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What changed in JONES LANG LASALLE INC's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of JONES LANG LASALLE INC's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+353 added−370 removedSource: 10-K (2025-02-19) vs 10-K (2024-02-27)

Top changes in JONES LANG LASALLE INC's 2024 10-K

353 paragraphs added · 370 removed · 267 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

112 edited+24 added−27 removed99 unchanged
Biggest changeFinancial Strength Our broad geographic reach and the range of our global service offerings diversify the sources of our revenue, reducing overall volatility in operating a real estate services business. This further differentiates JLL from firms with more limited service offerings, or that are only local/regional and must rely on fewer markets or services.
Biggest changeThis further differentiates JLL from firms with more limited service offerings, or that are only local/regional and must rely on fewer markets or services. Confidence in the financial strength of long-term service providers is important to our clients, who require this when they select real estate service providers.
Work Dynamics Workplace Management ("WPM") As a strategic partner of clients with a multinational footprint, Work Dynamics offers a single, cohesive service-delivery team focused on three key value levers: (i) making informed, data-driven decisions and digital transformation, (ii) achieving operational excellence through improved productivity and financial performance and (iii) attracting and retaining key talent through an enhanced user experience.
Work Dynamics Workplace Management As a strategic partner of clients with a multinational footprint, Work Dynamics offers a single, cohesive service-delivery team focused on three key value levers: (i) making informed, data-driven decisions and digital transformation, (ii) achieving operational excellence through improved productivity and financial performance and (iii) attracting and retaining talent through an enhanced user experience.
JLL Spark - Investments in Proptech We incubate and drive property technology (proptech) innovation across the real estate spectrum, supporting the development of an array of products and data analytics tools. One way we achieve this goal is through strategic investments in proptech funds and early to mid-stage proptech companies, including through our JLL Spark Global Ventures Funds.
JLL Spark - Investments in Proptech We drive property technology (proptech) innovation across the real estate spectrum, supporting the development of an array of products and data analytics tools. One way we achieve this goal is through strategic investments in proptech funds and early to mid-stage proptech companies, including through our JLL Spark Global Ventures Funds.
JLL Technologies is a global leader in proptech, expanding and refining our technology capabilities to deliver significant competitive advantages and value for our company and our clients, across all business lines. The technology and data solutions we provide include multiple cloud-based software products and AI-powered platforms.
JLL is a global leader in proptech, expanding and refining our technology capabilities to deliver significant competitive advantages and value for our company and our clients, across all business lines. The technology and data solutions we provide include multiple cloud-based software products and AI-powered platforms.
Staying true to this purpose in all that we do enables us to fully align with the best interests and ambitions of our clients and all our stakeholders. It exemplifies our commitment to the highest standards of environmental, social and corporate governance ("ESG"), and to a more sustainable, diverse and inclusive future.
Staying true to this purpose in all that we do enables us to fully align with the best interests and ambitions of our clients and all our stakeholders. It exemplifies our commitment to the highest standards of environmental, social and corporate governance ("ESG"), and to a more sustainable and inclusive future.
These mergers and acquisitions have given us additional share and scale in key geographical markets, expanded our capabilities in certain service offerings and further broadened the global platform we make available to our clients.
The mergers and acquisitions have given us additional share and scale in key geographical markets, expanded our capabilities in certain service offerings and further broadened the global platform we make available to our clients.
Staying true to this purpose enables us to align with the interests and ambitions of our clients and stakeholders. It exemplifies our commitment to the highest standards of ESG, and to a more sustainable, diverse and inclusive future.
Staying true to this purpose enables us to align with the interests and ambitions of our clients and stakeholders. It exemplifies our commitment to the highest standards of ESG, and to a more sustainable and inclusive future.
WPM solutions offered to clients range from mobile engineering at a single location to a full-service outsourcing, where we execute day-to-day operations management of client site locations, delivered through a globally-integrated platform with standardized processes. Facilities under management cover all real estate asset classes, including corporate headquarters, distribution facilities, hospitals, research and development facilities, data centers and industrial complexes.
Workplace Management solutions offered to clients range from mobile engineering at a single location to a full-service outsourcing, where we execute day-to-day operations management of client site locations, delivered through a globally-integrated platform with standardized processes. Facilities under management cover all real estate asset classes, including corporate headquarters, distribution facilities, hospitals, research and development facilities, data centers and industrial complexes.
