 $ 110.8 Sales & Marketing 57.9 54.9 Total International $ 177.9 $ 165.7 Total Revenue: Finance & Risk $ 328.1 $ 312.0 Sales & Marketing 236.4 228.4 Total Revenue $ 564.5 $ 540.4 (1) Substantially all of the North America revenue is attributable to the United States. |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties The following describes certain transactions and agreements in which the Company and our affiliates, executive officers and certain directors are involved. During the three months ended March 31, 2024 and 2023, a significant portion of D&B common stock was collectively held by entities affiliated with Bilcar, LLC ("Bilcar"), Thomas H. Lee Partners, L.P. ("THL"), Cannae Holdings, Inc. ("Cannae Holdings"), CC Capital Partners LLC ("CC Capital"), and for the three months ended March 31, 2023 only, Black Knight, Inc. (("Black Knight") and, together with Bilcar, THL, Cannae Holdings and CC Capital, the "Investor Consortium"). In addition, the Investor Consortium was able to exercise significant voting influence over fundamental and significant corporate matters and transactions by their agreement to vote in favor of the election of five members of our board of directors, which expired on June 30, 2023. Upon the expiration of the voting agreement on June 30, 2023, Black Knight and CC Capital are no longer considered to be related parties. Our Chief Executive Officer Anthony Jabbour also served as the Chairman and Chief Executive Officer of Black Knight until May 16, 2022, at which time he transitioned to the role of Executive Chairman of the board of directors of Black Knight. Following the acquisition of Black Knight by Intercontinental Exchange, Inc. ("ICE"), Mr. Jabbour resigned from his position as Executive Chairman of Black Knight. Mr. Jabbour is also a member of the board of directors of Paysafe Limited ("Paysafe"), which is an investment held by Cannae Holdings and accounted for as an equity investment. Additionally, William P. Foley II, our Executive Chairman, also previously served as non-executive Chairman of Cannae Holdings and, since February 10, 2024, has served as Chairman, Chief Executive Officer and Chief Investment Officer of Cannae Holdings. Further, our director Richard N. Massey previously served as Chief Executive Officer and a director of Cannae Holdings, and since February 10, 2024, has served as Vice Chairman and a director of Cannae Holdings. In December 2022, Paysafe signed a 63 month lease agreement with D&B for the occupancy of the fourth floor of our headquarters building in Jacksonville, Florida. Total rental payments over the lease term will aggregate to $4.2 million. We recognized expense credit of $0.3 million and $0.1 million for the three months ended March 31, 2024 and 2023, respectively. We recorded $0.1 million and $0.2 million within "Other current assets" as of March 31, 2024 and December 31, 2023, respectively, and $0.1 million within "Other non-current liabilities" as of both March 31, 2024 and December 31, 2023. In June 2021, we entered into a five-year agreement with Black Knight. Pursuant to the agreement, D&B will receive total data license fees of approximately $24 million over a five-year period. Also over the five-year period, Black Knight is engaged to provide certain products and data, as well as professional services for an aggregate fee of approximately $34 million. In addition, D&B and Black Knight will jointly market certain solutions and data. The agreement was approved by our Audit Committee. Related party expenses for the three months ended March 31, 2023 were $0.5 million. In September 2021, we entered into a 10-year agreement with Paysafe. Pursuant to the agreement, D&B provides data license and risk management solution services to Paysafe. The agreement is cancellable by either party without penalty at each annual anniversary of the contract effective date by providing written notice not less than 90 days prior to the anniversary date. In March 2024, we entered into an additional three-year agreement with Paysafe, pursuant to which D&B will provide Paysafe marketing solutions. Both agreements were approved by our Audit Committee. In connection with the agreements associated with Paysafe, we recognized revenue of $2.1 million and $1.7 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024 and December 31, 2023, we included a receivable from Paysafe of $1.9 million and $3.4 million, respectively, within "Accounts receivable." |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Events On April 30, 2024, our Board of Directors declared a quarterly cash dividend of $0.05 per share of common stock. The dividend will be payable on June 20, 2024, to shareholders of record as of June 6, 2024. Also on April 30, 2024, our Board of Directors authorized a new three-year stock repurchase program, (the "2024 Repurchase Program"), under which the Company may repurchase up to 10.0 million shares of its common stock. Purchases may be made from time to time in the open market at prevailing prices or in privately negotiated transactions through April 30, 2027. The repurchase program does not obligate the Company to acquire any specific number of shares and may be suspended or terminated at any time. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. | $ (23.2) | $ (33.7) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 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 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying interim condensed consolidated financial statements of Dun & Bradstreet Holdings, Inc. and its subsidiaries ("we" or "us" or "our" or the "Company") were prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"). They should be read in conjunction with the consolidated financial statements and related notes, which appear in the consolidated financial statements for the year ended December 31, 2023, included in our Annual Report on Form 10-K and filed with the Securities and Exchange Commission ("SEC") on February 22, 2024. The condensed consolidated financial statements for interim periods do not include all disclosures required by GAAP for annual financial statements and are not necessarily indicative of results for the full year or any subsequent period. In the opinion of our management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the unaudited consolidated financial position, results of operations and cash flows at the dates and for the periods presented have been included. |
Segment Reporting | We manage our business and report our financial results through the following two segments: • North America offers Finance & Risk and Sales & Marketing data, analytics and business insights in the United States and Canada; and • International offers Finance & Risk and Sales & Marketing data, analytics and business insights directly in the United Kingdom and Ireland ("U.K."), Northern Europe (Sweden, Norway, Denmark, Finland, Estonia and Latvia), Central Europe (Germany, Austria, Switzerland and various other central and eastern European countries) (together as "Europe"), Greater China, India and indirectly through our Worldwide Network alliances ("WWN alliances"). All intercompany transactions and balances have been eliminated in consolidation. Where appropriate, we have reclassified certain prior year amounts to conform to the current year presentation. |
Use of Estimates | Our condensed consolidated financial statements presented herein reflect the latest estimates and assumptions made by management that affect the reported amounts of assets and liabilities and related disclosures as of the date of the unaudited consolidated financial statements and reported amounts of revenue and expenses during the reporting periods presented. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2020, the FASB issued ASU No. 2020-04 "Facilitation of the Effects of Reference Rate Reform on Financial Reporting" to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate ("LIBOR") to alternative reference rates. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform - Scope,” which clarified the scope and application of the original guidance in ASU No. 2020-04. On December 21, 2022, the FASB issued ASU No. 2022-06 which extends the transition date to December 31, 2024. During the second quarter of 2023, we modified agreements governing our Senior Secured Credit Facility and interest rate swaps to complete the transition of reference rate from LIBOR to Secured Overnight Financing Rate ("SOFR"). This transition did not result in a financial impact to our consolidated financial statements. Recently Issued Accounting Pronouncements In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting (Topic 280)." The guidance improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments in this ASU enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. For public business entities, the guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, beginning after December 15, 2024. We do not expect the adoption of this authoritative guidance to have a material impact on our consolidated balance sheets, statements of operations and statements of cash flows. |
