TransUnion
For the period ended Jun 30, 2024. Filed Jul 25, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Jul 25, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-04-25.
0001552033-24-000040
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-07-25.
0001552033-24-000065
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 252 previous paragraphs and 267 current paragraphs.
178 unchanged; 59 reworded; 26 added; 14 removed; 1 previous and 4 current paragraphs rearranged.
Tables are not compared: 19 previous and 22 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (26)
Current report
On June 24, 2024, we executed Amendment No. 23 to the Senior Secured Credit Facility, pursuant to which we entered into Senior Secured Term Loan B-8 with an aggregate principal amount of $1.5 billion, the proceeds of which were used to repay a portion of Senior Secured Term Loan B-5. In connection with this refinancing, we incurred related financing fees and expenses.
Current report
For the three months ended June 30, 2024, revenue increased $72.8 million, or 7.5%, compared with the same period in 2023, due to growth in both segments, partially offset by a decrease of 0.1% from the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.
Current report
For the three months ended June 30, 2024, cost of services increased $19.7 million compared with the same period in 2023. The increase was due primarily to:
Current report
•a negligible increase from the impact of foreign currencies on the expenses of our International operations,
Current report
•a net decrease of approximately $12.0 million in labor costs as we realize benefits from our operating model transformation, partially offset by an increase in annual incentive compensation; and
Current report
For the six months ended June 30, 2024, cost of services, increased $45.2 million compared with the same period in 2023. The increase was due primarily to:
Current report
•an increase of approximately $6.0 million from our operating model optimization program in our Corporate unit;
Current report
•an increase of approximately $6.0 million in technology costs, including our accelerated technology investment; and
Current report
•a net decrease of approximately$15.0 million in labor costs as we realize benefits from our operating model transformation, partially offset by an increase in annual incentive compensation; and
Current report
•a decrease of approximately $6.0 million in integration costs of our business acquisitions, an initiative that was completed last year.
Current report
For the three months ended June 30, 2024, selling, general and administrative expenses increased $18.3 million compared with the same period in 2023. The increase was primarily due to:
Current report
•a decrease of approximately $2.0 million in integration costs of our business acquisitions, an initiative that was completed last year; and
Current report
•a negligible decrease million from the impact of foreign currencies on the expenses of our International operations.
Current report
For the six months ended June 30, 2024, selling, general and administrative expenses increased $39.3 million compared with the same period in 2023. The increase was primarily due to:
Current report
•an increase of approximately $7.0 million from our operating model optimization program in our Corporate unit; and
Current report
•a negligible increase from the impact of foreign currencies on the expenses of our International operations,
Current report
•a decrease of approximately $5.0 million in integration costs of our business acquisitions, an initiative that was completed last year.
Current report
For the three months ended June 30, 2024, other income (expense), net consists of $1.3 million of net currency remeasurement gains, a $1.2 million gain related to post-acquisition adjustments from previous acquisitions, and a $0.9 million gain of other miscellaneous non-operating income and expenses, partially offset by a $0.7 million net loss from fair value and impairment adjustment. For the six months ended June 30, 2024, other income (expense), net consists of a $5.7 million loss related to post-acquisition adjustments from previous acquisitions, $1.3 million of net currency remeasurement losses and a $0.8 million net loss from fair value and impairment adjustments, partially offset by a $0.7 million net gain from other miscellaneous non-operating income and expense items.
Current report
For the three months ended June 30, 2024, we reported an effective tax rate of 25.7%, which was higher than the 21.0% U.S. federal corporate statutory rate primarily due to foreign withholding taxes, nondeductible expenses primarily in connection with executive compensation limitations and uncertain tax positions, partially offset by benefits from the foreign rate differential and the research and development credit.
Current report
For the six months ended June 30, 2023, we reported an effective tax rate of 24.9%, which was higher than the 21.0% U.S. federal corporate statutory rate primarily due to the impact of increases for foreign withholding taxes, uncertain tax positions, and nondeductible expenses primarily in connection with executive compensation limitations, partially offset by benefits from the foreign rate differential and the research and development credit.
Current report
Segment Results of Operations—Three and Six Months Ended June 30, 2024 and 2023
Current report
Emerging Verticals: For the three and six months ended June 30, 2024, revenue increased $12.9 million, or 4.4%, and $25.3 million, or 4.4%, respectively, compared with the same periods in 2023, primarily due to increases in all markets except Communications and Tenant & Employment, due to a variety of market improvements, new product and other volume increases, and business wins in our markets to varying degrees in both periods, partially offset by a decrease in the Tenant & Employment market due to decreased volumes and price concessions in both periods.
