Condensed Consolidating Financial Statements | Condensed Consolidating Financial Statements On September 22, 2016, we issued $500 million of 2.95% senior notes due in 2027. On May 26, 2015, we issued $700 million of 4.0% senior notes due in 2025. On August 18, 2015, we issued $2.0 billion of senior notes, consisting of $400 million of 2.5% senior notes due in 2018, $700 million of 3.3% senior notes due in 2020 and $900 million of 4.4% senior notes due in 2026. See Note 5 — Debt for additional information. The senior notes described above are fully and unconditionally guaranteed by Standard & Poor's Financial Services LLC, a 100% owned subsidiary of the Company. The following condensed consolidating financial statements present the results of operations, financial position and cash flows of S&P Global Inc., Standard & Poor's Financial Services LLC, and the Non-Guarantor Subsidiaries of S&P Global Inc. and Standard & Poor's Financial Services LLC, and the eliminations necessary to arrive at the information for the Company on a consolidated basis. Statement of Income Year Ended December 31, 2016 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated Revenue $ 667 $ 1,513 $ 3,607 $ (126 ) $ 5,661 Expenses: Operating-related expenses 109 451 1,335 (126 ) 1,769 Selling and general expenses 113 243 1,087 — 1,443 Depreciation 38 9 38 — 85 Amortization of intangibles — — 96 — 96 Total expenses 260 703 2,556 (126 ) 3,393 Gain on dispositions (1,072 ) — (29 ) — (1,101 ) Operating profit 1,479 810 1,080 — 3,369 Interest expense (income), net 191 — (10 ) — 181 Non-operating intercompany transactions 356 (83 ) (941 ) 668 — Income before taxes on income 932 893 2,031 (668 ) 3,188 Provision for taxes on income 275 420 265 — 960 Equity in net income of subsidiaries 2,412 294 — (2,706 ) — Net income 3,069 767 1,766 (3,374 ) 2,228 Less: net income attributable to noncontrolling interests — — — (122 ) (122 ) Net income attributable to S&P Global Inc. $ 3,069 $ 767 $ 1,766 $ (3,496 ) $ 2,106 Comprehensive income $ 3,099 $ 767 $ 1,563 $ (3,374 ) $ 2,055 Statement of Income Year Ended December 31, 2015 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated Revenue $ 624 $ 2,141 $ 2,663 $ (115 ) $ 5,313 Expenses: Operating-related expenses 119 737 959 (115 ) 1,700 Selling and general expenses 202 254 1,094 — 1,550 Depreciation 40 18 32 — 90 Amortization of intangibles — — 67 — 67 Total expenses 361 1,009 2,152 (115 ) 3,407 Gain on dispositions — — (11 ) — (11 ) Operating profit 263 1,132 522 — 1,917 Interest expense (income), net 112 — (10 ) — 102 Non-operating intercompany transactions 282 222 (504 ) — — (Loss) income before taxes on income (131 ) 910 1,036 — 1,815 (Benefit) provision for taxes on income (107 ) 358 296 — 547 Equity in net income of subsidiaries 1,473 272 — (1,745 ) — Net income 1,449 824 740 (1,745 ) 1,268 Less: net income from continuing operations attributable to noncontrolling interests — — — (112 ) (112 ) Net income attributable to S&P Global Inc. $ 1,449 $ 824 $ 740 $ (1,857 ) $ 1,156 Comprehensive income $ 1,446 $ 822 $ 655 $ (1,741 ) $ 1,182 Statement of Income Year Ended December 31, 2014 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated Revenue $ 598 $ 2,043 $ 2,525 $ (115 ) $ 5,051 Expenses: Operating-related expenses 117 764 885 (115 ) 1,651 Selling and general expenses 257 1,975 912 — 3,144 Depreciation 41 17 28 — 86 Amortization of intangibles 4 — 44 — 48 Total expenses 419 2,756 1,869 (115 ) 4,929 Loss on dispositions 3 — 6 — 9 Operating profit (loss) 176 (713 ) 650 — 113 Interest expense (income), net 66 — (7 ) — 59 Non-operating intercompany transactions 193 38 (231 ) — — (Loss) income from continuing operations before taxes on income (83 ) (751 ) 888 — 54 (Benefit) provision for taxes on income (22 ) 16 251 — 245 Equity in net (loss) income of subsidiaries (443 ) 248 — 195 — (Loss) income from continuing operations (504 ) (519 ) 637 195 (191 ) Discontinued operations, net of tax: Income from discontinued operations 18 — — — 18 Gain on sale of discontinued operations 160 — — — 160 Discontinued operations, net 178 — — — 178 Net (loss) income $ (326 ) $ (519 ) $ 637 $ 195 $ (13 ) Less: net income from continuing operations attributable to noncontrolling interests — — — (102 ) (102 ) Net (loss) income attributable to S&P Global Inc. $ (326 ) $ (519 ) $ 637 $ 93 $ (115 ) Comprehensive income $ (495 ) $ (544 ) $ 513 $ 195 $ (331 ) Balance Sheet December 31, 2016 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated ASSETS Current assets: Cash and cash equivalents $ 711 $ — $ 1,681 $ — $ 2,392 Accounts receivable, net of allowance for doubtful accounts 138 131 853 1,122 Intercompany receivable (165 ) 837 870 (1,542 ) — Prepaid and other current assets 77 2 72 (1 ) 150 Assets of a business held for sale — — 7 — 7 Total current assets 761 970 3,483 (1,543 ) 3,671 Property and equipment, net of accumulated depreciation 159 1 111 271 Goodwill 261 — 2,679 9 2,949 Other intangible assets, net — — 1,506 — 1,506 Investments in subsidiaries 5,464 680 7,826 (13,970 ) — Intercompany loans receivable 17 — 1,354 (1,371 ) — Other non-current assets 134 24 114 — 272 Total assets $ 6,796 $ 1,675 $ 17,073 $ (16,875 ) $ 8,669 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 73 $ 22 $ 88 $ — $ 183 Intercompany payable 1,324 40 177 (1,541 ) — Accrued compensation and contributions to retirement plans 129 69 211 — 409 Income taxes currently payable 43 — 52 — 95 Unearned revenue 273 191 1,045 — 1,509 Accrued legal and regulatory settlements 2 3 51 56 Other current liabilities 163 (54 ) 205 — 314 Liabilities of a business held for sale — — 45 — 45 Total current liabilities 2,007 271 1,874 (1,541 ) 2,611 Long-term debt 3,564 — — — 3,564 Intercompany loans payable 11 — 1,360 (1,371 ) — Pension and other postretirement benefits 196 — 78 — 274 Other non-current liabilities 52 74 314 (1 ) 439 Total liabilities 5,830 345 3,626 (2,913 ) 6,888 Redeemable noncontrolling interest 1,080 1,080 Equity: Common stock 412 — 2,460 (2,460 ) 412 Additional paid-in capital (174 ) 1,154 10,485 (10,963 ) 502 Retained income 9,721 176 1,034 (1,721 ) 9,210 Accumulated other comprehensive loss (292 ) — (525 ) 44 (773 ) Less: common stock in treasury (8,701 ) — (7 ) 7 (8,701 ) Total equity - controlling interests 966 1,330 13,447 (15,093 ) 650 Total equity - noncontrolling interests 51 51 Total equity 966 1,330 13,447 (15,042 ) 701 Total liabilities and equity $ 6,796 $ 1,675 $ 17,073 $ (16,875 ) $ 8,669 Balance Sheet December 31, 2015 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated ASSETS Current assets: Cash and cash equivalents $ 167 $ — $ 1,314 $ — $ 1,481 Accounts receivable, net of allowance for doubtful accounts 116 319 556 — 991 Intercompany receivable 208 1,872 1,273 (3,353 ) — Deferred income taxes 75 10 24 — 109 Prepaid and other current assets 120 13 80 (1 ) 212 Assets of a business held for sale 4 — 499 — 503 Total current assets 690 2,214 3,746 (3,354 ) 3,296 Property and equipment, net of accumulated depreciation 141 3 126 — 270 Goodwill 17 40 2,816 9 2,882 Other intangible assets, net — — 1,522 — 1,522 Investments in subsidiaries 4,651 659 7,316 (12,626 ) — Intercompany loans receivable 16 368 1,733 (2,117 ) — Other non-current assets 67 19 127 — 213 Total assets $ 5,582 $ 3,303 $ 17,386 $ (18,088 ) $ 8,183 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 71 $ 54 $ 81 $ — $ 206 Intercompany payable 2,144 675 535 (3,354 ) — Accrued compensation and contributions to retirement plans 127 89 167 — 383 Short-term debt 143 — — — 143 Income taxes currently payable 1 — 55 — 56 Unearned revenue 254 586 582 (1 ) 1,421 Accrued legal and regulatory settlements — 115 6 — 121 Other current liabilities 190 (50 ) 232 — 372 Liabilities of a business held for sale 80 — 126 — 206 Total current liabilities 3,010 1,469 1,784 (3,355 ) 2,908 Long-term debt 3,468 — — — 3,468 Intercompany loans payable 21 — 2,096 (2,117 ) — Pension and other postretirement benefits 230 — 46 — 276 Other non-current liabilities (25 ) 98 295 — 368 Total liabilities 6,704 1,567 4,221 (5,472 ) 7,020 Redeemable noncontrolling interest — — — 920 920 Equity: Common stock 412 — 2,337 (2,337 ) 412 Additional paid-in capital (184 ) 1,179 10,174 (10,694 ) 475 Retained income 6,701 557 987 (609 ) 7,636 Accumulated other comprehensive