LaSalle launched its first institutional investment fund in 1979, making us one of the most experienced real estate focused investment managers in the industry. We have invested, on behalf of our clients and ourselves, in real estate assets located in 28 countries around the globe, as well as in public real estate companies traded on all major stock exchanges.
LaSalle launched its first institutional investment fund in 1979, making us one of the most experienced real estate focused investment managers in the industry. We have invested, on behalf of our clients and ourselves, in real estate assets located in 25 countries around the globe, as well as in public real estate companies traded on all major stock exchanges.
Urbanization The concentration of culture, diversity, opportunity, facilities and creative expression supports the long-term global trend of migration into the world's major cities.
Urbanization The concentration of people, culture, diversity, opportunity, facilities and creative expression supports the long-term global trend of migration into the world's major cities.
We recognize the associated revenue at the time our performance obligation is satisfied, sometimes over the course of multiple years. In addition, our cloud-based software solutions enable higher-quality insight and decision-making through improved data and analytics, creating opportunities to improve clients' financial performance.
We recognize the associated revenue at the time our performance obligation is satisfied, sometimes over the course of multiple years. In addition, our cloud-based software solutions enable higher-quality insight and decision-making through improved data and analytics, creating opportunities to improve clients' financial and/or operating performance.
We intend to post on our website any amendment or waiver of the Code of Ethics with respect to a member of our Board or any of the executive officers named in our proxy statement. 25 Table of Conte nts On the Investor Relations page on our website, we make available our Annual Report on Form 10-K, our Proxy Statement on Schedule14A , our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”).
We intend to post on our website any amendment or waiver of the Code of Ethics with respect to a member of our Board or any of the executive officers named in our proxy statement. 25 Table of Contents On the Investor Relations page on our website, we make available our Annual Report on Form 10-K, our Proxy Statement on Schedule14A , our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”).
Individual projects are generally completed in less than one year, but client contracts may extend multiple years in duration and govern a number of discrete projects. 8 Table of Conte nts Portfolio Services Through the suite of services our Work Dynamics business provides to clients via our "One JLL" approach, we gain deep knowledge and extensive data about their corporate real estate footprints, business strategies and organizational priorities.
Individual projects are generally completed in less than one year, but client contracts may extend multiple years in duration and govern a number of discrete projects. 8 Table of Contents Portfolio Services Through the suite of services our Work Dynamics business provides to clients via our "One JLL" approach, we gain deep knowledge and extensive data about their corporate real estate footprints, business strategies and organizational priorities.
Our Finance, Legal and Sustainability functions are primarily responsible for the i ntegrity of our integrated reporting efforts, collaborating in the preparation and presentation of this report and engaging our organization's leadership. 21 Table of Conte nts SEASONALITY Historically, we have reported a relatively smaller revenue and profit in the first quarter with both measures increasing during each of the following three quarters.
Our Finance, Legal and Sustainability functions are primarily responsible for the i ntegrity of our integrated reporting efforts, collaborating in the preparation and presentation of this report and engaging our organization's leadership. 21 Table of Contents SEASONALITY Historically, we have reported a relatively smaller revenue and profit in the first quarter with both measures increasing during each of the following three quarters.
We have adopted the following corporate governance policies and approaches considered to be best practices in corporate governance. • Annual elections of all members of our Board • Annual "say on pay" votes by shareholders with respect to executive compensation • Right of shareholders owning 30% of the outstanding shares of our Common stock to call a special meeting of shareholders for any purpose • Majority voting in Director elections • Separation of Chairman and CEO roles, with the Chairman serving as Lead Independent Director • Required approval by the Nominating, Governance and Sustainability Committee of any related-party transactions 24 Table of Conte nts • Executive session among the Non-Executive Directors at each in-person meeting • Annual self-assessment by the Board and each of its Committees Code of Ethics.
We have adopted the following corporate governance policies and approaches considered to be best practices in corporate governance. • Annual elections of all members of our Board • Annual "say on pay" votes by shareholders with respect to executive compensation • Right of shareholders owning 30% of the outstanding shares of our Common stock to call a special meeting of shareholders for any purpose • Majority voting in Director elections • Separation of Chairman and CEO roles, with the Chairman serving as Lead Independent Director • Required approval by the Nominating, Governance and Sustainability Committee of any Director or Executive Officer related-party transactions • Executive session among the Non-Executive Directors at each in-person meeting • Annual self-assessment by the Board and each of its Committees 24 Table of Contents Code of Ethics.