Current report
For the three and six months ended June 30, 2024, Adjusted EBITDA increased $27.3 million and $43.7 million, respectively, compared with the same periods in 2023, primarily due to an increase in revenue and a decrease in labor costs from our operating model optimization program, partially offset by higher variable product cost and an increase in litigation expenses in both periods. For the three and six months ended June 30, 2024, Adjusted EBITDA margins increased 1.2% and 0.5%, respectively, compared with the same periods in 2023, primarily due to revenue growth and realization of cost savings from the transformation plan.
Current report
Operating model optimization consisted of the following adjustments:
Current report
Operating model optimization consisted of the following adjustments:
Current report
Operating model optimization consisted of the following adjustments:
Removed paragraphs (14)
Previous report
Cost of services increased $25.5 million for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to:
Previous report
•an increase of approximately $4.0 million in ongoing technology costs;
Previous report
•an increase of approximately $1.0 from the impact of foreign currencies on the expenses of our International operations,
Previous report
partially offset by:
Previous report
•a net decrease of approximately$3.0 million in labor costs primarily in our U.S. Markets segment; and
Previous report
Selling, general and administrative expenses increased $21.0 million for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to:
Previous report
•an increase of approximately $4.0 million from our operating model optimization program in our Corporate unit; and
Previous report
partially offset by:
Previous report
Emerging Verticals: Revenue increased $12.4 million, or 4.4%, for the three months ended March 31, 2024, compared with the same period in 2023, due primarily to increases in all verticals except Tenant & Employment Screening due primarily to increased fraud and identity management solutions and other volume increases. These increases were partially offset by a decrease in our Tenant & Employment Screening vertical from a decrease in volumes and price concessions.
Previous report
Adjusted EBITDA increased $16.4 million for the three months ended March 31, 2024, compared with the same period in 2023. The increase was primarily due to an increase in revenue, partially offset by higher variable product cost. Adjusted EBITDA margins decreased 0.2% primarily due to the impact of stronger growth in lower margin business and an increase in certain legal and regulatory expenses.
Previous report
Consists of restructuring expenses of $16.8 million related to employee separation costs and $1.4 million related to non-cash facility lease impairments, as well as $6.2 million related to business process optimization expenses included primarily in selling, general and administrative.
Previous report
Consolidated Adjusted EBITDA increased $35.8 million for thethree months ended March 31, 2024, compared with the same periods in 2023, primarily due to an increase in revenue partially offset by higher product costs, employee-related expenses and legal and regulatory expenses.
Previous report
Consists of restructuring expenses of $16.8 million related to employee separation costs and $1.4 million related to non-cash facility lease impairments, as well as $6.2 million related to business process optimization expenses included primarily in selling, general and administrative.
Previous report
Consists of restructuring expenses of $88.7 million related to employee separation costs and $4.8 million related to non-cash facility lease impairments, as well as $8.5 million related to business process optimization expenses included primarily in selling, general and administrative.
Reworded paragraphs (59)
Previous wording
As discussed in Part 1, Item 1, “Unaudited Consolidated Financial Statements - Notes to Unaudited Consolidated Financial Statements,” Note 1, “Significant Accounting and Reporting Policies,” the Company reorganized its operations to merge its Consumer Interactive operating segment with its U.S. Markets operating segment. In addition, we have changed the responsibility for certain international operations previously managed within the U.S. Markets segment to certain regions within the International segment. We now report two operating segments, U.S. Markets and International, which are consistent with our reportable segments, and reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker (“CODM”) assesses the Company’s performance. The reporting of certain revenue from the acquisition of Argus Information and Advisory Services, Inc. and Commerce Signals, Inc. (collectively, “Argus”), which was previously reported within our Financial Services vertical, is now reported in Emerging Verticals in the U.S. Markets operating segment. While this change does not impact our operating segments, it does impact our disaggregated revenue disclosures. See Part I, Item 1 “Notes to Unaudited Consolidated Financial Statements,” Note 16, “Reportable Segments” for additional information about our operating segments.
Current wording
As discussed in Part 1, Item 1, “Unaudited Consolidated Financial Statements - Notes to Unaudited Consolidated Financial Statements,” Note 1, “Significant Accounting and Reporting Policies,” during the first quarter of 2024, we reorganized our operations to merge our Consumer Interactive operating segment with our U.S. Markets operating segment in the first quarter of 2024. In addition, we changed the responsibility for certain international operations previously managed within the U.S. Markets segment to certain regions within the International segment. We now report two operating segments, U.S. Markets and International, which are consistent with our reportable segments, and reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker (“CODM”) assesses the Company’s performance. The reporting of certain revenue from the acquisition of Argus Information and Advisory Services, Inc. and Commerce Signals, Inc. (collectively, “Argus”), which was previously reported within our Financial Services vertical, is now reported in Emerging Verticals in the U.S. Markets operating segment. While this change does not impact our operating segments, it does impact our disaggregated revenue disclosures. See Part I, Item 1 “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 16, “Reportable Segments” for additional information about our operating segments.