loss (322 ) — (322 ) 44 (600 ) Less: common stock in treasury (7,729 ) — (12 ) 12 (7,729 ) Total equity - controlling interests (1,122 ) 1,736 13,164 (13,584 ) 194 Total equity - noncontrolling interests — — 1 48 49 Total equity (1,122 ) 1,736 13,165 (13,536 ) 243 Total liabilities and equity $ 5,582 $ 3,303 $ 17,386 $ (18,088 ) $ 8,183 Statement of Cash Flows Year Ended December 31, 2016 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated Operating Activities: Net income $ 3,069 $ 767 $ 1,766 $ (3,374 ) $ 2,228 Adjustments to reconcile net income to cash provided by operating activities from continuing operations: Depreciation 38 9 38 — 85 Amortization of intangibles — — 96 — 96 Provision for losses on accounts receivable 1 — 8 — 9 Deferred income taxes 16 (9 ) 72 — 79 Stock-based compensation 22 17 37 — 76 Gain on dispositions (1,072 ) — (29 ) — (1,101 ) Accrued legal and regulatory settlements 3 1 50 — 54 Other 48 5 (23 ) — 30 Changes in operating assets and liabilities, net of effect of acquisitions and dispositions: Accounts receivable (24 ) 187 (340 ) — (177 ) Prepaid and current assets (9 ) 10 (3 ) — (2 ) Accounts payable and accrued expenses (53 ) (39 ) 66 — (26 ) Unearned revenue 19 (395 ) 483 — 107 Accrued legal and regulatory settlement — (108 ) (42 ) — (150 ) Other current liabilities (29 ) (27 ) 35 — (21 ) Net change in prepaid/accrued income taxes 99 — 33 — 132 Net change in other assets and liabilities (9 ) 38 16 — 45 Cash provided by operating activities from continuing operations 2,119 456 2,263 (3,374 ) 1,464 Investing Activities: Capital expenditures (68 ) (15 ) (32 ) — (115 ) Acquisitions, net of cash acquired (144 ) — (33 ) — (177 ) Proceeds from dispositions 1,422 — 76 — 1,498 Changes in short-term investments — — (1 ) — (1 ) Cash provided by (used for) investing activities from continuing operations 1,210 (15 ) 10 — 1,205 Financing Activities: Payments on short-term debt, net (143 ) — — — (143 ) Proceeds from issuance of senior notes, net 493 — — — 493 Payments on senior notes (421 ) — — — (421 ) Dividends paid to shareholders (380 ) — — — (380 ) Dividends and other payments paid to noncontrolling interests — — (116 ) — (116 ) Contingent consideration payments (5 ) — (34 ) — (39 ) Repurchase of treasury shares (1,123 ) — — — (1,123 ) Exercise of stock options 86 — 2 — 88 Excess tax benefits from share-based payments 41 — — — 41 Intercompany financing activities (1,333 ) (441 ) (1,600 ) 3,374 — Cash used for financing activities from continuing operations (2,785 ) (441 ) (1,748 ) 3,374 (1,600 ) Effect of exchange rate changes on cash from continuing operations — — (158 ) — (158 ) Net change in cash and cash equivalents 544 — 367 — 911 Cash and cash equivalents at beginning of year 167 — 1,314 — 1,481 Cash and cash equivalents at end of year $ 711 $ — $ 1,681 $ — $ 2,392 Statement of Cash Flows Year Ended December 31, 2015 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated Operating Activities: Net income $ 1,449 $ 824 $ 740 $ (1,745 ) $ 1,268 Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations: Depreciation 40 18 32 — 90 Amortization of intangibles — — 67 — 67 Provision for losses on accounts receivable 1 1 6 — 8 Deferred income taxes 33 290 (43 ) — 280 Stock-based compensation 23 24 31 — 78 Gain on dispositions — — (11 ) — (11 ) Accrued legal and regulatory settlements — 110 9 — 119 Other 23 16 18 — 57 Changes in operating assets and liabilities, net of effect of acquisitions and dispositions: Accounts receivable 3 (27 ) (94 ) — (118 ) Prepaid and current assets (13 ) 14 (5 ) — (4 ) Accounts payable and accrued expenses (75 ) (34 ) 17 — (92 ) Unearned revenue (5 ) 66 68 — 129 Accrued legal and regulatory settlement — (1,624 ) — — (1,624 ) Other current liabilities (32 ) (35 ) (11 ) — (78 ) Net change in prepaid/accrued income taxes (54 ) — 115 — 61 Net change in other assets and liabilities 78 8 (121 ) — (35 ) Cash provided by (used for) operating activities from continuing operations 1,471 (349 ) 818 (1,745 ) 195 Investing Activities: Capital expenditures (67 ) (10 ) (62 ) — (139 ) Acquisitions, net of cash acquired (2,243 ) — (153 ) — (2,396 ) Proceeds