Further, we will continue to develop and deploy technology to support our marketing and client development activities and to make our products and services increasingly accessible. Brand The combined strength of our JLL and LaSalle brands represents a significant advantage when we pursue new business opportunities and is also a major motivator for talented people to join our global organization.
Further, we will continue to develop and deploy technology to support our marketing and client development activities and to make our products and services increasingly accessible. 18 Table of Contents Brand The combined strength of our JLL and LaSalle brands represents a significant advantage when we pursue new business opportunities, and is also a major motivator for talented people to join our global organization.
Separate account advisory agreements generally have specific terms with "at will" termination provisions and include fee arrangements calculated on the mark to market value of the assets, plus, in some cases, incentive fees. 10 Table of Conte nts ORGANIZATIONAL PURPOSE JLL’s organizational purpose is to shape the future of real estate for a better world.
Separate account advisory agreements generally have specific terms with "at will" termination provisions and include fee arrangements calculated on the mark to market value of the assets, plus, in some cases, incentive fees. 10 Table of Contents ORGANIZATIONAL PURPOSE JLL’s organizational purpose is to shape the future of real estate for a better world.
These and other factors, including heightened awareness of the importance of promoting health and well-being, coalesce into strong rising demand for sustainability services and advice across the real estate industry. JLL has identified meeting this demand as a major growth opportunity and priority, aligning with our purpose to shape the future of real estate for a better world.
These and other factors, including heightened awareness of the importance of promoting health and well-being, coalesce into strong rising demand for sustainability services, decarbonization planning and advice across the real estate industry. JLL has identified meeting this demand as a growth opportunity and priority, aligning with our purpose to shape the future of real estate for a better world.
WPM provides comprehensive facility management services globally to corporations and institutions that outsource the management of the real estate they occupy, typically those with large multi-market portfolios of over one million square feet.
Workplace Management provides comprehensive facility management services globally to corporations and institutions that outsource the management of the real estate they occupy, typically those with large multi-market portfolios of over one million square feet.
Our citizenship and sustainability efforts for ourselves and our clients are reflected primarily in our annual ESG Performance Report, available through our newly created ESG Reporting Hub. Our governance and remuneration practices are reported primarily in the Proxy Statement for our Annual Meeting of Shareholders.
Our citizenship and sustainability efforts for ourselves and our clients are reflected primarily in our annual ESG Performance Report, available through our ESG and Sustainability Reporting Hub. Our governance and remuneration practices are reported primarily in the Proxy Statement for our Annual Meeting of Shareholders.
Our WPM offering leverages tech-enabled solutions and focuses on the work, worker and workplace to help clients manage costs, achieve sustainability goals, improve workplace service delivery and enhance end-user experience and performance.
Our Workplace Management offering leverages tech-enabled solutions and focuses on the work, worker and workplace to help clients manage costs, achieve sustainability goals, improve workplace service delivery and enhance end-user experience and performance.
These technologies generate value for occupiers and investors by leveraging data and analytics to improve the quality of decision making, deliver unique insights and reduce operating costs. Additionally, we continue to be committed to the JLL Spark Global Ventures Funds, the offerings of which are further discussed in Our Services and Business Segments.
These technologies generate value for occupiers and investors by leveraging data and analytics to improve the quality of decision making, deliver unique insights and reduce operating costs. Additionally, we remain committed to the JLL Spark Global Ventures Funds, the offerings of which are further discussed in Our Services and Business Segments.
WPM agreements are typically three to seven years in duration and, although most contracts can be terminated at will by the client upon a short notice period (usually 30 to 60 days), a transition period of six to twelve-months is more common in our industry.
Workplace Management agreements are typically three to seven years in duration and, although most contracts can be terminated at will by the client upon a short notice period (usually 30 to 60 days), a transition period of six to twelve-months is more common in our industry.
We typically negotiate compensation for Advisory and Consulting based on developed work plans that vary based on the scope and complexity of projects. 6 Table of Conte nts 2. Capital Markets Capital Markets is a full-service global provider of capital solutions creating a world of opportunity for investors and owners of real estate.