Reclassification, Comparability Adjustment | During the first quarter of 2024, we changed the presentation of certain data royalty and project fulfillment costs in our condensed consolidated statement of income. Specifically, we changed the classification of these costs from "Selling and administrative expenses" to "Cost of services (exclusive of depreciation and amortization)", as we believe that presenting these costs based on their nature, as opposed to their function as was done historically, provides more useful information and enhances transparency. Prior year period results have been recast to reflect this change in presentation and to conform to the current period presentation. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Remaining Performance Obligation | The total amount of the transaction price for our revenue contracts allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2024 is as follows: Remainder of 2024 2025 2026 2027 2028 Thereafter Total Future revenue $ 1,124.5 $ 781.0 $ 498.3 $ 220.9 $ 156.6 $ 264.7 $ 3,046.0 |
Schedule of Timing of Revenue Recognition | Timing of Revenue Recognition Three months ended March 31, 2024 2023 Revenue recognized at a point in time $ 214.5 $ 215.6 Revenue recognized over time 350.0 324.8 Total revenue recognized $ 564.5 $ 540.4 |
Schedule of Contract Balances | Contract Balances At March 31, 2024 At December 31, 2023 Accounts receivable, net $ 170.0 $ 258.0 Short-term contract assets (1) $ 8.6 $ 4.3 Long-term contract assets (2) $ 21.1 $ 18.0 Short-term deferred revenue $ 622.5 $ 590.0 Long-term deferred revenue (3) $ 26.3 $ 19.7 (1) Included within "Other current assets" in the condensed consolidated balance sheet. (2) Included within "Other non-current assets" in the condensed consolidated balance sheet. (3) Included within "Other non-current liabilities" in the condensed consolidated balance sheet. |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserves and Utilization | The following table sets forth the restructuring reserves and utilization included within "Accrued payroll" in the condensed consolidated balance sheets for the three months ended March 31, 2024 and March 31, 2023, respectively: Severance Contract termination Total 2024: Balance remaining as of December 31, 2023 $ 2.4 $ 0.8 $ 3.2 Charge taken during first quarter 2024 (1) 2.9 0.1 3.0 Payments made during first quarter 2024 (2.6) (0.4) (3.0) Balance remaining as of March 31, 2024 $ 2.7 $ 0.5 $ 3.2 2023: Balance remaining as of December 31, 2022 $ 4.8 $ 2.2 $ 7.0 Charge taken during first quarter 2023 (1) 3.1 0.5 3.6 Payments made during first quarter 2023 (4.0) (0.8) (4.8) Balance remaining as of March 31, 2023 $ 3.9 $ 1.9 $ 5.8 (1) Balance excludes charges accounted for under ASU No. 2016-02, "Leases (Topic 842)." |
Notes Payable and Indebtedness
Notes Payable and Indebtedness (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Borrowings | Our borrowings are summarized in the following table: March 31, 2024 December 31, 2023 Maturity Principal amount Debt issuance costs and discount* Carrying value Principal amount Debt issuance costs and discount* Carrying value Debt maturing within one year: 2029 Term loan B (1) January 18, 2029 $ 31.0 $ — $ 31.0 $ — $ — $ — 2026 Term loan (1) Fully paid off in January 2024 — — — 28.1 — 28.1 2029 Term loan (1) Fully paid off in January 2024 — — — 4.6 — 4.6 Total short-term debt $ 31.0 $ — $ 31.0 $ 32.7 $ — $ 32.7 Debt maturing after one year: 2029 Term loan B (1) January 18, 2029 $ 3,072.6 $ 20.9 $ 3,051.7 $ — $ — $ — 2026 Term loan (1) Fully paid off in January 2024 — — — 2,623.6 33.0 2,590.6 2029 Term loan (1) Fully paid off in January 2024 — — — 447.3 5.3 442.0 Revolving facility (1) (2) February 15, 2029 — — — 25.0 — 25.0 5.000% Senior unsecured notes (1) December 15, 2029 460.0 4.9 455.1 460.0 5.1 454.9 Total long-term debt $ 3,532.6 $ 25.8 $ 3,506.8 $ 3,555.9 $ 43.4 $ 3,512.5 Total debt $ 3,563.6 $ 25.8 $ 3,537.8 $ 3,588.6 $ 43.4 $ 3,545.2 *Initial debt issuance costs were recorded as a reduction of the carrying amount of the debt and amortized over the contractual term of the debt. Balances represent the unamortized portion of debt issuance costs and discounts. (1) The 5.000% Senior Unsecured Notes and the Senior Secured Credit Facilities contain certain covenants that limit our ability to incur additional indebtedness and guarantee indebtedness, create liens, engage in mergers or acquisitions, sell, transfer or otherwise dispose of assets, pay dividends and distributions or repurchase capital stock, prepay certain indebtedness and make investments, loans and advances. We were in compliance with these non-financial covenants at March 31, 2024 and December 31, 2023. (2) The Revolving Facility contains a springing financial covenant requiring compliance with a maximum ratio of first lien net indebtedness to consolidated EBITDA of 6.75. The financial covenant applies only if the aggregate principal amount of borrowings under the Revolving Facility and certain outstanding letters of credit exceeds 35% of the total amount of commitments under the Revolving Facility on the last day of any fiscal quarter. The financial covenant did not apply at March 31, 2024 and December 31, 2023. |
Other Assets and Liabilities (T
Other Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Other Assets and Other Liabilities [Abstract] | |
Schedule of Other Non-Current Assets | Other Non-Current Assets: March 31, December 31, Right of use assets (1) $ 48.6 $ 43.1 Prepaid pension assets 5.6 5.6 Investments 21.4 20.6 Deferred income tax 16.2 17.2 Long-term contract assets 21.1 18.0 Prepaid cloud computing fees and deferred implementation costs 29.0 23.2 Other 64.7 60.1 Total $ 206.6 $ 187.8 (1) We recognized $9.6 million related to new operating leases for the three months ended March 31, 2024. |
Schedule of Other Accrued and Current Liabilities | Other Accrued and Current Liabilities: March 31, December 31, 2023 Accrued operating costs $ 96.4 $ 94.3 Accrued interest expense 10.8 5.3 Short-term lease liability (1) 14.3 15.0 Accrued income tax 2.1 15.3 Other accrued liabilities (2) 48.9 66.2 Total $ 172.5 $ 196.1 (1) We recognized $0.1 million related to new operating leases for the three months ended March 31, 2024. (2) The decrease was primarily driven by lower interest rate swap liabilities and payments for prior year accrued liabilities. |
Schedule of Other Non-Current Liabilities | Other Non-Current Liabilities: March 31, December 31, 2023 Deferred revenue - long term $ 26.3 $ 19.7 U.S. tax liability associated with the 2017 Act 29.4 29.4 Long-term lease liability (1) 40.0 33.8 Liabilities for unrecognized tax benefits 14.7 19.8 Other 19.4 15.5 Total $ 129.8 $ 118.2 (1) We recognized $9.5 million related to new operating leases for the three months ended March 31, 2024. |
Pension and Postretirement Be_2
Pension and Postretirement Benefits (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Postemployment Benefits [Abstract] | |
Schedule of Components of Net Periodic (Income) Cost Associated with Pension Plans and Postretirement Benefit Obligations | The following table sets forth the components of the net periodic cost (income) associated with our pension plans and our postretirement benefit obligations: Pension plans Postretirement benefit obligations Three months ended March 31, Three months ended March 31, 2024 2023 2024 2023 Components of net periodic cost (income): Service cost $ 0.4 $ 0.4 $ — $ — Interest cost 15.4 16.0 — — Expected return on plan assets (19.9) (19.9) — — Amortization of prior service cost (credit) — — (0.1) (0.1) Amortization of actuarial loss (gain) (0.3) (0.6) — — Net periodic cost (income) $ (4.4) $ (4.1) $ (0.1) $ (0.1) |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Components of Equity-Based Compensation | The following table sets forth the components of our stock-based compensation and expected tax benefit for the three months ended March 31, 2024 and 2023 related to the plans in effect during the respective period: Three months ended March 31, Stock-based compensation expense: 2024 2023 Restricted stock and restricted stock units $ 16.1 $ 15.8 Stock options (1) 1.8 4.7 Total compensation expense $ 17.9 $ 20.5 Expected tax benefit: Restricted stock and restricted stock units $ 1.6 $ 1.7 Stock options 0.1 0.2 Total expected tax benefit $ 1.7 $ 1.9 (1) Lower expense for stock options was primarily due to the impact of the accelerated attribution method used to recognize expense for the performance-based stock option grants. |