Previous wording
During the first three months of 2024, the U.S. economy and labor market remained resilient with solid GDP growth, low unemployment, and rising wages, despite the Federal Reserve maintaining higher interest rates in the face of subsiding but still elevated inflation. The relative macroeconomic strength of the U.S. was also reflected in broad strength in our emerging markets and improved indicators in the U.K. The U.K. is beginning to show signs of recovery driven by falling inflation leading to support levels of real income and a recovery in economic activity. Additionally, our International segment began to see a slight positive impact from foreign exchange rates. In the U.S., the impact of higher interest rates has slowed demand for consumer loans and auto loans, and has been more pronounced in the housing sector, where higher borrowing rates impact both home affordability, driving down purchase activity, and demand for mortgage loan refinancing. The impact of continued elevated interest rates on slowing aggregate demand is expected to result in a mild increase in unemployment levels over the next year, which is likely to reduce consumer credit activity. At the same time, a slowdown in economic activity and job growth could prompt the Federal Reserve to begin lowering interest rates, which could spur increased demand for rate-sensitive lending products, in particular mortgage loans. These dynamics impact the comparability of our results of operations, including our revenue and expense, between the periods presented below.
Current wording
During the first six months of 2024, the U.S. economy and labor market remained resilient with solid GDP growth, rising but still low unemployment, and rising wages, despite the Federal Reserve maintaining higher interest rates in the face of subsiding inflation. The relative macroeconomic strength of the U.S. was also reflected in broad strength in our emerging markets and improved indicators in the U.K. The U.K. is beginning to show signs of recovery driven by falling inflation and a recovery in economic activity. Additionally, our International segment began to see a slight positive impact from foreign exchange rates. In the U.S., the impact of higher interest rates has slowed demand for consumer loans and auto loans, and has been more pronounced in the housing sector, where higher borrowing rates impact both home affordability, driving down purchase activity, and demand for mortgage loan refinancing. The impact of continued elevated interest rates on slowing aggregate demand is expected to result in a mild increase in unemployment levels over the next year, which is likely to reduce consumer credit activity. At the same time, a slowdown in economic activity and job growth could prompt the Federal Reserve to begin lowering interest rates, which could spur increased demand for rate-sensitive lending products, in particular mortgage loans. Foreign central banks including in Canada and Europe have already begun to lower rates which we expect will increase demand for these rate-sensitive lending products. These dynamics impact the comparability of our results of operations, including our revenue and expense, between the periods presented below.
Previous wording
We believe that inflation has had and we expect will continue to have a negative impact on our business and results of operations, including decreased demand for our services resulting from the Federal Reserve and other central banks raising rates. While central banks have paused rate increases and current conditions indicate that they may begin to cautiously lower rates from the higher interest rates established to combat inflation, rates that remain higher may result in slowing consumer spending on non-essential goods and services, and consequently lower demand for credit. The impact of elevated but subsiding levels of inflation and the resulting response by the Federal Reserve and other central banks to maintain higher but decreasing interest rates could have a material adverse impact on various aspects of our business in the future.
Current wording
We believe that inflation has had and will continue to have a negative impact on our business and results of operations, including decreased demand for our services resulting from the Federal Reserve and other central banks raising rates. While central banks have paused rate increases and current conditions indicate that they may begin to cautiously lower rates from the higher interest rates established to combat inflation, rates that remain higher may result in slowing consumer spending on non-essential goods and services, and consequently lower demand for credit. The impact of elevated but subsiding levels of inflation and the resulting response by the Federal Reserve and other central banks to maintain higher but decreasing interest rates could have a material adverse impact on various aspects of our business in the future.
Previous wording
On November 12, 2023, our Board of Directors (“Board”) approved a transformation plan to optimize our operating model and continue to advance our technology. We expect to recognize one-time pre-tax expenses associated with this transformation plan of $355.0 to $375.0 million from the fourth quarter of 2023 through the end of 2025, with the majority of costs to be incurred by the end of 2024. All pre-tax expenses will be cash expenditures, other than approximately $15.0 to $20.0 million of non-cash, facility exit costs. In addition, we anticipate capital expenditures to increase to approximately 9% of revenue in 2024 and then return to approximately 8% of revenue for 2025 due to investment in our technology infrastructure in connection with this transformation plan. Upon completion of this plan, we expect to generate annual savings of $120.0 to $140.0 million and reduce our capital expenditures from 8% of revenue to 6%, based on 2023 revenue. The following summarizes initiatives under the transformation plan.