We typically negotiate compensation for Advisory and Consulting based on developed work plans that vary based on the scope and complexity of projects. 6 Table of Contents 2. Capital Markets Capital Markets is a full-service global provider of capital solutions creating a world of opportunity for investors and owners of real estate.
Although we believe our intellectual property plays a role in maintaining our competitive position in a number of the markets we serve, we do not believe we would be materially adversely affected by the expiration or termination of our trademarks or trade names or the loss of any of our other intellectual property rights other than the “JLL,” "Jones Lang LaSalle," “LaSalle,” and "LaSalle Investment Management" names, and our Design (Three Circles) mark that is also trademarked.
Although we believe our intellectual property plays a role in maintaining our competitive position in a number of the markets we serve, we do not believe we would be materially adversely affected by the expiration or termination of our trademarks or trade names or the loss of any of our other intellectual property rights other than the "JLL," "Jones Lang LaSalle," "LaSalle," and "LaSalle Investment Management" names, and our Design (Three Circles) mark that is also trademarked.
Health and Safety Health and safety is at the forefront of JLL's operations. With over 800 health and safety professionals, we are committed to creating an environment that unequivocally protects our employees, clients and supply partners. To effectively manage health and safety, our program is certified to the internationally recognized health and safety management standard ISO 45001.
Health and Safety Health and safety is at the forefront of JLL's operations. With over 1,000 health and safety professionals, we are committed to creating an environment that unequivocally protects our employees, clients and supply partners. To effectively manage health and safety, our program is certified to the internationally recognized health and safety management standard ISO 45001.
For information on recent acquisitions, refer to Note 4, Business Combinations, Goodwill and Other Intangible Assets, of the Notes to the Consolidated Financial Statements, included in Item 8. 3 Table of Conte nts A timeline of notable milestones in our history is illustrated below.
For information on recent acquisitions, refer to Note 4, Business Combinations, Goodwill and Other Intangible Assets, of the Notes to the Consolidated Financial Statements, included in Item 8. 3 Table of Contents A timeline of notable milestones in our history is illustrated below.
Our research initiatives investigate emerging trends to help us anticipate future conditions and shape new services to benefit our clients, which in turn help us secure and maintain profitable long-term relationships with the clients we target: the world's leading real estate owners, occupiers, investors and developers. 20 Table of Conte nts Awards We won numerous awards and recognitions through January 2024 that reflect the quality of the services we provide to our clients, the integrity of our people and our desirability as a place to work.
Our research initiatives investigate emerging trends to help us anticipate future conditions and shape new services to benefit our clients, which in turn help us secure and maintain profitable long-term relationships with the clients we target: the world's leading real estate owners, occupiers, investors and developers. 20 Table of Contents Awards We won numerous awards and recognitions through January 2025 that reflect the quality of the services we provide to our clients, the integrity of our people and our desirability as a place to work.
While we face formidable competition in individual markets, the following are key attributes differentiating JLL for clients seeking real estate and investment management services across the globe. Client Relationship Management Our client-driven focus enables us to develop, sustain and grow long-term client relationships that generate repeat business and create repeat revenue opportunities.
While we face formidable competition in individual markets, the following are key attributes differentiating JLL for clients seeking real estate and investment management services across the globe. 17 Table of Contents Client Relationship Management Our client-driven focus enables us to develop, sustain and grow long-term client relationships that generate repeat business and create repeat revenue opportunities.
These behaviors are the foundation for leadership development, leadership performance and talent assessments, succession planning and other talent processes. Our award-winning development platform, Real Leadership, has been updated to reflect the refreshed leadership behaviors and our employees can self-assess against them to participate in programs.
These behaviors are the foundation for leadership development, leadership performance and talent assessments, succession planning and other talent processes. Our award-winning development platform, Leading the Way, has been updated to reflect the refreshed leadership behaviors and our employees can self-assess against them to participate in programs.
This promise ensures JLL is positioned as an employer of choice for top talent, achieving and sustaining a diverse, inclusive and collaborative culture that strongly appeals to our people and our clients alike. Sustainability Our sustainability program is rooted in our purpose to shape the future of real estate for a better world.
