SS&C Technologies Holdings Inc

Previous wording

Ongoing macroeconomic conditions, such as changes in interest rates and inflation, volatility in capital markets, global trade issues, geopolitical tensions, foreign currency exchange rate fluctuations, and other similar factors, could have impacts on our results that are uncertain and, in many respects, outside our control. The situations remain dynamic and subject to rapid and possibly material change, which ultimately could result in material negative effects on our business and results of operations. We will continue to evaluate the nature and extent of the potential impacts to our business, consolidated results of operations, liquidity and capital resources.

Current wording

Ongoing macroeconomic conditions, such as changes in interest rates and inflation, volatility in capital markets, global trade issues, geopolitical tensions, foreign currency exchange rate fluctuations, and other similar factors, could impact our results that are uncertain and, in many respects, outside our control. The situations remain dynamic and subject to rapid and possibly material change, which ultimately could result in material negative effects on our business and results of operations. We will continue to evaluate the nature and extent of the potential impacts to our business, consolidated results of operations, liquidity and capital resources.

Previous wording

We derive our revenues from two sources: technology-enabled services revenues and license, maintenance and related revenues. As a general matter, fluctuations in our technology-enabled services revenues are attributable to our customer retention, the number of new technology-enabled services clients as well as total assets under management in our clients’ portfolios and the number of outsourced transactions managed for our existing clients. Technology-enabled services revenues also fluctuate as a result of reimbursements received for “out-of-pocket” expenses, such as postage and telecommunications charges, which are recorded as revenues on an accrual basis. Because these additional revenues are offset by the reimbursable expenses incurred, there is no impact on gross profit, operating income and net income, however the reimbursements billed and expenses incurred can lead to fluctuations in revenues, cost of revenues and gross margin percentage each period. License, maintenance and related revenues consist primarily of term and perpetual license fees, maintenance fees and professional services. Maintenance revenues vary based on customer retention and on the annual increases in fees, which are generally tied to the consumer price index. License and professional services revenues tend to fluctuate based on the number of new licensing clients, the timing and terms of contract renewals and demand for consulting services.

Current wording

We derive our revenues from two sources: technology-enabled services revenues and license, maintenance and related revenues. As a general matter, fluctuations in our technology-enabled services revenues are attributable to our customer retention, the number of new technology-enabled services, total assets under management in our clients’ portfolios and the number of outsourced transactions managed for our existing clients. Technology-enabled services revenues also fluctuate as a result of reimbursements received for “out-of-pocket” expenses, such as postage and telecommunications charges. Because these additional revenues are offset by the reimbursable expenses incurred, there is no impact on gross profit, operating income and net income, however the reimbursements billed and expenses incurred can lead to fluctuations in revenues, cost of revenues and gross margin percentage each period. License, maintenance and related revenues consist primarily of term and perpetual license fees, maintenance fees and professional services. Maintenance revenues vary based on customer retention and on the annual increases in fees, which are generally tied to the consumer price index. License and professional services revenues tend to fluctuate based on the number of new licensing clients, the timing and terms of contract renewals and demand for consulting services.

Previous wording

Technology-enabled services revenues increased $137.4 million, or 10.8%, primarily due to an increase in organic revenues of $86.2 million as well as acquisitions, which added $34.9 million in revenues, and the favorable impact from foreign currency translation of $16.3 million. License, maintenance and related revenues decreased $4.2 million, or 1.7%, due to a decrease in organic revenues of $10.3 million, partially offset by the favorable impact from foreign currency translation of $6.1 million.

Current wording

Technology-enabled services revenues increased $140.5 million, or 11.1%, primarily due to an increase in organic revenues of $101.6 million as well as acquisitions, which added $35.9 million in revenues, and the favorable impact from foreign currency translation of $3.0 million. License, maintenance and related revenues increased $18.4 million, or 6.8%, due to an increase in organic revenues of $16.0 million and the favorable impact from foreign currency translation of $2.4 million.