Schedule of Stock Options, Restricted Stock and Restricted Stock Units Activity | The following table summarizes the stock options activity for the three months ended March 31, 2024: Stock options Number of Weighted-average Weighted-average remaining contractual term (in years) Aggregate intrinsic value Balances, January 1, 2024 10,865,868 $19.31 5.7 $— Granted — $— Forfeited (64,499) $15.89 Exercised — $— Balances, March 31, 2024 10,801,369 $19.33 5.5 $— Expected to vest as of March 31, 2024 4,721,369 $15.89 8.4 $— Exercisable as of March 31, 2024 6,080,000 $22.00 3.2 $— The following table summarizes the restricted stock and restricted stock units activity for the three months ended March 31, 2024: Restricted stock and Restricted stock units Number of Weighted-average Weighted-average remaining contractual term (in years) Aggregate intrinsic value Balances, January 1, 2024 8,682,523 $13.78 1.0 $101.6 Granted 5,290,217 $10.44 Forfeited (68,486) $13.22 Vested (2,909,844) $14.47 Balances, March 31, 2024 10,994,410 $11.99 1.5 $110.4 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings (Loss) per Share | The following table sets forth the computation of basic and diluted earnings (loss) per share: Three months ended March 31, 2024 2023 Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. $ (23.2) $ (33.7) Weighted average number of shares outstanding-basic 431,555,922 429,584,681 Weighted average number of shares outstanding-diluted (1) 431,555,922 429,584,681 Earnings (loss) per share of common stock attributable to Dun & Bradstreet Holdings, Inc.: Basic $ (0.05) $ (0.08) Diluted $ (0.05) $ (0.08) (1) The weighted average number of shares outstanding used in the computation of diluted earnings per share for the three months ended March 31, 2024 and 2023, excludes the effect of 10.9 million and 11.7 million, respectively, of potentially issuable common shares that are anti-dilutive to the diluted earnings per share computation. |
Schedule of Reconciliation of Common Stock Issued and Outstanding | Below is a reconciliation of our common stock issued and outstanding: Common Shares Treasury Shares (1) Common Shares Outstanding Shares as of December 31, 2023 439,735,256 (886,920) 438,848,336 Shares issued for the three months ended March 31, 2024 4,820,581 N/A 4,820,581 Shares forfeited for the three months ended March 31, 2024 (2) (933,114) N/A (933,114) Shares as of March 31, 2024 443,622,723 (886,920) 442,735,803 (1) Primarily related to the forfeiture of unvested incentive units granted prior to the IPO. (2) Includes shares surrendered related to payroll tax withheld for the vested restricted shares. |
Schedule of Dividends Declared and Paid | The following dividends were declared by our Board of Directors and subsequently paid during the three months ended March 31, 2024: Declaration Date Record Date Payment Date Dividends Per Share February 8, 2024 March 7, 2024 March 21, 2024 $ 0.05 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swap and Cross Currency Swaps | The following table summarizes our interest rate swaps as of March 31, 2024 and December 31, 2023: Expiration date Fixed rate Notional amount March 31, 2024 December 31, 2023 February 27, 2025 1.629% $250 $250 March 27, 2025 3.214% 1,000 1,000 February 8, 2026 3.695% 1,500 1,500 Total interest rate swaps $2,750 $2,750 |
Schedule of Fair Values of Derivative Instruments in Consolidated Balance Sheet | Fair Values of Derivative Instruments in the Condensed Consolidated Balance Sheets: Asset derivatives Liability derivatives March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023 Balance sheet Fair value Balance sheet Fair value Balance sheet Fair value Balance sheet Fair value Derivatives designated as hedging instruments: Cash flow hedge derivative: Interest rate swaps Other current assets $ 47.1 Other current assets $ 33.1 Other accrued & $ — Other accrued & $ — Net investment hedge derivative: Cross-currency swaps Other current assets — Other current assets — Other accrued & 27.5 Other accrued & 34.1 Total derivatives designated as hedging instruments $ 47.1 $ 33.1 $ 27.5 $ 34.1 Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current $ 4.4 Other current $ 8.0 Other accrued & $ 0.5 Other accrued & $ 2.3 Total derivatives not designated as hedging instruments $ 4.4 $ 8.0 $ 0.5 $ 2.3 Total derivatives $ 51.5 $ 41.1 $ 28.0 $ 36.4 |
Schedule of Effect of Derivative Instruments on Consolidated Statement of Operations and Comprehensive Income (Loss) | The Effect of Derivative Instruments on the Condensed Consolidated Statement of Operations and Comprehensive Income (Loss): Amount of pre-tax net gain or (loss) recognized in OCI on derivative Amount of gain or (loss) reclassified from accumulated OCI into income Amount of gain or (loss) recognized in income on derivative Three months ended March 31, Three months ended March 31, Three months ended March 31, Derivatives designated as hedging instruments 2024 2023 Location of gain or (loss) reclassified from accumulated OCI into income 2024 2023 Location of gain or (loss) recognized in income on derivative 2024 2023 Cash flow hedge derivative: Interest rate swaps $ 6.3 $ (14.5) Interest expense $ 21.2 $ 14.3 Interest expense $ 21.2 $ 14.3 Net investment hedge derivative: Cross-currency swaps $ 6.6 $ (3.3) $ — $ — $ — $ — Amount of gain (loss) recognized in income on derivatives Three months ended March 31, Derivatives not designated as hedging instruments Location of gain or (loss) recognized in income on derivatives 2024 2023 Foreign exchange forward contracts Non-operating income (expense) – net $ 1.0 $ 3.8 |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes fair value measurements by level at March 31, 2024 for assets and liabilities measured at fair value on a recurring basis: Quoted prices in Significant other Significant Balance at March 31, 2024 Assets: Cash equivalents (1) $ 13.8 $ — $ — $ 13.8 Other current assets: Foreign exchange forwards (2) $ — $ 4.4 $ — $ 4.4 Interest rate swap arrangements (3) $ — $ 47.1 $ — $ 47.1 Liabilities: Other accrued and current liabilities: Foreign exchange forwards (2) $ — $ 0.5 $ — $ 0.5 Cross-currency swap arrangements (3) $ — $ 27.5 $ — $ 27.5 The following table summarizes fair value measurements by level at December 31, 2023 for assets and liabilities measured at fair value on a recurring basis: Quoted prices in Significant other Significant Balance at December 31, 2023 Assets: Cash equivalents (1) $ 0.9 $ — $ — $ 0.9 Other current assets: Foreign exchange forwards (2) $ — $ 8.0 $ — $ 8.0 Interest rate swap arrangements (3) $ — $ 33.1 $ — $ 33.1 Liabilities: Other accrued and current liabilities: Foreign exchange forwards (2) $ — $ 2.3 $ — $ 2.3 Cross-currency swap arrangements (3) $ — $ 34.1 $ — $ 34.1 (1) The carrying value of cash equivalents represents fair value as they consist of highly liquid investments with an initial term from the date of purchase by the Company to maturity of three months or less. (2) Fair value is determined based on observable market data and considers a factor for nonperformance in the valuation. (3) Fair value is determined based on observable market data. |
Schedule of Carrying Amount and Estimated Fair Value of Liabilities | The estimated fair values of other financial instruments subject to fair value disclosures, determined based on valuation models using discounted cash flow methodologies with market data inputs from globally recognized data providers and third-party quotes from major financial institutions (categorized as Level II in the fair value hierarchy), are as follows: Balance at March 31, 2024 December 31, 2023 Carrying Fair value Carrying Fair value Long-term debt (1) $ 455.1 $ 423.0 $ 454.9 $ 420.3 Revolving facility $ — $ — $ 25.0 $ 24.6 Term loans (2) $ 3,082.7 $ 2,925.2 $ 3,065.3 $ 3,003.9 (1) Represents the 5.000% Senior Unsecured Notes. (2) Includes short-term and long-term portions of the Term Loan Facility. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in the accumulated balances for each component of accumulated other comprehensive income (loss) ("AOCI"): Foreign currency translation adjustments Net investment hedge derivative Defined benefit pension plans Cash flow hedge derivative Total Balance, January 1, 2024 $ (142.5) $ (10.5) $ (62.2) $ 16.5 $ (198.7) Other comprehensive income (loss) before reclassifications (35.4) 4.9 — 20.6 (9.9) Amounts reclassified from accumulated other comprehensive income (loss), net of tax — — (0.4) (15.9) (16.3) Balance, March 31, 2024 $ (177.9) $ (5.6) $ (62.6) $ 21.2 $ (224.9) Balance, January 1, 2023 $ (172.3) $ 2.0 $ (58.1) $ 48.4 $ (180.0) Other comprehensive income (loss) before reclassifications 6.3 (2.4) — (0.1) 3.8 Amounts reclassified from accumulated other comprehensive income (loss), net of tax — — (0.7) (10.6) (11.3) Balance, March 31, 2023 $ (166.0) $ (0.4) $ (58.8) $ 37.7 $ (187.5) |
Schedule of Reclassifications out of AOCI | The following table summarizes the reclassifications out of AOCI: Amount reclassified from accumulated other comprehensive income (loss) Three months ended March 31, Details about accumulated other comprehensive income (loss) components Affected line item in the statement where net income (loss) is presented 2024 2023 Defined benefit pension plans: Amortization of prior service costs Other income (expense) - net $ (0.1) $ (0.1) Amortization of actuarial gain/loss Other income (expense) - net (0.3) (0.6) Cash flow hedge derivative: Interest rate swaps Interest expense (21.2) (14.3) Total before tax (21.6) (15.0) Tax benefit (expense) 5.3 3.7 Total reclassifications for the period, net of tax $ (16.3) $ (11.3) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Computer Software and Goodwill | Computer Software and Goodwill: Computer software Goodwill January 1, 2024 $ 666.3 $ 3,445.8 Additions at cost (1) 52.5 — Amortization (40.7) — Other (2) (6.7) (21.1) March 31, 2024 $ 671.4 $ 3,424.7 January 1, 2023 $ 631.8 $ 3,431.3 Additions at cost (1) 44.0 — Amortization (34.9) — Impairment / Write-off (0.3) — Other (2) 2.2 4.4 March 31, 2023 $ 642.8 $ 3,435.7 |