Current wording
On November 12, 2023, our Board of Directors (“Board”) approved a transformation plan to optimize our operating model and continue to advance our technology. We expect to recognize one-time pre-tax expenses associated with this transformation plan of $355.0 to $375.0 million from the fourth quarter of 2023 through the completion of the transformation plan at the end of 2025, with the majority of costs to be incurred by the end of 2024. All pre-tax expenses will be cash expenditures, other than approximately $15.0 million of non-cash, facility exit costs. In addition, we anticipate capital expenditures to increase to approximately 9% of revenue in 2024 and then return to approximately 8% of revenue for 2025 due to investment in our technology infrastructure in connection with this transformation plan. Upon completion of this plan, we expect to generate annual savings of $120.0 to $140.0 million and reduce our capital expenditures from 8% of revenue to 6%, based on 2023 revenue. The following summarizes initiatives under the transformation plan.
Previous wording
•The operating model optimization program will reduce our global workforce, transition certain job responsibilities to our Global Capability Centers, which we expect will improve productivity, reduce costs, fund growth, optimize business processes and reduce our facility footprint. We expect to incur total one-time, pre-tax expenses of $205.0 to $215.0 million, including employee separation expenses of approximately $110.0 million, facility exit expenses of approximately $45.0 million, and business optimization expenses of approximately $55.0 million.
Current wording
•The operating model optimization program will eliminate certain roles, transition certain job responsibilities to our Global Capability Centers, which we expect will improve productivity, reduce costs, fund growth, optimize business processes and reduce our facility footprint. We expect to incur total one-time, pre-tax expenses of $205.0 to $215.0 million, including employee separation expenses of approximately $110.0 million, facility exit expenses of approximately $45.0 million, and business optimization expenses of approximately $55.0 million.
Previous wording
For the three months ended March 31, 2024, we incurred total expenses associated with the transformation plan of $24.4 million, comprised of restructuring expenses of $16.8 million for employee separation and $1.4 million for non-cash impairment charges associated with leased facilities, as well as $6.2 million of other business optimization expenses. Employee separation costs and non-cash impairment charges are included in Restructuring expenses in our Consolidated Statements of Operations. Since the inception of the operating model optimization program, we have incurred cumulative expenses of $102.0 million.
Current wording
For the three months ended June 30, 2024, we incurred total expenses associated with the transformation plan of $14.6 million, comprised of restructuring expenses of $7.9 million for employee separation and $0.2 million for non-cash impairment charges associated with leased facilities, as well as $6.5 million of other business optimization expenses. For the six months ended June 30, 2024, we incurred total expenses associated with the transformation plan of $39.1 million, comprised of restructuring expenses of $24.6 million for employee separation and $1.7 million for non-cash impairment charges associated with leased facilities, as well as $12.8 million of other business optimization expenses. Employee separation costs and non-cash impairment charges are included in restructuring expenses in our Consolidated Statements of Operations. Since the inception of the operating model optimization program, we have incurred cumulative expenses of $116.7 million.
Previous wording
We have accrued liabilities for payment of employee separation costs of $48.6 million and $64.9 million as of March 31, 2024 and December 31, 2023, respectively. See Part I, Item 1, “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 8, “Restructuring.”
Current wording
We have accrued liabilities for payment of employee separation costs of $35.1 million and $64.9 million as of June 30, 2024 and December 31, 2023, respectively. See Part I, Item 1, “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 8, “Restructuring.”
Previous wording
During 2023, we prepaid $250.0 million of our Senior Secured Term Loan B-6, funded from cash-on-hand. These transactions affect the comparability of interest expense between 2024 and 2023, as further discussed in “Results of Operations – Non-Operating Income and (Expense) – Interest Expense” below.
Current wording
During the three months ended June 30, 2024, we prepaid $80.0 million of our Senior Secured Term Loan B-5, funded from cash-on-hand. During the three and six months ended June 30, 2023, we prepaid $75.0 million and $150.0 million, respectively, of our Senior Secured Term Loan B-6, funded from cash-on-hand. These transactions affect the comparability of interest expense between 2024 and 2023, as further discussed in “Results of Operations – Non-Operating Income and (Expense) – Interest Expense” below.
Previous wording
Costs of services include data acquisition and royalty fees, personnel costs related to our databases and software applications, consumer and call center support costs, hardware and software maintenance costs, telecommunication expenses and occupancy costs associated with the facilities where these functions are performed.