Previous wording

Three Months Ended March 31, 2026 and 2025. Our revenues increased $133.2 million, or 8.8%, primarily due to an increase of $75.9 million in organic revenue growth driven by strength in the SS&C GlobeOp fund administration and Global Investor and Distribution Solutions businesses. Our revenues also increased due to acquisitions, which contributed $34.9 million, and the favorable impact from foreign currency translation of $22.4 million.

Current wording

Six Months Ended June 30, 2026 and 2025. Our revenues increased $292.1 million, or 9.6%, primarily due to an increase of $193.6 million in organic revenue growth primarily driven by strength in the SS&C GlobeOp fund administration and Global Investor and Distribution Solutions businesses. Our revenues also increased due to acquisitions, which contributed $70.8 million, and the favorable impact from foreign currency translation of $27.7 million.

Previous wording

Three Months Ended March 31, 2026 and 2025. Our total cost of revenues increased by $78.5 million, or 10.2%, primarily due to an increase of $42.8 million in organic costs as well as acquisitions, which added $19.8 million in costs, and the unfavorable impact from foreign currency translation, which increased costs by $15.9 million. Our organic cost increase reflects continued investment in delivering client service.

Current wording

Three Months Ended June 30, 2026 and 2025. Our total cost of revenues increased by $77.5 million, or 9.7%, primarily due to an increase of $54.5 million in organic costs as well as acquisitions, which added $20.2 million in costs, and the unfavorable impact from foreign currency translation, which increased costs by $2.8 million. Our organic cost increase reflects continued investment in delivering client service.

Previous wording

Three Months Ended March 31, 2026 and 2025. Operating expenses increased $14.4 million, or 3.7%, due to acquisitions, which added $15.6 million in expenses and the unfavorable impact from foreign currency translation of $9.1 million. These increases were partially offset by a decrease of $10.3 million in organic operating expenses. Total operating expenses, excluding the impact of acquisitions and foreign currency translation, primarily decreased due to lower personnel costs.

Current wording

Three Months Ended June 30, 2026 and 2025. Operating expenses increased $8.8 million, or 2.2%, due to acquisitions, which added $15.5 million in expenses and the unfavorable impact from foreign currency translation of $1.2 million. These increases were partially offset by a decrease of $7.9 million in organic operating expenses. Total operating expenses, excluding the impact of acquisitions and foreign currency translation, primarily decreased due to lower personnel costs.

Previous wording

Comparison of the Three Months Ended March 31, 2026 and 2025 for Interest, Taxes and Other

Current wording

Comparison of the Three and Six Months Ended June 30, 2026 and 2025 for Interest, Taxes and Other

Previous wording

Other income, net. Other income, net was $6.8 million and $7.2 million for the three months ended March 31, 2026 and 2025, respectively. For the three months ended March 31, 2026, other income, net consisted primarily of dividend income of $9.4 million, partially offset by foreign currency translation losses of $1.4 million. For the three months ended March 31, 2025, other income, net consisted primarily of dividend income of $11.2 million, partially offset by foreign currency translation losses of $2.2 million and investment losses due to mark-to-market adjustments of $1.8 million.

Current wording

Other income (expense), net. Other income (expense), net was $1.1 million and $7.9 million for the three and six months ended June 30, 2026, respectively, compared to $(1.1) million and $6.1 million for the three and six months ended June 30, 2025, respectively. For the three and six months ended June 30, 2026, other income (expense), net was primarily comprised of dividend income of $1.0 million and $10.3 million, respectively, and foreign currency translation gains of $1.7 million and $0.3 million, respectively, partially offset by losses on fixed asset sales of $2.9 million in both periods. For the three and six months ended June 30, 2025, other income (expense), net consisted primarily of dividend income of $2.5 million and $13.7 million, respectively, offset by foreign currency translation losses of $1.9 million and $4.1 million, respectively, and investment losses due to mark-to-market adjustments of $1.7 million and $3.5 million, respectively.

Previous wording

Equity in earnings of unconsolidated affiliates, net. Equity in earnings of unconsolidated affiliates, net totaled $3.9 million and $2.3 million for the three months ended March 31, 2026 and 2025, respectively.