Schedule of Finite-Lived Intangible Assets | Other Intangibles: Customer relationships Reacquired rights Database Other indefinite-lived intangibles Other intangibles Total January 1, 2024 $ 1,316.7 $ 233.9 $ 940.6 $ 1,280.0 $ 144.7 $ 3,915.9 Additions at cost — — — — 0.1 0.1 Amortization (52.4) (4.8) (37.7) — (4.1) (99.0) Other (2) (2.6) (6.3) (2.4) — (0.5) (11.8) March 31, 2024 $ 1,261.7 $ 222.8 $ 900.5 $ 1,280.0 $ 140.2 $ 3,805.2 January 1, 2023 $ 1,536.7 $ 245.5 $ 1,100.0 $ 1,280.0 $ 157.9 $ 4,320.1 Additions at cost — — — — 0.1 0.1 Amortization (56.8) (4.7) (41.0) — (4.2) (106.7) Other (2) 1.1 2.8 0.1 — 1.1 5.1 March 31, 2023 $ 1,481.0 $ 243.6 $ 1,059.1 $ 1,280.0 $ 154.9 $ 4,218.6 (1) Primarily related to software-related enhancements on products and purchased software. (2) Primarily due to the impact of foreign currency fluctuations. |
Schedule of Indefinite-Lived Intangible Assets | Other Intangibles: Customer relationships Reacquired rights Database Other indefinite-lived intangibles Other intangibles Total January 1, 2024 $ 1,316.7 $ 233.9 $ 940.6 $ 1,280.0 $ 144.7 $ 3,915.9 Additions at cost — — — — 0.1 0.1 Amortization (52.4) (4.8) (37.7) — (4.1) (99.0) Other (2) (2.6) (6.3) (2.4) — (0.5) (11.8) March 31, 2024 $ 1,261.7 $ 222.8 $ 900.5 $ 1,280.0 $ 140.2 $ 3,805.2 January 1, 2023 $ 1,536.7 $ 245.5 $ 1,100.0 $ 1,280.0 $ 157.9 $ 4,320.1 Additions at cost — — — — 0.1 0.1 Amortization (56.8) (4.7) (41.0) — (4.2) (106.7) Other (2) 1.1 2.8 0.1 — 1.1 5.1 March 31, 2023 $ 1,481.0 $ 243.6 $ 1,059.1 $ 1,280.0 $ 154.9 $ 4,218.6 (1) Primarily related to software-related enhancements on products and purchased software. (2) Primarily due to the impact of foreign currency fluctuations. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Revenue and Operating Income (Loss) by Segment | Three months ended March 31, 2024 2023 Revenue: North America $ 386.6 $ 374.7 International 177.9 165.7 Consolidated total $ 564.5 $ 540.4 Three months ended March 31, 2024 2023 Adjusted EBITDA: North America $ 152.1 $ 150.5 International 64.3 55.6 Corporate and other (15.1) (16.1) Consolidated total $ 201.3 $ 190.0 Depreciation and amortization (144.0) (145.4) Interest expense - net (83.7) (53.9) Benefit (provision) for income taxes 44.2 11.8 Other income (expense) - net 0.1 0.6 Equity in net income of affiliates 0.9 0.8 Net income (loss) attributable to non-controlling interest (1.3) (0.9) Equity-based compensation (17.9) (20.5) Restructuring charges (3.4) (4.2) Merger, acquisition and divestiture-related operating costs (0.2) (2.6) Transition costs (1) (17.4) (8.4) Other adjustments (2) (1.8) (1.0) Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. $ (23.2) $ (33.7) (1) Transition costs primarily consisting of non-recurring expenses associated with investments to transform our technology and back-office infrastructure, including investment in the architecture of our technology platforms and cloud-focused infrastructure. The transformation efforts require us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current environment. (2) Adjustments were primarily related to legal fees associated with ongoing legal matters discussed in Note 8 and impairment charges. |
Schedule of Supplemental Geographic and Customer Solution Set Information | Three months ended March 31, 2024 2023 Depreciation and amortization by segment: North America $ 25.5 $ 20.1 International 5.8 5.1 Total segments 31.3 25.2 Corporate and other (1) 112.7 120.2 Consolidated total $ 144.0 $ 145.4 Cash paid for capital expenditures by segment: Capital expenditures: North America $ 0.4 $ 0.6 International 0.9 0.2 Total segments 1.3 0.8 Corporate and other — 0.5 Consolidated total $ 1.3 $ 1.3 Additions to computer software and other intangibles: North America $ 47.3 $ 31.4 International 8.2 8.0 Total segments 55.5 39.4 Corporate and other 0.9 5.2 Consolidated total $ 56.4 $ 44.6 (1) Depreciation and amortization for Corporate and other includes incremental amortization resulting from the application of purchase accounting in connection with historical merger and acquisition transactions. Supplemental Geographic and Disaggregated Revenue Information: March 31, December 31, Assets: North America $ 7,491.7 $ 7,643.3 International 1,487.0 1,492.6 Consolidated total $ 8,978.7 $ 9,135.9 Goodwill: North America $ 2,929.6 $ 2,929.6 International 495.1 516.2 Consolidated total $ 3,424.7 $ 3,445.8 Other intangibles: North America $ 3,367.6 $ 3,451.5 International 437.6 464.4 Consolidated total $ 3,805.2 $ 3,915.9 Other long-lived assets (1) : North America $ 909.0 $ 891.6 International 214.3 209.1 Consolidated total $ 1,123.3 $ 1,100.7 Total long-lived assets (1) $ 8,353.2 $ 8,462.4 (1) Excludes deferred income tax of $16.2 million and $17.2 million as of March 31, 2024 and December 31, 2023, respectively, included within "Other non-current assets" in the condensed consolidated balance sheet. See Note 7 for additional details. Three months ended March 31, Disaggregated Revenue: 2024 2023 North America (1) : Finance & Risk $ 208.1 $ 201.2 Sales & Marketing 178.5 173.5 Total North America $ 386.6 $ 374.7 International: Finance & Risk $ 120.0 $ 110.8 Sales & Marketing 57.9 54.9 Total International $ 177.9 $ 165.7 Total Revenue: Finance & Risk $ 328.1 $ 312.0 Sales & Marketing 236.4 228.4 Total Revenue $ 564.5 $ 540.4 (1) Substantially all of the North America revenue is attributable to the United States. |
Basis of Presentation (Details)
Basis of Presentation (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 USD ($) segment | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Number of reportable segments | segment | 2 | ||
Increase in cost of services (exclusive of depreciation and amortization) | $ 224.1 | $ 207.8 | |
Decrease to selling and administrative expenses | $ (176.4) | (175.1) | |
Revision of Prior Period, Reclassification, Adjustment | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Increase in cost of services (exclusive of depreciation and amortization) | 11.9 | $ 30.8 | |
Decrease to selling and administrative expenses | $ 11.9 | $ 30.8 |
Revenue - Schedule of Remaining
Revenue - Schedule of Remaining Performance Obligation (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 3,046 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 1,124.5 |
Period of remaining performance obligation | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 781 |
Period of remaining performance obligation | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 498.3 |
Period of remaining performance obligation | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 220.9 |
Period of remaining performance obligation | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 156.6 |
Period of remaining performance obligation | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenue | $ 264.7 |
Period of remaining performance obligation |
Revenue - Schedule of Timing of
Revenue - Schedule of Timing of Revenue Recognition (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 564.5 | $ 540.4 |
Revenue recognized at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 214.5 | 215.6 |
Revenue recognized over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 350 | $ 324.8 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Balances (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable, net | $ 170 | $ 258 |
Short-term contract assets | 8.6 | 4.3 |
Long-term contract assets | 21.1 | 18 |
Short-term deferred revenue | 622.5 | 590 |
Long-term deferred revenue | $ 26.3 | $ 19.7 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |||
Decrease in accounts receivable | $ 88 | ||
Decrease in deferred revenue during period | 39.1 | ||
Revenues recognized that were included in deferred revenue | 261.7 | ||
Increase (decrease) in contract asset | 7.4 | ||
Contract assets reclassified to receivables | 13.3 | ||
Commission assets, net of accumulated amortization | 162.6 | $ 161.7 | |
Amortization of commission assets | $ 12.1 | $ 10.3 |
Restructuring Charges - Narrati
Restructuring Charges - Narrative (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 USD ($) employee | Mar. 31, 2023 USD ($) employee | |
Restructuring and Related Activities [Abstract] | ||
Restructuring charges | $ 3.4 | $ 4.2 |
Severance costs | $ 2.9 | $ 3.1 |
Number of employees impacted | employee | 65 | 50 |
Contract termination, write-down of right-of-use assets and other exit costs | $ 0.5 | $ 1.1 |
Restructuring Charges - Restruc
Restructuring Charges - Restructuring Reserve and Utilization (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Restructuring Reserve [Rollforward] | ||
Balance at beginning of period | $ 3.2 | $ 7 |