Current wording
Costs of services include data acquisition and royalty fees, personnel costs related to our databases and software applications, consumer and call center support costs, hardware and software maintenance costs, telecommunications expenses and occupancy costs associated with facilities where these functions are performed.
Previous wording
Results of Operations —Three Months Ended March 31, 2024 and 2023
Current wording
Results of Operations —Three and Six Months Ended June 30, 2024 and 2023
Previous wording
For the three months ended March 31, 2024 and 2023, our results of operations were as follows:
Current wording
For the three and six months ended June 30, 2024 and 2023, our results of operations were as follows:
Previous wording
We revised the Consolidated Statements of Operations for the three months ended March 31, 2023, to correct the classification of certain expenses between cost of services and selling, general and administrative. See Part I, Item 1, “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 1, “Significant Accounting and Reporting Policies” and Note 19, “Revision of Previously Issued Financial Statements.”
Current wording
We revised the Consolidated Statements of Operations for the three and six months ended June 30, 2023, to correct the classification of certain expenses between cost of services and selling, general and administrative. See Part I, Item 1, “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 1, “Significant Accounting and Reporting Policies” and Note 19, “Revision of Previously Issued Financial Statements.”
Previous wording
For the three months ended March 31, 2024, revenue increased $81.0 million, or 8.6%, compared with the same period in 2023, due primarily to growth in both segments, including an increase of 0.3% due to the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.
Current wording
For the six months ended June 30, 2024, revenue increased $153.8 million, or 8.1%, compared with the same period in 2023, due to growth in both segments, including an increase of 0.1% due to the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.
Previous wording
•an increase of approximately $24.0 million in variable and non-variable product costs resulting from the increase in volume in both segments, and an increase in certain product cost pricing primarily in our U.S. Markets segment;
Current wording
•an increase of approximately $28.0 million in variable and non-variable product costs resulting from the increase in volume in both segments, and an increase in certain product cost pricing primarily in our U.S. Markets segment;
Previous wording
•an increase of approximately $3.0 million from our operating model optimization program in our Corporate unit; and
Current wording
•an increase of approximately $3.0 million from our operating model optimization program in our Corporate unit;
Previous wording
•a decrease of approximately $3.0 million in integration costs of our business acquisitions, an initiative that was completed last year.
Current wording
•an increase of approximately $3.0 million in technology costs, including our accelerated technology investment; and
Previous wording
•a net increase of approximately $8.0 million in labor costs, including annual incentive compensation, stock-based incentive compensation and employee benefits, primarily in our Corporate unit and International segment;
Current wording
•a net increase of approximately $13.0 million in labor costs, including annual incentive compensation, stock-based incentive compensation and employee benefits;
Previous wording
•an increase of approximately $11.0 million in certain legal and regulatory expenses, primarily in our U.S. Markets segment;
Current wording
•an increase of approximately $18.0 million in certain legal and regulatory expenses, primarily in our U.S. Markets segment;
Previous wording
Depreciation and amortization increased $4.3 million for the three months ended March 31, 2024, compared with the same period in 2023 due primarily to the increase in capital expenditures in the past 12 months, including for our accelerated technology investment initiative.
Current wording
For the three and six months ended June 30, 2024, depreciation and amortization increased $2.8 million and $7.1 million, respectively, compared with the same periods in 2023 primarily due to the increase in capital expenditures related to our accelerated technology investment initiative.
Previous wording
Restructuring expenses relate to our operating model optimization program. For the three months ended March 31, 2024, these expenses include approximately$16.8 million related to employee separation and$1.4 million related to facility exits.
Current wording
Restructuring expenses relate to our operating model optimization program. For the three and six months ended June 30, 2024, these expenses include approximately$7.9 million and$24.6 million, respectively, related to employee separation, and$0.2 millionand$1.7 million, respectively, related to facility exits.
Previous wording
For the three months ended March 31, 2024, interest expense decreased $3.1 million compared with the same period in 2023. This decrease was due to a decrease in outstanding principal balance due to the prepayments made in 2023, partially offset by an increase in theaverage periodic variable interest rate on the unhedged portion of our debt.
Current wording
For the three and six months ended June 30, 2024, interest expense decreased $4.8 million and $7.9 million compared with the same periods in 2023. This decrease was due to a decrease in outstanding principal balance due to the prepayments made in 2023 and 2024, partially offset by an increase in theaverage periodic variable interest rate on the unhedged portion of our debt.
Previous wording
The change in interest income for the current period compared to the prior period is not significant.
Current wording
The change in interest income for the current period compared to the prior period was primarily due to an increase in our average investment balances and an increase in interest rates.