This promise ensures JLL is positioned as an employer of choice for top talent, achieving and sustaining an inclusive and collaborative culture that strongly appeals to our people and our clients alike. 14 Table of Contents Sustainability Our sustainability program is rooted in our purpose to shape the future of real estate for a better world.
For the year ended December 31, 2023, we provided capital markets services for approximately $157 billion of client transactions. Value and Risk Advisory Our Value and Risk Advisory professionals provide several services, including valuation, secured lending advisory, transaction support, data and analytics, development advisory, asset and infrastructure advisory, business valuation, property tax advisory, and restructuring.
For the year ended December 31, 2024, we provided capital markets services for approximately $186 billion of client transactions. Value and Risk Advisory Our Value and Risk Advisory professionals provide several services, including valuation, secured lending advisory, transaction support, data and analytics, development advisory, asset and infrastructure advisory, business valuation, property tax advisory, and restructuring.
"One JLL" enables cross-selling opportunities across geographies and service offerings that we expect will continue to develop new revenue sources and growth. 18 Table of Conte nts Technology Leadership Technology is transforming commercial real estate and CRE technology strategy is top of mind for our clients.
"One JLL" enables cross-selling opportunities across geographies and service offerings that we expect will continue to develop new revenue sources and growth. Technology Leadership Technology is transforming commercial real estate and CRE technology strategy is top of mind for our clients.
Our work with clients also includes advisory, tenancy management and services focused strategically on reducing energy usage and carbon impact. As of December 31, 2023, we provided property management services for properties totaling approximately 3.0 billion square feet.
Our work with clients also includes advisory, tenancy management and services focused strategically on reducing energy usage and carbon impact. As of December 31, 2024, we provided property management services for properties totaling approximately 3.1 billion square feet.
Specifically, reimbursable employees include many of our WPM and Property Management professionals, inclusive of our building maintenance employees. Our employees do not report being members of any labor unions, with the exception of approximately 3,500 building maintenance employees in the United States, over 77% of whom are reimbursable.
Specifically, reimbursable employees include many of our Workplace Management and Property Management professionals, inclusive of our building maintenance employees. Our employees do not report being members of any labor unions, with the exception of approximately 3,800 building maintenance employees in the United States, over 77% of whom are reimbursable.
Our Global Sustainability Program Our sustainability program focuses on three issue areas that directly align to our purpose and JLL's corporate strategy.
Our Global Sustainability Program Our sustainability program focuses on three areas that align to our purpose and JLL's corporate strategy.
As of December 31, 2023, corporate liquidity was $3.1 billion, the sum of cash and cash equivalents and the available capacity on our unsecured credit facility (the "Facility"). The Facility is provided by an international syndicate of banks, which, as of December 31, 2023, had a maximum borrowing capacity of $3.30 billion and a maturity date in November 2028.
As of December 31, 2024, corporate liquidity was $3.6 billion, the sum of cash and cash equivalents and the available capacity on our unsecured credit facility (the "Facility"). The Facility is provided by an international syndicate of banks, which, as of December 31, 2024, had a maximum borrowing capacity of $3.3 billion and a maturity date in November 2028.
We believe our ability to co-invest alongside our clients' funds aligns our interests and will continue to be an important differentiating factor in maintaining and improving our investment performance and attracting new capital to manage. As of December 31, 2023, we had a total of $388.3 million of co-investments, alongside our clients, in real estate ventures included in total AUM.
We believe our ability to co-invest alongside our clients' funds aligns our interests and will continue to be an important differentiating factor in maintaining and improving our investment performance and attracting new capital to manage. As of December 31, 2024, we had a total of $406.1 million of co-investments, alongside our clients, in real estate ventures included in total AUM.
("Moody’s") and Standard & Poor’s Ratings Services ("S&P"). Our issuer and senior unsecured ratings as of December 31, 2023 are Baa1 from Moody’s and BBB+ from S&P. Accordingly, our ability to present a strong financial condition may distinguish us as we compete for business. We have ample capacity to fund our business.
Our issuer and senior unsecured ratings as of December 31, 2024 are Baa1 from Moody’s and BBB+ from S&P. Accordingly, our ability to present a strong financial condition may distinguish us as we compete for business. We have ample capacity to fund our business.
We have grown our business by expanding our client base as well as service and product offerings, both organically and through a series of mergers and acquisitions. Our extensive global reach and in-depth knowledge of local real estate markets enable us to serve as a single-source provider of solutions for the full spectrum of our clients' real estate needs.