Charge taken during the period | 3 | 3.6 |
Payments made during period | (3) | (4.8) |
Balance at end of period | 3.2 | 5.8 |
Severance | ||
Restructuring Reserve [Rollforward] | ||
Balance at beginning of period | 2.4 | 4.8 |
Charge taken during the period | 2.9 | 3.1 |
Payments made during period | (2.6) | (4) |
Balance at end of period | 2.7 | 3.9 |
Contract termination and other exit costs | ||
Restructuring Reserve [Rollforward] | ||
Balance at beginning of period | 0.8 | 2.2 |
Charge taken during the period | 0.1 | 0.5 |
Payments made during period | (0.4) | (0.8) |
Balance at end of period | $ 0.5 | $ 1.9 |
Notes Payable and Indebtednes_2
Notes Payable and Indebtedness - Borrowings (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | |
Debt maturing within one year: | ||
Principal amount | $ 31 | $ 32.7 |
Debt issuance costs and discount | 0 | 0 |
Carrying value | 31 | 32.7 |
Debt maturing after one year: | ||
Principal amount | 3,532.6 | 3,555.9 |
Debt issuance costs and discount | 25.8 | 43.4 |
Carrying value | 3,506.8 | 3,512.5 |
Total debt | ||
Principal amount | 3,563.6 | 3,588.6 |
Debt issuance costs and discount | 25.8 | 43.4 |
Carrying value | 3,537.8 | 3,545.2 |
2029 Term loan B | Line of Credit | Secured Debt | ||
Debt maturing within one year: | ||
Principal amount | 31 | 0 |
Debt issuance costs and discount | 0 | 0 |
Carrying value | 31 | 0 |
Debt maturing after one year: | ||
Principal amount | 3,072.6 | 0 |
Debt issuance costs and discount | 20.9 | 0 |
Carrying value | 3,051.7 | 0 |
2026 Term Loan | Line of Credit | Secured Debt | ||
Debt maturing within one year: | ||
Principal amount | 0 | 28.1 |
Debt issuance costs and discount | 0 | 0 |
Carrying value | 0 | 28.1 |
Debt maturing after one year: | ||
Principal amount | 0 | 2,623.6 |
Debt issuance costs and discount | 0 | 33 |
Carrying value | 0 | 2,590.6 |
2029 Term Loan | Line of Credit | Secured Debt | ||
Debt maturing within one year: | ||
Principal amount | 0 | 4.6 |
Debt issuance costs and discount | 0 | 0 |
Carrying value | 0 | 4.6 |
Debt maturing after one year: | ||
Principal amount | 0 | 447.3 |
Debt issuance costs and discount | 0 | 5.3 |
Carrying value | 0 | 442 |
Revolving facility | Line of Credit | Revolving Credit Facility | ||
Debt maturing after one year: | ||
Principal amount | 0 | 25 |
Debt issuance costs and discount | 0 | 0 |
Carrying value | $ 0 | $ 25 |
Total debt | ||
Maximum ratio of first lien net indebtedness to consolidated EBITDA | 6.75 | |
Applicable threshold for maximum ratio of first lien net indebtedness to consolidated EBITDA (as a percent) | 35% | |
5.000% Senior Unsecured Notes | Unsecured Debt | ||
Total debt | ||
Interest rate on debt instrument (as a percent) | 5% | 5% |
5.000% Senior Unsecured Notes | Unsecured Debt Excluding Current Maturities | ||
Debt maturing after one year: | ||
Principal amount | $ 460 | $ 460 |
Debt issuance costs and discount | 4.9 | 5.1 |
Carrying value | $ 455.1 | $ 454.9 |
Notes Payable and Indebtednes_3
Notes Payable and Indebtedness - Narrative (Details) € in Millions | 3 Months Ended | ||||||
Jan. 29, 2024 USD ($) | Mar. 31, 2024 USD ($) | Mar. 31, 2023 | Feb. 28, 2024 USD ($) | Feb. 28, 2024 EUR (€) | Dec. 31, 2023 USD ($) | Feb. 02, 2023 USD ($) | |
Interest Rate Swap | |||||||
Debt Instrument [Line Items] | |||||||
Notional amount | $ 2,750,000,000 | $ 2,750,000,000 | $ 1,500,000,000 | ||||
Cross-currency swaps | |||||||
Debt Instrument [Line Items] | |||||||
Notional amount | 625,000,000 | $ 250,000,000 | € 230.6 | 375,000,000 | |||
Standby Letters of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Contingent liabilities under open standby letters of credit and bank guarantees in favor of third parties | $ 9,600,000 | $ 10,200,000 | |||||
2029 Term Loan | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Face amount of debt instrument | $ 451,900,000 | ||||||
Increase (decrease) in interest rate (as a percent) | 0.25% | ||||||
Proceeds from issuance of debt | $ 2,651,700,000 | ||||||
Loss on extinguishment of debt | $ 37,100,000 | ||||||
2029 Term Loan | Secured Debt | Secured Overnight Financing Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 2.75% | ||||||
2029 Term Loan | Secured Debt | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Quarterly payment of principal (as a percent) | 1% | ||||||
Effective interest rate (as a percent) | 8.355% | ||||||
2029 Term Loan | Secured Debt | Line of Credit | Secured Overnight Financing Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 3.25% | ||||||
2029 Term loan B | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Face amount of debt instrument | $ 3,103,600,000 | ||||||
Debt issuance costs, net | $ 21,600,000 | ||||||
2029 Term loan B | Secured Debt | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Quarterly payment of principal (as a percent) | 1% | ||||||
Effective interest rate (as a percent) | 8.082% | ||||||
2029 Term loan B | Secured Debt | Line of Credit | Secured Overnight Financing Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 2.75% | ||||||
Revolving facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Effective interest rate (as a percent) | 8.462% | ||||||
Credit facility, maximum borrowing capacity | $ 850,000,000 | ||||||
Line of credit facility, current borrowing capacity | $ 850,000,000 | $ 825,000,000 | |||||
Revolving facility | Revolving Credit Facility | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 2.50% | ||||||
Debt issuance costs, net | $ 5,000,000 | ||||||
Debt instrument, basis spread on variable rate | 0.50% | ||||||
Revolving facility | Revolving Credit Facility | Line of Credit | Secured Overnight Financing Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 2.50% | 3.10% | |||||
2026 Term Loan | Secured Debt | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Quarterly payment of principal (as a percent) | 1% | ||||||
Effective interest rate (as a percent) | 8.205% | ||||||
2026 Term Loan | Secured Debt | Line of Credit | Secured Overnight Financing Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 2.85% |
Accounts Receivable Securitiz_2
Accounts Receivable Securitization Facility (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | ||
Sep. 30, 2022 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable derecognized | $ 232.5 | $ 256.6 | ||
Proceeds from accounts receivable sold | 232.5 | 256.6 | ||
Liabilities | 5,609.6 | $ 5,704.3 | ||
Non-operating income (expense) – net | 3.8 | $ 3.1 | ||
Recourse | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Liabilities | 0 | 0 | ||
Asset Pledged as Collateral | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable | 37.9 | 112 | ||
Asset-Backed Securities, Securitized Loans and Receivables | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Securitization facility, term | 3 years | |||
Securitization facility, monthly maximum borrowing capacity | $ 215 | $ 215 |
Other Assets and Liabilities -
Other Assets and Liabilities - Schedule of Other Non-Current Assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Other Assets and Other Liabilities [Abstract] | ||
Right of use assets | $ 48.6 | $ 43.1 |
Prepaid pension assets | 5.6 | 5.6 |
Investments | 21.4 | 20.6 |
Deferred income tax | 16.2 | 17.2 |
Long-term contract assets | 21.1 | 18 |
Prepaid cloud computing fees and deferred implementation costs | 29 | 23.2 |
Other | 64.7 | 60.1 |
Total | 206.6 | $ 187.8 |
Right-of-use assets recognized during period | $ 9.6 |
Other Assets and Liabilities _2
Other Assets and Liabilities - Schedule of Other Accrued and Current Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Other Assets and Other Liabilities [Abstract] | ||
Accrued operating costs | $ 96.4 | $ 94.3 |
Accrued interest expense | 10.8 | 5.3 |
Short-term lease liability | 14.3 | 15 |
Accrued income tax | 2.1 | 15.3 |
Other accrued liabilities | 48.9 | 66.2 |
Total | 172.5 | $ 196.1 |
Operating lease liability, current | $ 0.1 |
Other Assets and Liabilities _3
Other Assets and Liabilities - Schedule of Other Non-Current Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Other Assets and Other Liabilities [Abstract] | ||
Deferred revenue - long term | $ 26.3 | $ 19.7 |
U.S. tax liability associated with the 2017 Act | 29.4 | 29.4 |
Long-term lease liability | 40 | 33.8 |
Liabilities for unrecognized tax benefits | 14.7 | 19.8 |
Other | 19.4 | 15.5 |
Total | 129.8 | $ 118.2 |
Operating lease liability, noncurrent | $ 9.5 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate (as a percent) | 66% | 26% |
Income tax expense (benefit) | $ (44.2) | $ (11.8) |
Loss before benefit for income taxes and equity in net income of affiliates | $ 67 | $ 45.4 |
Pension and Postretirement Be_3
Pension and Postretirement Benefits - Components of Net Periodic (Income) Cost Associated with Pension Plans and Postretirement Benefit Obligations (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 0.4 | $ 0.4 |
Interest cost | 15.4 | 16 |
Expected return on plan assets | (19.9) | (19.9) |
Amortization of prior service cost (credit) | 0 | 0 |
Amortization of actuarial loss (gain) | (0.3) | (0.6) |