Current wording

Equity in earnings of unconsolidated affiliates, net. Equity in earnings of unconsolidated affiliates, net totaled $3.0 million and $6.9 million for the three and six months ended June 30, 2026, respectively, compared to $1.6 million and $3.9 million for the three and six months ended June 30, 2025, respectively.

Previous wording

Our effective tax rate for the three months ended March 31, 2026 differs from the statutory rate of 21.0% primarily due to the composition of income before income taxes from foreign and domestic tax jurisdictions, foreign income that is being taxed in the U.S. offset by foreign tax credits that are being limited and the recognition of windfall tax benefits from stock awards. The change in the effective tax rate for the three months ended March 31, 2026 compared to the prior year was primarily related to a decrease in recognition of windfall tax benefits from stock awards in the current year and a proportionate change in the composition of income before income taxes from foreign and domestic tax jurisdictions. While we have income from multiple foreign sources, the majority of our non-U.S. operations are in the United Kingdom and India. We anticipate the statutory tax rates in 2026 to be 25.0% in the United Kingdom and approximately 25.5% in India. A future change in the composition of income before income taxes from foreign and domestic tax jurisdictions could impact our periodic effective tax rate.

Current wording

Our effective tax rates for the three and six months ended June 30, 2026 and 2025 differ from the statutory rate of 21.0% primarily due to the composition of income before income taxes from foreign and domestic tax jurisdictions, foreign income that is being taxed in the U.S. offset by foreign tax credits that are being limited and the recognition of windfall tax benefits from stock awards. The change in the effective tax rate for the three and six months ended June 30, 2026 compared to the prior year was primarily related to a decrease in recognition of windfall tax benefits from stock awards in the current year and a proportionate change in the composition of income before income taxes from foreign and domestic tax jurisdictions. While we have income from multiple foreign sources, the majority of our non-U.S. operations are in the United Kingdom and India. We anticipate the statutory tax rates in 2026 to be 25.0% in the United Kingdom and approximately 25.5% in India. A future change in the composition of income before income taxes from foreign and domestic tax jurisdictions could impact our periodic effective tax rate.

Previous wording

On July 4, 2025, the One Big Beautiful Bill Act was enacted in the United States. Certain provisions of the legislation became effective in 2025 while others became effective in 2026. The legislation did not have a material impact on our provision for income taxes in the year ended December 31, 2025 or the three months ended March 31, 2026.

Current wording

On July 4, 2025, the One Big Beautiful Bill Act was enacted in the United States. Certain provisions of the legislation became effective in 2025 while others became effective in 2026. The legislation did not have a material impact on our provision for income taxes during the year ended December 31, 2025 or the three and six months ended June 30, 2026.

Previous wording

We paid quarterly cash dividends of $0.27 per share of common stock in March 2026 totaling $65.3 million. We paid quarterly cash dividends of $0.25 per share of common stock in March 2025 totaling $61.6 million.

Current wording

We paid quarterly cash dividends of $0.27 per share of common stock in each of March and June 2026 totaling $129.3 million. We paid quarterly cash dividends of $0.25 per share of common stock in each of March and June 2025 totaling $122.5 million.

Previous wording

Client funds obligations include our transfer agency client balances invested overnight, claims administration funds due to our customers, as well as our contractual obligations to remit funds to satisfy client pharmacy claim obligations and are recorded on the unaudited Condensed Consolidated Balance Sheets when incurred, generally after a claim has been processed by us. Our contractual obligations to remit funds to satisfy client obligations are primarily sourced by funds held on behalf of clients. We had $3,617.5 million of client funds obligations at March 31, 2026.

Current wording

Client funds obligations include our transfer agency client balances invested overnight, claims administration funds due to our customers, as well as our contractual obligations to remit funds to satisfy client pharmacy claim obligations and are recorded on the unaudited Condensed Consolidated Balance Sheets when incurred, generally after a claim has been processed by us. Our contractual obligations to remit funds to satisfy client obligations are primarily sourced by funds held on behalf of clients. We had $3,984.5 million of client funds obligations at June 30, 2026.