Previous wording
For the three months ended March 31, 2024, debt-related expenses included $3.1 million of unamortized original issue discount, deferred financing fees, and other related fees expensed as a result of our debt prepayments and refinancing of our Senior Secured Term Loan B-6, and $0.6 million of other debt financing expenses. For the three months ended March 31, 2023, debt-related expenses included $1.1 million of deferred financing fees and other net costs expensed as a result of our debt prepayments of our Senior Secured Term Loan B-6.
Current wording
For the three and six months ended June 30, 2024, debt-related expenses included $6.0 million and $9.1 million, respectively, of unamortized original issue discount, deferred financing fees, and other related fees expensed as a result of our debt prepayments and refinancings, and $0.6 million and $1.1 million respectively, of amortized deferred financing fees. For the three and six months ended June 30, 2023, debt-related expenses included $1.0 million and $2.1 million, respectively, of unamortized original issue discount, deferred financing fees and other related fees expensed as a result of debt prepayments, and $0.5 million and $1.1 million, respectively, of amortized deferred financing expenses.
Previous wording
For the three months ended March 31, 2024, other income (expense), net included $(10.9) million of pre-acquisition net liabilities related to previous acquisitions and disposals, a $4.7 million gain on a cost method investment, $(2.6) million of net currency remeasurement losses, and other miscellaneous non-operating income and expense items. For the three months ended March 31, 2023, other income (expense), net included $2.7 million of net currency remeasurement losses and other miscellaneous non-operating income and expense items.
Current wording
For the three months ended June 30, 2023, other income (expense) consists of a $11.9 million net loss from fair value and impairment adjustments, $3.0 million of net currency measurement losses, and a $2.5 million loss related to post-acquisition adjustments from previous acquisitions, partially offset by a $3.1 million net gain from other miscellaneous non-operating income and expense items. For the six months ended June 30, 2023, other income (expense) consists of an $11.5 million net loss from fair value and impairment adjustments, $5.7 million of net currency remeasurement losses and a $5.1 million loss related to post-acquisition adjustments from previous acquisitions, partially offset by a $4.3 million net gain from other miscellaneous non-operating income and expense items.
Previous wording
For the three months ended March 31, 2024, we reported an effective tax rate of 15.7%, which was lower than the 21.0% U.S. federal corporate statutory rate due primarily to the impact of benefits on the remeasurement of deferred taxes due to changes in state apportionment rates, benefits from the foreign rate differential, and the research and development credit, partially offset by the impact of increases for foreign withholding taxes, nondeductible expenses primarily in connection with executive compensation limitations and uncertain tax positions.
Current wording
For the six months ended June 30, 2024, we reported an effective tax rate of 21.6%, which was higher than the 21.0% U.S. federal corporate statutory rate primarily due toforeign withholding taxes, nondeductible expenses primarily in connection with executive compensation limitations and uncertain tax positions, partially offset by benefits from the foreign rate differential, the remeasurement of deferred taxes due to changes in state apportionment rates, and the research and development credit.
Previous wording
For the three months ended March 31, 2023, we reported an effective tax rate of 24.6%, which was higher than the 21.0% U.S. federal corporate statutory rate due primarily to the impact of increases for foreign withholding taxes, uncertain tax positions, nondeductible expenses primarily in connection with executive compensation limitations, and excess tax expenses for stock-based compensation, partially offset by benefits from the foreign rate differential and the research and development credit.
Current wording
For the three months ended June 30, 2023, we reported an effective tax rate of 25.2%, which was higher than the 21.0% U.S. federal corporate statutory rate primarily due to the impact of increases for foreign withholding taxes, uncertain tax positions, and nondeductible expenses primarily in connection with executive compensation limitations, partially offset by benefits from the foreign rate differential and the research and development credit.
Previous wording
Management, including our CODM, evaluates the financial performance of our businesses based on revenue and segment Adjusted EBITDA. As discussed above, we have reorganized our operations and now have two operating segments, U.S. Markets and International. Prior period amounts have been recast to conform to our current operating structure. For the three months ended March 31, 2024 and 2023, our segment revenue, segment Adjusted EBITDA and Segment Adjusted EBITDA Margin were as follows:
Current wording
Management, including our CODM, evaluates the financial performance of our businesses based on revenue, segment Adjusted EBITDA. As discussed above, we have reorganized our operations and now have two operating segments, U.S. Markets and International. Prior period amounts have been recast to conform to our current operating structure. For the three and six months ended June 30, 2024 and 2023, our segment revenue, segment Adjusted EBITDA and segment Adjusted EBITDA Margin were as follows:
Previous wording
U.S. Markets revenue increased$48.9 million, or 6.6%, compared withthe same period in 2023. The increase was due to an increase in our Financial Services and Emerging verticals, partially offset by a decrease in Consumer Interactive.