The Company has grown by expanding our client base as well as service and product offerings, both organically and through mergers and acquisitions. Our extensive global reach and in-depth knowledge of local real estate markets enable us to serve as a single-source provider of solutions for the full spectrum of our clients' real estate needs.
Our investment funds have various life spans, typically ranging between five and nine years, but in some cases are open ended. In 2023, open-ended funds represented approximately 30% of AUM as of December 31, 2023.
Our investment funds have various life spans, typically ranging between five and nine years, but in some cases are open ended. In 2024, open-ended funds represented approximately 32% of AUM as of December 31, 2024.
While work patterns and preferences will continue to evolve, driven in part by new possibilities created by technology and the widespread adoption of flexible working, cities will thrive as they deliver on people's lifestyle and economic ambitions, characterized by vibrant and reimagined office, cultural, retail and residential profiles.
While work patterns and preferences will continue to evolve, driven in part by new possibilities created by technology and the widespread adoption of flexible working, cities will thrive as they deliver on people's lifestyle and economic ambitions, characterized by vibrant and reimagined office, cultural, retail and residential profiles alongside an increasing focus on sustainability initiatives.
Our agency leasing and tenant representation advisory anchors to the workplace of the future and helps owners and occupiers realize their sustainability commitments and goals.
Our agency leasing and tenant representation advisory businesses anchor to the workplace of the future and helps owners and occupiers realize their sustainability commitments and goals.
Environmental Protection Agency, for the twelfth consecutive year • One of the World's Most Ethical Companies by the Ethisphere Institute, every year since 2008 • One of the World's Most Admired Companies by Fortune Magazine , for the eighth consecutive year • To the Human Rights Campaign Foundation's Corporate Equality Index, a benchmarking survey on corporate policies and practices related to LGBTQ workplace equality, for the ninth consecutive year • One of America's Best Employers for Diversity by Forbes , every year since 2019 • One of the Best Places to Work for Disability Inclusion by the Disability Equality Index, for the fifth consecutive year • A member of Seramount’s Inclusion Index, recognizing our dedication and progress to creating an inclusive workplace for the second consecutive year • One of America’s 100 Most Sustainable Companies by Barron’s, for the fourth consecutive year • To the Wall Street Journal's Management Top 250 ranking, for the fourth consecutive year • One of America’s Most JUST Companies by Forbes /JUST Capital for the second consecutive year • A Top Company for Executive Women by Seramount • One of U.S.
Environmental Protection Agency, every year since 2012 • One of the World's Most Ethical Companies by the Ethisphere Institute, every year since 2008 • A World's Most Admired Company by Fortune Magazine , every year since 2017 • To the Human Rights Campaign Foundation's Corporate Equality Index, a benchmarking survey on corporate policies and practices related to LGBTQ workplace equality, for the tenth consecutive year • One of the Best Places to Work for Disability Inclusion by the Disability Equality Index, for the sixth consecutive year • A member of Seramount’s Inclusion Index, recognizing our dedication and progress to creating an inclusive workplace for the third consecutive year • One of America’s 100 Most Sustainable Companies by Barron’s, for the fifth consecutive year • To the Wall Street Journal's Management Top 250 ranking, for the fifth consecutive year • One of America’s Most JUST Companies by Forbes /JUST Capital, for the third consecutive year • A Top Company for Executive Women by Seramount, for the second consecutive year • One of U.S.
This began a sustained long-term trend of rising investment allocations to the real estate sector with allocations increasing approximately 200 basis points over the last 10 years, according to Cornell University's Baker Program in Real Estate and Hodes Weill & Associates, LP.
This began a sustained long-term trend of rising investment allocations to the real estate sector with allocations increasing approximately 200 basis points since 2015, according to Cornell University's Baker Program in Real Estate and Hodes Weill & Associates, LP.
JLL is a Fortune 500 ® company with annual revenue of $20.8 billion, operations in over 80 countries and a global workforce of more than 106,000 as of December 31, 2023. We provide services for a broad range of clients who represent a wide variety of industries and are based in markets throughout the world.
JLL is a Fortune 500 ® company with annual revenue of $23.4 billion, operations in over 80 countries and a global workforce of more than 112,000 as of December 31, 2024. We provide services for a broad range of clients who represent a wide variety of industries and are based in markets throughout the world.