Previous wording

Net cash provided by operating activities was $299.7 million for the three months ended March 31, 2026. Cash provided by operating activities primarily resulted from net income of $226.3 million adjusted for non-cash items of $257.7 million, partially offset by changes in our working capital accounts totaling $184.3 million. The changes in our working capital accounts were mainly driven by a decrease in accrued expenses and increases in accounts receivable and prepaid expenses as well as changes in income taxes prepaid and payable due to the timing of tax payments.

Current wording

Net cash provided by operating activities was $716.4 million for the six months ended June 30, 2026. Cash provided by operating activities primarily resulted from net income of $461.6 million adjusted for non-cash items of $505.9 million, partially offset by changes in our working capital accounts totaling $251.1 million. The changes in our working capital accounts were mainly driven by a decrease in accrued expenses and increases in accounts receivable and prepaid expenses as well as decreases in accounts payable.

Previous wording

Investing activities used net cash of $65.5 million for the three months ended March 31, 2026, primarily related to $62.0 million in capitalized software development costs, $7.6 million investment in securities, and $6.0 million in capital expenditures, partially offset by proceeds from the sales / maturities of investments of $7.6 million and the collection of other non-current receivables of $2.7 million.

Current wording

Investing activities used net cash of $135.0 million for the six months ended June 30, 2026, primarily related to $125.9 million in capitalized software development costs, $19.3 million in capital expenditures, and $7.5 million investment in securities, partially offset by proceeds from the sales / maturities of investments of $7.7 million and the collection of other non-current receivables of $5.3 million.

Previous wording

Financing activities used net cash of $741.1 million for the three months ended March 31, 2026, primarily related to a net decrease in client funds obligations of $470.2 million, $168.0 million of purchases of common stock for treasury, $65.3 million in quarterly dividends paid, and $54.9 million in withholding taxes paid related to equity award net share settlements, partially offset by proceeds of $22.3 million from stock option exercises.

Current wording

Financing activities used net cash of $736.1 million for the six months ended June 30, 2026, primarily related to $605.7 million of purchases of common stock for treasury, a net decrease in client fund obligations of $132.1 million, $129.3 million in quarterly dividends paid, and $55.8 million in withholding taxes paid related to equity award net share settlements, partially offset by net borrowings of debt of $140.0 million, proceeds of $31.9 million from stock option exercises, and proceeds from noncontrolling interests of $14.9 million.

Previous wording

We have made a permanent reinvestment determination in certain non-U.S. operations that have historically generated positive operating cash flows. At March 31, 2026, we held approximately $231.0 million in cash and cash equivalents at non-U.S. subsidiaries where we had made such a determination and in turn no provision for income taxes had been made.

Current wording

We have made a permanent reinvestment determination in certain non-U.S. operations that have historically generated positive operating cash flows. At June 30, 2026, we held approximately $237.1 million in cash and cash equivalents at non-U.S. subsidiaries where we had made such a determination and in turn no provision for income taxes had been made.

Previous wording

The Term A-9 Loans will mature on the earlier to occur of (1) September 27, 2029 or (2) 91 days prior to the maturity of (x) the 5.5% Senior Notes if more than $150.0 million aggregate principal amount remains outstanding on the 91 st day prior to such maturity or (y) the Revolving Credit Facility if more than $150.0 million aggregate principal amount of commitments remain outstanding on the 91 st day prior to such maturity, whichever of (x) or (y) comes first.

Current wording

The Term A-9 Loans will mature on the earlier to occur of (1) September 27, 2029 or (2) 91 days prior to the maturity of (x) the 5.5% Senior Notes if more than $150.0 million aggregate principal amount of the 5.5% Senior Notes remains outstanding on the 91 st day prior to the maturity of the 5.5% Senior Notes or (y) the Revolving Credit Facility if more than $150.0 million aggregate principal amount of commitments remain outstanding on the 91 st day prior to such maturity, whichever of (x) or (y) comes first.