Current wording
For the three and six months ended June 30, 2024, U.S. Markets revenue increased$46.1 million, or 6.0%, and$95.0 million, or 6.3%, respectively, compared withthe same periods in 2023. An increase in our Financial Services and Emerging Verticals was partially offset by a decrease in Consumer Interactive in both periods.
Previous wording
Financial Services: Revenue increased $39.4 million, or 12.6%, compared with the same period in 2023. Our Mortgage line of business had strong growth due primarily toprice increases. Our Consumer Lending line of business increased due primarily to a change in customer mix. And our Auto line of business increased due to price increases and new business wins, partially offset by a decline in base volume. Our Card and Banking line of business was essentially flat for the quarter. In addition, all lines of business except Auto had an increase in batch jobs.
Current wording
Financial Services: For the three months ended June 30, 2024, revenue increased $35.1 million, or 10.8%, compared with the same period in 2023. Our Mortgage line of business had most of the growth primarily due toprice increases. Our Auto line of business increased primarily due to price increases. Our Card and Banking and our Consumer Lending line of businesses decreased primarily due to a decrease in volume. In addition, all lines of business except Auto had an increase in revenue from batch jobs. For the six months ended June 30, 2024, revenue increased $74.5 million, or 11.7%, compared with the same period in 2023. Our Mortgage line of business had most of the growth primarily due toprice increases. Our Auto line of business increased primarily due to price increases and new business wins. Our Consumer Lending and our Card and Banking line of business decreased primarily due to volume decreases. In addition, all lines of business except Auto had an increase in revenue from batch jobs.
Previous wording
Consumer Interactive: Revenue decreased $3.0 million, or 2.1%, compared with the same period in 2023. A decrease in our Direct channel from slowing demand for paid credit products was partially offset by an increase in our Indirect channel driven by breach revenue.
Current wording
Consumer Interactive: For the three and six months ended June 30, 2024, revenue decreased $1.9 million, or 1.3%, and $4.9 million, or 1.7%, respectively, compared with the same periods in 2023. A decrease in our Direct channel from slowing demand for paid credit products was partially offset by an increase in our Indirect channel driven by breach revenue in both periods.
Previous wording
International revenue increased $32.7 million, or 16.1%, for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to higher local currency revenue in all regions except for the United Kingdom, which was essentially flat, driven by increased volumes from improving economic conditions in all regions and new product initiatives. Revenue increased 1.2% from impact of foreign currencies.
Current wording
For the three and six months ended June 30, 2024, International revenue increased $27.3 million, or 13.1%, and $60.0 million, or 14.6%, respectively, compared with the same periods in 2023 primarily due to higher local currency revenue in all regions, driven by increased volumes from improving economic conditions and new product initiatives, partially offset by a decrease of 0.6% for the three month period and an increase of 0.3% for the six month period from the impact of foreign currencies.
Previous wording
Canada: Revenue increased $6.0 million, or 18.8%, for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to higher local currency revenue from volume increases, new business wins, and increased batch and breach services. Revenue increased 0.4% from the impact of foreign currencies.
Current wording
Canada: For the three and six months ended June 30, 2024, Canada revenue increased $3.5 million, or 10.0%, and$9.5 million , or 14.1%, respectively, compared with the same periods in 2023, primarily due to higher local currency revenue from broad-based volume increases, new business wins, and increased batch and breach services in both periods, partially offset by a decrease of 2.0% and 0.8%, respectively, from the impact of foreign currencies.
Previous wording
Latin America: Revenue increased $4.1 million, or 14.2%, for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to higher local currency revenue from broad-based growth across several of our markets, partially offset by the impact of a one-time contract in 2023. Revenue increased 7.4% from the impact of foreign currencies.
Current wording
Latin America: For the three and six months ended June 30, 2024, Latin America revenue increased $4.3 million, or 14.3%, and$8.4 million, or 14.3%, respectively, compared with the same periods in 2023, primarily due to higher local currency revenue from broad-based growth across several of our markets in both periods, partially offset by the impact of a one-time contract in 2023 and an increase of 1.5% and 4.4%, respectively, from the impact of foreign currencies.
Previous wording
United Kingdom: Revenue increased $2.0 million, or 3.9%, for thethree months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to an increase of 4.1% from the impact of foreign currency and higher volume, partially offset by the impact of a drop in volume for a one-time contract in the prior year.