Net periodic cost (income) | (4.4) | (4.1) |
Postretirement benefit obligations | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0 | 0 |
Interest cost | 0 | 0 |
Expected return on plan assets | 0 | 0 |
Amortization of prior service cost (credit) | (0.1) | (0.1) |
Amortization of actuarial loss (gain) | 0 | 0 |
Net periodic cost (income) | $ (0.1) | $ (0.1) |
Stock Based Compensation - Sche
Stock Based Compensation - Schedule of Components of Equity-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 17.9 | $ 20.5 |
Expected tax benefit | 1.7 | 1.9 |
Restricted stock and restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 16.1 | 15.8 |
Expected tax benefit | 1.6 | 1.7 |
Stock options (1) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1.8 | 4.7 |
Expected tax benefit | $ 0.1 | $ 0.2 |
Stock Based Compensation - Stoc
Stock Based Compensation - Stock Options, Restricted Stock and Restricted Stock Units Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Stock options (1) | ||
Number of options | ||
Balance at beginning of period (in shares) | 10,865,868 | |
Granted (in shares) | 0 | |
Forfeited (in shares) | (64,499) | |
Exercised (in shares) | 0 | |
Balance at end of period (in shares) | 10,801,369 | 10,865,868 |
Weighted-average exercise price | ||
Balance at beginning of period (in USD per share) | $ 19.31 | |
Granted (in USD per share) | 0 | |
Forfeited (in USD per share) | 15.89 | |
Exercised (in USD per share) | 0 | |
Balance at end of period (in USD per share) | $ 19.33 | $ 19.31 |
Expected to vest at end of period (in shares) | 4,721,369 | |
Exercisable at end of period (in shares) | 6,080,000 | |
Expected to vest at end of period (in USD per share) | $ 15.89 | |
Exercisable at end of period (in USD per share) | $ 22 | |
Weighted-average remaining contractual term (in years) | 5 years 6 months | 5 years 8 months 12 days |
Weighted average remaining contractual term (in years) of options expected to vest | 8 years 4 months 24 days | |
Weighted average remaining contractual term (in years) of options exercisable | 3 years 2 months 12 days | |
Aggregate intrinsic value | $ 0 | $ 0 |
Aggregate intrinsic value of options expected to vest | 0 | |
Aggregate intrinsic value of options exercisable | $ 0 | |
Restricted stock and restricted stock units | ||
Number of shares | ||
Balance at beginning of period (in shares) | 8,682,523 | |
Granted (in shares) | 5,290,217 | |
Forfeited (in shares) | (68,486) | |
Vested (in shares) | (2,909,844) | |
Balance at end of period (in shares) | 10,994,410 | 8,682,523 |
Weighted-average grant date fair value | ||
Balance at beginning of period (in USD per share) | $ 13.78 | |
Granted (in USD per share) | 10.44 | |
Forfeited (in USD per share) | 13.22 | |
Vested (in USD per share) | 14.47 | |
Balance at end of period (in USD per share) | $ 11.99 | $ 13.78 |
Weighted-average remaining contractual term (in years) | 1 year 6 months | 1 year |
Aggregate intrinsic value | $ 110.4 | $ 101.6 |
Stock Based Compensation - Narr
Stock Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 17.9 | $ 20.5 |
Stock options (1) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation expense of outstanding stock options | $ 5.4 | |
Weighted-average amortization period (in years) | 1 year 3 months 18 days | |
Stock-based compensation expense | $ 1.8 | 4.7 |
Restricted stock and restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average amortization period (in years) | 2 years 2 months 12 days | |
Total unrecognized compensation cost related to unvested equity awards | $ 88.2 | |
Stock-based compensation expense | $ 16.1 | 15.8 |
ESPP | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum contributions per employee (as a percent) | 3% | |
Maximum contributions per employee (as a percent) | 15% | |
Holding period of ESPP employer contribution (in years) | 1 year | |
Stock-based compensation expense | $ 0.6 | $ 0.7 |
Earnings (Loss) Per Share - Bas
Earnings (Loss) Per Share - Basic and Diluted Computation (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. | $ (23.2) | $ (33.7) |
Weighted average number of shares outstanding-basic (in shares) | 431,555,922 | 429,584,681 |
Weighted average number of shares outstanding-diluted (in shares) | 431,555,922 | 429,584,681 |
Earnings (loss) per share of common stock attributable to Dun & Bradstreet Holdings, Inc.: | ||
Basic (in USD per share) | $ (0.05) | $ (0.08) |
Diluted (in USD per share) | $ (0.05) | $ (0.08) |
Antidilutive securities excluded from computation of EPS (in shares) | 10,900,000 | 11,700,000 |
Earnings (Loss) Per Share - Rec
Earnings (Loss) Per Share - Reconciliation of Common Stock Issued and Outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Common Stock Issued [Roll Forward] | ||
Common shares issued at beginning of period (in shares) | 439,735,256 | |
Beginning balance, common stock, shares outstanding (in shares) | 438,848,336 | |
Shares issued (shares) | 4,820,581 | |
Shares forfeited (shares) | (933,114) | |
Treasury stock (in shares) | (886,920) | (886,920) |
Common shares issued at end of period (in shares) | 443,622,723 | |
Ending balance, common stock, shares outstanding (in shares) | 442,735,803 |
Earnings (Loss) Per Share - Div
Earnings (Loss) Per Share - Dividends (Details) | Feb. 08, 2024 $ / shares |
Earnings Per Share [Abstract] | |
Dividends declared, amount per share (USD per share) | $ 0.05 |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) € in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||||||
Apr. 19, 2024 USD ($) | Feb. 28, 2024 USD ($) tranche | Aug. 28, 2023 USD ($) | Feb. 02, 2023 USD ($) | Jul. 15, 2022 USD ($) tranche | Jun. 30, 2024 USD ($) | Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) | Feb. 28, 2024 EUR (€) tranche | Dec. 31, 2023 USD ($) | Jul. 15, 2022 EUR (€) tranche | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Termination of derivative, cash received | $ 0.3 | |||||||||||
Derivative liability, right to reclaim cash | $ 125 | |||||||||||
Dividends payable | € | € 124 | |||||||||||
Estimate of time to transfer (in months) | 12 months | |||||||||||
Forecast | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Termination of derivative, cash paid | $ 0.4 | $ 0.4 | ||||||||||
Maximum | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Estimated net amount to be transferred | $ 44 | |||||||||||
2024 Interest Rate Swaps | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Notional amount | $ 1,000 | |||||||||||
Unrealized gain | $ 29 | |||||||||||
2025 Interest Rate Swap | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Fixed interest rate of derivative (as a percent) | 3.214% | |||||||||||
Estimated net amount to be transferred | $ 29 | |||||||||||
Interest Rate Swap | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Notional amount | $ 1,500 | 2,750 | $ 2,750 | |||||||||
Fixed interest rate of derivative (as a percent) | 3.695% | |||||||||||
Term of derivative contract (in years) | 3 years | |||||||||||
Foreign Exchange Contract | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Notional amount | 523.9 | 653.1 | ||||||||||
Cross-currency swaps | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Notional amount | $ 250 | 625 | € 230.6 | $ 375 | ||||||||
Derivative, notional amount, amount per tranche | $ 125 | € 124 | ||||||||||
Number of derivative instruments | tranche | 3 | 3 | 3 | 3 | ||||||||
Derivative payments | $ 1.8 | $ 1.8 | ||||||||||
Cross-currency swaps | Subsequent Event | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Notional amount | $ 125 | |||||||||||
Amount of gain or (loss) recognized in income on derivative | $ (0.3) | |||||||||||
Cross-currency swaps | Tranche 1 | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Fixed interest rate of derivative (as a percent) | 1.271% | 2.205% | 1.271% | 2.205% | ||||||||
Term of derivative contract (in years) | 4 years | 2 years | ||||||||||
Derivative, notional amount, amount per tranche | $ 75 | |||||||||||
Cross-currency swaps | Tranche 1 | Euro | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Fixed interest rate of derivative (as a percent) | 0% | 0% | ||||||||||
Cross-currency swaps | Tranche 2 | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Fixed interest rate of derivative (as a percent) | 1.224% | 1.883% | 1.224% | 1.883% | ||||||||
Term of derivative contract (in years) | 4 years | 3 years | ||||||||||
Derivative, notional amount, amount per tranche | $ 75 | |||||||||||
Cross-currency swaps | Tranche 2 | Euro | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Fixed interest rate of derivative (as a percent) | 0% | 0% | ||||||||||
Cross-currency swaps | Tranche 3 | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Notional amount | $ 100 | |||||||||||
Fixed interest rate of derivative (as a percent) | 1.26% | 1.723% | 1.26% | 1.723% | ||||||||
Term of derivative contract (in years) | 5 years | 4 years | ||||||||||
Cross-currency swaps | Tranche 3 | Euro | ||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||
Fixed interest rate of derivative (as a percent) | 0% | 0% | 0% | 0% |
Financial Instruments - Interes