from dispositions — — 14 — 14 Changes in short-term investments — — (4 ) — (4 ) Cash used for investing activities from continuing operations (2,310 ) (10 ) (205 ) — (2,525 ) Financing Activities: Additions to short-term debt, net 143 — — — 143 Proceeds from issuance of senior notes, net 2,674 — — — 2,674 Dividends paid to shareholders (363 ) — — — (363 ) Dividends and other payments paid to noncontrolling interests — — (104 ) — (104 ) Contingent consideration payments (5 ) — — — (5 ) Repurchase of treasury shares (974 ) — — — (974 ) Exercise of stock options 80 — 6 — 86 Purchase of additional CRISIL shares — — (16 ) — (16 ) Excess tax benefits from share-based payments 69 — — — 69 Intercompany financing activities (2,020 ) 359 (84 ) 1,745 — Cash (used for) provided by financing activities from continuing operations (396 ) 359 (198 ) 1,745 1,510 Effect of exchange rate changes on cash from continuing operations — — (67 ) — (67 ) Cash (used for) provided by continuing operations (1,235 ) — 348 — (887 ) Discontinued Operations: Cash used for operating activities — — (129 ) — (129 ) Cash used for discontinued operations — — (129 ) — (129 ) Net change in cash and cash equivalents (1,235 ) — 219 — (1,016 ) Cash and cash equivalents at beginning of year 1,402 — 1,095 — 2,497 Cash and cash equivalents at end of year $ 167 $ — $ 1,314 $ — $ 1,481 Statement of Cash Flows Year Ended December 31, 2014 (in millions) S&P Global Inc. Standard & Poor's Financial Services LLC Non-Guarantor Subsidiaries Eliminations S&P Global Inc. Consolidated Operating Activities: Net (loss) income $ (326 ) $ (519 ) $ 637 $ 195 $ (13 ) Less: discontinued operations, net 178 — — — 178 (Loss) income from continuing operations (504 ) (519 ) 637 195 (191 ) Adjustments to reconcile (loss) income from continuing operations to cash (used for) provided by operating activities from continuing operations: Depreciation 41 17 28 — 86 Amortization of intangibles 4 — 44 — 48 Provision for losses on accounts receivable — 5 6 — 11 Deferred income taxes 42 (272 ) (15 ) — (245 ) Stock-based compensation 31 34 35 — 100 Loss on dispositions 3 — 6 — 9 Accrued legal and regulatory settlements — 1,587 — — 1,587 Other 18 39 14 — 71 Changes in operating assets and liabilities, net of effect of acquisitions and dispositions: Accounts receivable (11 ) 47 (45 ) — (9 ) Prepaid and current assets (42 ) (17 ) 52 — (7 ) Accounts payable and accrued expenses (83 ) (47 ) — — (130 ) Unearned revenue 8 26 44 — 78 Accrued legal and regulatory settlement — (35 ) — — (35 ) Other current liabilities (51 ) 45 (10 ) — (16 ) Net change in prepaid/accrued income taxes 13 3 (109 ) — (93 ) Net change in other assets and liabilities (131 ) 5 71 — (55 ) Cash (used for) provided by operating activities from continuing operations (662 ) 918 758 195 1,209 Investing Activities: Capital expenditures (26 ) (14 ) (52 ) — (92 ) Acquisitions, net of cash acquired — — (71 ) — (71 ) Proceeds from dispositions 63 — 20 — 83 Changes in short-term investments — — 15 — 15 Cash provided by (used for) investing activities from continuing operations 37 (14 ) (88 ) — (65 ) Financing Activities: Dividends paid to shareholders (326 ) — — — (326 ) Dividends and other payments paid to noncontrolling interests — — (84 ) — (84 ) Contingent consideration payments — — (11 ) — (11 ) Repurchase of treasury shares (362 ) — — — (362 ) Exercise of stock options 184 — 9 — 193 Excess tax benefits from share-based payments 128 — — — 128 Intercompany financing activities 1,377 (904 ) (278 ) (195 ) — Cash provided by (used for) financing activities from continuing operations 1,001 (904 ) (364 ) (195 ) (462 ) Effect of exchange rate changes on cash from continuing operations 3 — (68 ) — (65 ) Cash provided by continuing operations 379 — 238 — 617 Discontinued Operations: Cash provided by operating activities 18 — — — 18 Cash provided by investing activities 320 — — — 320 Cash provided by discontinued operations 338 — — — 338 Net change in cash and cash equivalents 717 — 238 — 955 Cash and cash equivalents at beginning of year 685 — 857 — 1,542 Cash and cash equivalents at end of year $ 1,402 $ — $ 1,095 $ — $ 2,497 |