Our LaSalle and LaSalle Investment Management marks will expire in 2026. In addition to our trademarks and trade names, we also have proprietary technologies for the provision of complex services and analysis. We also have a number of pending patent applications in the U.S. to further enable us to provide high levels of client service and operational excellence.
In addition to our trademarks and trade names, we also have proprietary technologies for the provision of complex services and analysis. We also have a number of pending patent applications in the U.S. to further enable us to provide high levels of client service and operational excellence.
Our goal-setting framework uses three categories of goals (clients, growth and people) that align our people’s efforts with enterprise-wide strategy throughout all levels of the organization and builds focus and attention on our priorities.
Our goal-setting framework uses four categories of goals (clients, platform, people and values, and brand) that align our people’s efforts with enterprise-wide strategy throughout all levels of the organization and builds focus and attention on our priorities.
In 2023, we completed approximately 16,500 agency leasing transactions representing 303 million square feet of space. Tenant Representation establishes strategic alliances with occupier clients to define space requirements, identify suitable alternatives, recommend appropriate occupancy solutions, and negotiate lease and ownership terms with landlords.
In 2024, we completed approximately 18,300 agency leasing transactions representing 318 million square feet of space. Tenant Representation establishes strategic alliances with occupier clients to define space requirements, identify suitable alternatives, recommend appropriate occupancy solutions, and negotiate lease and ownership terms with landlords.
As of December 31, 2023, WPM managed approximately 1.8 billion square feet of real estate for our clients. WPM contracts are generally structured on a principal basis (a fixed fee, guaranteed maximum, or reimbursement-based pricing model) but may also be on an agency basis.
As of December 31, 2024, Workplace Management managed approximately 2.2 billion square feet of real estate for our clients. Workplace Management contracts are generally structured on a principal basis (a fixed fee, guaranteed maximum, or reimbursement-based pricing model) but may also be on an agency basis.
Complementing this, when we see investment volumes return, we anticipate increased capital flows across borders and between continents, creating new opportunities for advisors and investment managers equipped to source and facilitate these capital flows and execute cross-border transactions. Our real estate investment expertise, linking seamlessly across the world's major markets, is ideally placed to support our clients' investment ambitions.
Complementing this, as investment volumes return, we anticipate increased capital flows across borders, creating new opportunities for advisors and investment managers equipped to source and facilitate these capital flows and execute cross-border transactions. Our real estate investment expertise and differentiated platform capabilities, linked seamlessly across the world's major markets, is ideally placed to support our clients' investment ambitions.
OUR HISTORY We began to establish our global services platform through the 1999 merger of the Jones Lang Wootton companies ("JLW," founded in England in 1783) with LaSalle Partners Incorporated ("LaSalle Partners," founded in the United States in 1968 and incorporated in 1997).
OUR HISTORY While our roots trace back to 1783 with the founding of Jones Lang Wootton in England, we began to establish our global services platform through the 1999 merger with LaSalle Partners Incorporated ("LaSalle Partners," founded in the United States in 1968 and incorporated in 1997).
Our involvement helps our clients reduce real estate costs, minimize occupancy risk, improve occupancy control and flexibility, and create more productive office environments. In 2023, we completed approximately 21,600 tenant representation transactions representing 539 million square feet of space.
Our involvement helps our clients reduce real estate costs, minimize occupancy risk, improve occupancy control and flexibility, and create more productive office environments. In 2024, we completed approximately 23,000 tenant representation transactions representing 497 million square feet of space.
News & World Report’s Best Companies to Work For INTEGRATED REPORTING JLL was one of the first U.S. listed companies to participate in the International Integrated Reporting Council ("IIRC"), and we continue to support the general principles set forth by the Framework, which are designed to promote communications and integrated thinking about how an organization's strategy, governance, and financial and non-financial performance lead to the creation of value over the short, medium and long term.
News & World Report’s Best Companies to Work For • One of America's Greatest Workplaces by Newsweek and Plant-A Insights Group • One of The World's Best Companies by Time and Statista • One of Forbes' Most Trusted Companies INTEGRATED REPORTING JLL was one of the first U.S. listed companies to participate in the International Integrated Reporting Council ("IIRC"), and we continue to support the general principles set forth by the Framework, which are designed to promote communications and integrated thinking about how an organization's strategy, governance, and financial and non-financial performance lead to the creation of value over the short, medium and long term.