Financial Instruments - Interest Rate Swaps (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 | Feb. 02, 2023 |
Interest Rate Swaps | |||
Derivative [Line Items] | |||
Fixed rate | 3.695% | ||
Notional amount | $ 2,750 | $ 2,750 | $ 1,500 |
February 2025 Interest Rate Swap | |||
Derivative [Line Items] | |||
Fixed rate | 1.629% | ||
Notional amount | $ 250 | 250 | |
March 2025 Interest Rate Swap | |||
Derivative [Line Items] | |||
Fixed rate | 3.214% | ||
Notional amount | $ 1,000 | 1,000 | |
February 2026 Interest Rate Swap | |||
Derivative [Line Items] | |||
Fixed rate | 3.695% | ||
Notional amount | $ 1,500 | $ 1,500 |
Financial Instruments - Fair Va
Financial Instruments - Fair Values of Derivative Instruments in Consolidated Balance Sheet (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 51.5 | $ 41.1 |
Liability derivatives | 28 | 36.4 |
Derivatives designated as hedging instruments: | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 47.1 | 33.1 |
Liability derivatives | 27.5 | 34.1 |
Derivatives designated as hedging instruments: | Other current assets | Interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 47.1 | 33.1 |
Derivatives designated as hedging instruments: | Other current assets | Cross-currency swaps | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 0 | 0 |
Derivatives designated as hedging instruments: | Other accrued & current liabilities | Interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | 0 | 0 |
Derivatives designated as hedging instruments: | Other accrued & current liabilities | Cross-currency swaps | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | 27.5 | 34.1 |
Derivatives not designated as hedging instruments: | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 4.4 | 8 |
Liability derivatives | 0.5 | 2.3 |
Derivatives not designated as hedging instruments: | Other current assets | Foreign exchange forward contracts | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 4.4 | 8 |
Derivatives not designated as hedging instruments: | Other accrued & current liabilities | Foreign exchange forward contracts | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ 0.5 | $ 2.3 |
Financial Instruments - Effect
Financial Instruments - Effect of Derivative Instruments on Consolidated Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Interest rate swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of pre-tax net gain or (loss) recognized in OCI on derivative | $ 6.3 | $ (14.5) |
Interest rate swaps | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of gain or (loss) reclassified from accumulated OCI into income | 21.2 | 14.3 |
Amount of gain or (loss) recognized in income on derivative | 21.2 | 14.3 |
Cross-currency swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of pre-tax net gain or (loss) recognized in OCI on derivative | 6.6 | (3.3) |
Cross-currency swaps | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of gain or (loss) reclassified from accumulated OCI into income | 0 | 0 |
Amount of gain or (loss) recognized in income on derivative | 0 | 0 |
Foreign exchange forward contracts | Non-operating income (expense) – net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of gain or (loss) recognized in income on derivative | $ 1 | $ 3.8 |
Financial Instruments - Assets
Financial Instruments - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Assets: | ||
Cash equivalents | $ 13.8 | $ 0.9 |
Foreign exchange forwards | ||
Assets: | ||
Derivative asset | 4.4 | 8 |
Liabilities: | ||
Derivative Liability | 0.5 | 2.3 |
Interest rate swap arrangements | ||
Assets: | ||
Derivative asset | 47.1 | 33.1 |
Cross-currency swap arrangements | ||
Liabilities: | ||
Derivative Liability | 27.5 | 34.1 |
Quoted prices in active markets for identical assets (level I) | ||
Assets: | ||
Cash equivalents | 13.8 | 0.9 |
Quoted prices in active markets for identical assets (level I) | Foreign exchange forwards | ||
Assets: | ||
Derivative asset | 0 | 0 |
Liabilities: | ||
Derivative Liability | 0 | 0 |
Quoted prices in active markets for identical assets (level I) | Interest rate swap arrangements | ||
Assets: | ||
Derivative asset | 0 | 0 |
Quoted prices in active markets for identical assets (level I) | Cross-currency swap arrangements | ||
Liabilities: | ||
Derivative Liability | 0 | 0 |
Significant other observable inputs (level II) | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Significant other observable inputs (level II) | Foreign exchange forwards | ||
Assets: | ||
Derivative asset | 4.4 | 8 |
Liabilities: | ||
Derivative Liability | 0.5 | 2.3 |
Significant other observable inputs (level II) | Interest rate swap arrangements | ||
Assets: | ||
Derivative asset | 47.1 | 33.1 |
Significant other observable inputs (level II) | Cross-currency swap arrangements | ||
Liabilities: | ||
Derivative Liability | 27.5 | 34.1 |
Significant unobservable inputs (level III) | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Significant unobservable inputs (level III) | Foreign exchange forwards | ||
Assets: | ||
Derivative asset | 0 | 0 |
Liabilities: | ||
Derivative Liability | 0 | 0 |
Significant unobservable inputs (level III) | Interest rate swap arrangements | ||
Assets: | ||
Derivative asset | 0 | 0 |
Significant unobservable inputs (level III) | Cross-currency swap arrangements | ||
Liabilities: | ||
Derivative Liability | $ 0 | $ 0 |
Financial Instruments - Carryin
Financial Instruments - Carrying Amount and Estimated Fair Value of Asset (Liability) (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
5.000% Senior Unsecured Notes | Unsecured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate on debt instrument (as a percent) | 5% | 5% |
Carrying amount | Long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value disclosure of debt instrument | $ 455.1 | $ 454.9 |
Carrying amount | Revolving facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value disclosure of debt instrument | 0 | 25 |
Carrying amount | Term loan facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value disclosure of debt instrument | 3,082.7 | 3,065.3 |
Fair value | Long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value disclosure of debt instrument | 423 | 420.3 |
Fair value | Revolving facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value disclosure of debt instrument | 0 | 24.6 |
Fair value | Term loan facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value disclosure of debt instrument | $ 2,925.2 | $ 3,003.9 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | $ 3,431.6 | $ 3,508.4 |
Other comprehensive income (loss) before reclassifications | (9.9) | 3.8 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | (16.3) | (11.3) |
Balance at end of period | 3,369.1 | 3,460.9 |
Total | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (198.7) | (180) |
Balance at end of period | (224.9) | (187.5) |
Foreign currency translation adjustments | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (142.5) | (172.3) |
Other comprehensive income (loss) before reclassifications | (35.4) | 6.3 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | 0 | 0 |
Balance at end of period | (177.9) | (166) |
Net investment hedge derivative | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (10.5) | 2 |
Other comprehensive income (loss) before reclassifications | 4.9 | (2.4) |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | 0 | 0 |
Balance at end of period | (5.6) | (0.4) |
Defined benefit pension plans | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (62.2) | (58.1) |
Other comprehensive income (loss) before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | (0.4) | (0.7) |
Balance at end of period | (62.6) | (58.8) |
Cash flow hedge derivative | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | 16.5 | 48.4 |
Other comprehensive income (loss) before reclassifications | 20.6 | (0.1) |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | (15.9) | (10.6) |
Balance at end of period | $ 21.2 | $ 37.7 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Reclassifications (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Reclassifications out of AOCI [Line Items] | ||
Other income (expense) - net | $ (0.1) | $ (0.6) |
Interest expense | 85.3 | 55.3 |
Tax benefit (expense) | (44.2) | (11.8) |
Net income (loss) | 21.9 | 32.8 |
Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassifications out of AOCI [Line Items] | ||
Interest expense | (21.2) | (14.3) |
Total before tax | (21.6) | (15) |
Tax benefit (expense) | 5.3 | 3.7 |
Net income (loss) | (16.3) | (11.3) |
Amortization of prior service costs | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassifications out of AOCI [Line Items] | ||
Other income (expense) - net | (0.1) | (0.1) |
Amortization of actuarial gain/loss | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassifications out of AOCI [Line Items] | ||
Other income (expense) - net | $ (0.3) | $ (0.6) |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Computer Software and Goodwill (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Computer software | ||
Balance at beginning of period | $ 666.3 | $ 631.8 |