Previous wording

The senior secured credit facility has a revolving credit facility available for borrowings by SS&C with $600.0 million in available commitments (“Revolving Credit Facility”), of which $513.3 million was available as of March 31, 2026. The Revolving Credit Facility also contains a $75.0 million letter of credit sub-facility, of which $6.7 million was utilized as of March 31, 2026.

Current wording

The senior secured credit facility has a revolving credit facility available for borrowings by SS&C with $600.0 million in available commitments (“Revolving Credit Facility”), of which $363.4 million was available as of June 30, 2026. The Revolving Credit Facility also contains a $75.0 million letter of credit sub-facility, of which $6.6 million was utilized as of June 30, 2026.

Previous wording

Under the Revolving Credit Facility portion of the amended senior secured credit facility, we are required to satisfy and maintain a specified financial ratio at the end of each fiscal quarter if the sum of (i) outstanding amount of all loans under the Revolving Credit Facility and (ii) all non-cash collateralized letters of credit issued under the Revolving Credit Facility in excess of $20 million is equal to or greater than 30% of the total commitments under the Revolving Credit Facility. In addition, the Term A-9 Loans will be subject to a 5.25x consolidated net secured leverage ratio commencing at the fiscal quarter ending December 31, 2024, which will, at our option, increase to 5.75x for four consecutive fiscal quarters following a material permitted acquisition. Our ability to meet either financial ratio can be affected by events beyond our control, and we cannot assure you that we will meet either ratio. Any breach of either financial covenant could result in an event of default under the amended senior secured credit facility. Upon the occurrence of any event of default under the amended senior secured credit facility, the lenders could elect to declare all amounts outstanding under the amended senior secured credit facility to be immediately due and payable and terminate all commitments to extend further credit. Any default and subsequent acceleration of payments under the amended senior secured credit facility would have a material adverse effect on our results of operations, financial position and cash flows. Additionally, under the amended senior secured credit facility, our ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is also tied to baskets and ratios based on Consolidated EBITDA.

Current wording

Under the Revolving Credit Facility portion of the amended senior secured credit facility, we are required to satisfy and maintain a consolidated net secured leverage ratio of 6.25x at the end of each fiscal quarter if the sum of (i) outstanding amount of all loans under the Revolving Credit Facility and (ii) all non-cash collateralized letters of credit issued under the Revolving Credit Facility in excess of $20 million is equal to or greater than 30% of the total commitments under the Revolving Credit Facility. The consolidated net secured leverage ratio is calculated as the ratio of consolidated net secured funded indebtedness, net of cash and cash equivalents, as defined by the amended senior secured credit facility, for the period of four consecutive fiscal quarters ended on the measurement date. Consolidated net secured funded indebtedness is comprised of indebtedness for borrowed money, letters of credit, deferred purchase price obligations and capital lease obligations, all of which is secured by leans on our property. In addition, the Term A-9 Loans will be subject to a 5.25x consolidated net secured leverage ratio commencing at the fiscal quarter ending December 31, 2024, which will, at our option, increase to 5.75x for four consecutive fiscal quarters following a material permitted acquisition. Our ability to meet either financial ratio can be affected by events beyond our control, and we cannot assure you that we will meet either ratio. Any breach of either financial covenant could result in an event of default under the amended senior secured credit facility. Upon the occurrence of any event of default under the amended senior secured credit facility, the lenders could elect to declare all amounts outstanding under the amended senior secured credit facility to be immediately due and payable and terminate all commitments to extend further credit. Any default and subsequent acceleration of payments under the amended senior secured credit facility would have a material adverse effect on our results of operations, financial position and cash flows. Additionally, under the amended senior secured credit facility, our ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is also tied to baskets and ratios based on Consolidated EBITDA. Our consolidated net secured leverage ratio as of June 30, 2026 is 1.70.

Previous wording

Consolidated EBITDA attributable to noncontrolling interest represents Consolidated EBITDA based on the ownership interest retained by the noncontrolling parties of DomaniRx, our consolidated variable interest entity.

Current wording

Consolidated EBITDA attributable to noncontrolling interest represents the proportionate share of Consolidated EBITDA of DomaniRx, LLC (a consolidated joint venture) retained by our joint venture partners.