Current wording
United Kingdom: For the three and six months ended June 30, 2024, United Kingdom revenue increased $2.6 million, or 4.8%, and$4.6 million, or 4.4%, respectively, compared with the same periods in 2023, primarily due to volume and batch increases in both periods, and an increase of 0.8% and 2.4%, respectively, from the impact of foreign currency, partially offset by the impact of a drop in volume for a one-time contract in the prior year for the six-month period.
Previous wording
Africa: Revenue increased $0.5 million, or 3.5%, for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to meaningful new business wins and contract renewals as well as volume growth in emerging countries and emerging verticals. Revenue decreased 8.3% from the impact of foreign currencies.
Current wording
Africa: For the three and six months ended June 30, 2024, Africa revenue increased $1.3 million, or 8.8%, and$1.8 million, or 6.2%, respectively, comp ared with the same periods in 2023, primarily due to meaningful new business wins and contract renewals as well as volume growth in emerging countries and emerging verticals in both periods, partially offset by a decrease of 1.2% and 4.8%, respectively, from the impact of foreign currencies.
Previous wording
India: Revenue increased $16.5 million, or 30.1%, for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to higher local currency revenue from strong, broad-based growth across all aspects of the business, including online, batch, consumer and commercial volumes. Revenue decreased 1.2% from the impact of foreign currencies.
Current wording
India: For the three and six months ended June 30, 2024, India revenue increased $12.5 million, or 24.6%, and$29.0 million, or 27.4%, respectively, compared with the same periods in 2023, primarily due to higher local currency revenue from strong, broad-based growth across all aspects of the business, including online, batch, consumer and commercial volumes in both periods, partially offset by a decrease of 1.9% and 1.6%, respectively, from the impact of foreign currencies
Previous wording
Asia Pacific: Revenue increased $3.6 million, or 16.7%, for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to strong growth in the Philippines across key banking clients, along with growth in Hong Kong from our FinTech and other clients. Revenue decreased 0.5% from the impact of foreign currencies.
Current wording
Asia Pacific: For the three and six months ended June 30, 2024, Asia Pacific revenue increased $3.0 million, or 13.1%, and$6.7 million, or 14.9%, respectively compared with the same periods in 2023, primarily due to strong growth in the Philippines across key banking clients, along with growth in Hong Kong from our FinTech and other clients in both periods, partially offset by a decrease of 1.0% and 0.7%, respectively, from the impact of foreign currencies.
Previous wording
Adjusted EBITDA increased $19.5 million for the three months ended March 31, 2024, compared with the same period in 2023. The increase was due primarily to increased revenue in India and other regions, as discussed above. Adjusted EBITDA margins increased 2.3% because of higher margin revenue in India.
Current wording
For the three and six months ended June 30, 2024, Adjusted EBITDA increased $14.1 million and $33.6 million, respectively, compared with the same periods in 2023. The increase was primarily due to increased revenue in India and other regions as discussed above in both periods. For the three and six months ended June 30, 2024, Adjusted EBITDA margins increased 1.2% and 1.8%, respectively, primarily due to higher margin revenue in India and margin improvements in our other larger regions primarily due to revenue growth in both periods.
Previous wording
Non-GAAP measures—Three Months Ended March 31, 2024 and 2023
Current wording
Non-GAAP measures—Three and Six Months Ended June 30, 2024 and 2023
Previous wording
In addition to the GAAP measures discussed above, Management, including our CODM, evaluates the financial performance of our businesses based on the non-GAAP measures Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings per Share, Adjusted Provision for Income Taxes, Adjusted Effective Tax Rate and Leverage Ratio.
Current wording
In addition to the financial measures in conformity with generally accepted accounting principles (“GAAP”) discussed above, Management, including our CODM, evaluates the financial performance of our businesses based on the non-GAAP measures Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings per Share, Adjusted Provision for Income Taxes, Adjusted Effective Tax Rate and Leverage Ratio, as defined below.
Showing the first 40 of 59 pairs. Open the source sections for the rest.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
•an increase of approximately $52.0 million in variable and non-variable product costs resulting from the increase in volume in both segments, and an increase in certain product cost pricing primarily in our U.S. Markets segment;
Current report — wording carried from elsewhere
•an increase of approximately $6.0 million in certain legal and regulatory expenses, primarily in our U.S. Markets segment; and
Current report — wording carried from elsewhere
•an increase of approximately $3.0 million from our operating model optimization program in our Corporate unit,
Current report — wording carried from elsewhere
•a net increase of approximately $21.0 million in labor costs, including annual incentive compensation, stock-based incentive compensation and employee benefits;
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Segment Results of Operations—Three Months Ended March 31, 2024 and 2023