Additions at cost | 52.5 | 44 |
Amortization | (40.7) | (34.9) |
Impairment / Write-off | (0.3) | |
Other | (6.7) | 2.2 |
Balance at end of period | 671.4 | 642.8 |
Goodwill | ||
Balance at beginning of period | 3,445.8 | 3,431.3 |
Other | (21.1) | 4.4 |
Balance at end of period | $ 3,424.7 | $ 3,435.7 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Other Intangibles (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Amortization | $ (99) | $ (106.7) |
Other indefinite-lived intangibles | ||
Balance at beginning of period | 1,280 | 1,280 |
Additions at cost | 0 | 0 |
Other | 0 | 0 |
Balance at end of period | 1,280 | 1,280 |
Total | ||
Balance at beginning of period | 3,915.9 | 4,320.1 |
Additions at cost | 0.1 | 0.1 |
Amortization | (99) | (106.7) |
Other | (11.8) | 5.1 |
Balance at end of period | 3,805.2 | 4,218.6 |
Customer relationships | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Balance at beginning of period | 1,316.7 | 1,536.7 |
Additions at cost | 0 | 0 |
Amortization | (52.4) | (56.8) |
Other | (2.6) | 1.1 |
Balance at end of period | 1,261.7 | 1,481 |
Total | ||
Amortization | (52.4) | (56.8) |
Reacquired rights | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Balance at beginning of period | 233.9 | 245.5 |
Additions at cost | 0 | 0 |
Amortization | (4.8) | (4.7) |
Other | (6.3) | 2.8 |
Balance at end of period | 222.8 | 243.6 |
Total | ||
Amortization | (4.8) | (4.7) |
Database | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Balance at beginning of period | 940.6 | 1,100 |
Additions at cost | 0 | 0 |
Amortization | (37.7) | (41) |
Other | (2.4) | 0.1 |
Balance at end of period | 900.5 | 1,059.1 |
Total | ||
Amortization | (37.7) | (41) |
Other intangibles | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Balance at beginning of period | 144.7 | 157.9 |
Additions at cost | 0.1 | 0.1 |
Amortization | (4.1) | (4.2) |
Other | (0.5) | 1.1 |
Balance at end of period | 140.2 | 154.9 |
Total | ||
Amortization | $ (4.1) | $ (4.2) |
Segment Information - Narrative
Segment Information - Narrative (Details) | 3 Months Ended |
Mar. 31, 2024 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Information - Revenue a
Segment Information - Revenue and Operating Income (Loss) by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 564.5 | $ 540.4 |
Adjusted EBITDA: | 201.3 | 190 |
Depreciation and amortization | (144) | (145.4) |
Interest expense - net | (83.7) | (53.9) |
Benefit (provision) for income taxes | 44.2 | 11.8 |
Other income (expense) - net | 0.1 | 0.6 |
Equity in net income of affiliates | 0.9 | 0.8 |
Net income (loss) attributable to non-controlling interest | (1.3) | (0.9) |
Equity-based compensation | (17.9) | (20.5) |
Restructuring charges | (3.4) | (4.2) |
Merger, acquisition and divestiture-related operating costs | (0.2) | (2.6) |
Transition costs | (17.4) | (8.4) |
Other adjustments | (1.8) | (1) |
Net income (loss) attributable to Dun & Bradstreet Holdings, Inc. | (23.2) | (33.7) |
Depreciation and amortization | 144 | 145.4 |
Capital expenditures: | 1.3 | 1.3 |
Additions to computer software and other intangibles: | 56.4 | 44.6 |
Operating segments | ||
Segment Reporting Information [Line Items] | ||
Depreciation and amortization | (31.3) | (25.2) |
Depreciation and amortization | 31.3 | 25.2 |
Capital expenditures: | 1.3 | 0.8 |
Additions to computer software and other intangibles: | 55.5 | 39.4 |
Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Adjusted EBITDA: | (15.1) | (16.1) |
Depreciation and amortization | (112.7) | (120.2) |
Depreciation and amortization | 112.7 | 120.2 |
Capital expenditures: | 0 | 0.5 |
Additions to computer software and other intangibles: | 0.9 | 5.2 |
North America | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 386.6 | 374.7 |
Adjusted EBITDA: | 152.1 | 150.5 |
Depreciation and amortization | (25.5) | (20.1) |
Depreciation and amortization | 25.5 | 20.1 |
Capital expenditures: | 0.4 | 0.6 |
Additions to computer software and other intangibles: | 47.3 | 31.4 |
International | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 177.9 | 165.7 |
Adjusted EBITDA: | 64.3 | 55.6 |
Depreciation and amortization | (5.8) | (5.1) |
Depreciation and amortization | 5.8 | 5.1 |
Capital expenditures: | 0.9 | 0.2 |
Additions to computer software and other intangibles: | $ 8.2 | $ 8 |
Segment Information - Assets an
Segment Information - Assets and Goodwill (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Assets: | $ 8,978.7 | $ 9,135.9 | ||
Goodwill: | 3,424.7 | 3,445.8 | $ 3,435.7 | $ 3,431.3 |
Other intangibles: | 3,805.2 | 3,915.9 | $ 4,218.6 | $ 4,320.1 |
Other long-lived assets: | 1,123.3 | 1,100.7 | ||
Total long-lived assets | 8,353.2 | 8,462.4 | ||
Deferred income tax | 16.2 | 17.2 | ||
North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Assets: | 7,491.7 | 7,643.3 | ||
Goodwill: | 2,929.6 | 2,929.6 | ||
Other intangibles: | 3,367.6 | 3,451.5 | ||
Other long-lived assets: | 909 | 891.6 | ||
International | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Assets: | 1,487 | 1,492.6 | ||
Goodwill: | 495.1 | 516.2 | ||
Other intangibles: | 437.6 | 464.4 | ||
Other long-lived assets: | $ 214.3 | $ 209.1 |
Segment Information - Supplemen
Segment Information - Supplemental Geographic and Customer Solution Set Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 564.5 | $ 540.4 |
Finance & Risk | ||
Segment Reporting Information [Line Items] | ||
Revenue | 328.1 | 312 |
Sales & Marketing | ||
Segment Reporting Information [Line Items] | ||
Revenue | 236.4 | 228.4 |
Operating segments | North America | ||
Segment Reporting Information [Line Items] | ||
Revenue | 386.6 | 374.7 |
Operating segments | North America | Finance & Risk | ||
Segment Reporting Information [Line Items] | ||
Revenue | 208.1 | 201.2 |
Operating segments | North America | Sales & Marketing | ||
Segment Reporting Information [Line Items] | ||
Revenue | 178.5 | 173.5 |
Operating segments | International | ||
Segment Reporting Information [Line Items] | ||
Revenue | 177.9 | 165.7 |
Operating segments | International | Finance & Risk | ||
Segment Reporting Information [Line Items] | ||
Revenue | 120 | 110.8 |
Operating segments | International | Sales & Marketing | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 57.9 | $ 54.9 |
Related Parties (Details)
Related Parties (Details) $ in Millions | 1 Months Ended | 3 Months Ended | ||||||
Mar. 31, 2024 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2021 | Jun. 30, 2021 USD ($) | Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Jun. 30, 2023 director | |
Related Party Transaction [Line Items] | ||||||||
Other current assets (Note 3 and 13) | $ 71.7 | $ 71.7 | $ 58.3 | |||||
Other non-current liabilities | 129.8 | 129.8 | 118.2 | |||||
Revenue | 564.5 | $ 540.4 | ||||||
Accounts receivable, net of allowance of $22.1 at March 31, 2024 and $20.1 at December 31, 2023 (Notes 3 and 6) | $ 170 | 170 | 258 | |||||
Paysafe Limited | Data License and Risk Management Solution Services | ||||||||
Related Party Transaction [Line Items] | ||||||||
Term of service agreement | 3 years | 10 years | ||||||
Cancellation notice term (not less than) | 90 days | |||||||
Paysafe Limited | Florida | Lease Cost | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction, amounts of transaction | 0.3 | 0.1 | ||||||
Black Knight Inc. | Data License Fees | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction, amounts of transaction | $ 24 | |||||||
Term of service agreement | 5 years | |||||||
Black Knight Inc. | Products, Data and Professional Services | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction, amounts of transaction | $ 34 | |||||||
Term of service agreement | 5 years | |||||||
Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of directors designated by related parties | director | 5 | |||||||
Affiliated Entity | Paysafe Limited | Data License and Risk Management Solution Services | ||||||||
Related Party Transaction [Line Items] | ||||||||
Revenue | 2.1 | 1.7 | ||||||
Accounts receivable, net of allowance of $22.1 at March 31, 2024 and $20.1 at December 31, 2023 (Notes 3 and 6) | $ 1.9 | 1.9 | 3.4 | |||||
Affiliated Entity | Black Knight Inc. | Products, Data and Professional Services | ||||||||
Related Party Transaction [Line Items] | ||||||||
Operating expenses | $ 0.5 | |||||||
Chief Executive Officer | Paysafe Limited | Florida | ||||||||
Related Party Transaction [Line Items] | ||||||||
Term of lease (in month) | 63 months | |||||||
Chief Executive Officer | Paysafe Limited | Florida | Lease Cost | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction, amounts of transaction | $ 4.2 | |||||||
Other current assets (Note 3 and 13) | 0.1 | 0.1 | 0.2 | |||||
Other non-current liabilities | $ 0.1 | $ 0.1 | $ 0.1 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event shares in Millions | Apr. 30, 2024 $ / shares shares |
Subsequent Event [Line Items] | |
Cash dividends declared (in usd per share) | $ / shares | $ 0.05 |
Stock repurchase program, period | 3 years |
Number of shares authorized to be repurchased (in shares) | shares | 10 |