Through our JLL Technologies business, we offer a comprehensive set of products along with services for investor and occupier clients. Corrigo, for example, helps improve client outcomes and drive cost efficiency for our Work Dynamics business. Hank AI enables faster energy savings and ROI for properties.
Through our JLL Technologies business, we offer a comprehensive set of products along with services for investor and occupier clients. Corrigo, for example, helps improve client outcomes and drive cost efficiency for our Work Dynamics business.
Nearly 90,000 employees annually have been able to learn, in seven different languages, through our virtual, on-demand offerings about topics such as, but not limited to, sustainability, technology and the future of work. Our learning platforms have resulted in nearly 2 million learning assets consumed to accelerate the development of our employees.
Nearly 90,000 employees annually have been able to learn, in seven different languages, through our virtual, on-demand offerings about topics such as, but not limited to, sustainability, technology and the future of work.
These new standards will use industry leading practices and research-based improvements to raise the standard of our office spaces, directly affecting our employees. INTELLECTUAL PROPERTY We regard our technology and other intellectual property, including our brands, as a critical part of our business.
These new standards use industry-leading practices and research-based improvements to raise the standard of our office spaces, directly affecting our employees and accelerating the transition to net zero carbon emissions. 23 Table of Contents INTELLECTUAL PROPERTY We regard our technology and other intellectual property, including our brands, as a critical part of our business.
We generally report these investments at fair value and include fair value adjustments in our Consolidated Statements of Comprehensive Income within Equity earnings. As of December 31, 2023, the fair value of such investments was $397.6 million. 9 Table of Conte nts 5.
We generally report these investments at fair value and include fair value adjustments in our Consolidated Statements of Comprehensive Income within Equity earnings. As of December 31, 2024, the fair value of such investments was $363.1 million. 9 Table of Contents 5.
Increasingly, our clients require innovative and consistent sustainability solutions across all geographies in which they operate. Through industry-leading sustainability services powered by a suite of sustainability technology solutions, we deliver an end-to-end approach that enables clients to achieve their goals. We have over 1,000 sustainability professionals located around the world who are responsible for developing industry-leading sustainability and decarbonization solutions.
Through industry-leading sustainability services powered by a suite of sustainability technology solutions, we deliver an end-to-end approach that enables clients to achieve their goals. We have over 1,000 sustainability professionals located around the world who are responsible for developing industry-leading sustainability and decarbonization solutions.
We provide a programmatic approach to drive outcomes and deliver value across all types of real estate portfolios: • Plan - to help clients develop carbon baselines and actionable sustainability strategies; • Act - to execute sustainability initiatives that drive outcomes on goals; and • Manage - to optimize implemented projects and programs, and measure and monitor critical data to support continued progress in reducing emissions and compliance reporting powered by JLL's Canopy technology, our proprietary sustainability tech platform that enables users to collect, measure, and report on their GHG emissions and sustainability performance.
We provide a programmatic approach to drive outcomes and deliver value across all types of real estate portfolios: • Plan - to help clients develop carbon baselines and actionable sustainability strategies; • Act - to execute sustainability initiatives that drive outcomes on goals; and • Manage - to optimize implemented projects and programs, and measure and monitor critical data to support continued progress in reducing emissions and compliance reporting.
We see further growth in the strong and sustained trend for organizations to outsource real estate services as our clients increasingly seek strategic advice on reimagining their workspaces and workstyles to reinforce culture, attract talent and drive cost efficiencies.
With an under-penetrated market opportunity, we see a long runway for further growth in the trend for organizations to outsource real estate services as our clients increasingly seek strategic advice on reimagining their workspaces and workstyles to reinforce culture, attract talent and drive cost efficiencies.
The range of investment solutions are offered either through commingled or single investor strategies and include private and public equity investments and real estate debt strategies structured as private or public open-ended funds or private closed-end funds (commingled funds), separate accounts, joint ventures or co-investments. LaSalle's assets under management ("AUM") were $73.9 billion as of December 31, 2023.
The range of investment solutions are offered either through commingled or single investor strategies and include private and public equity investments and real estate debt strategies structured as private or public open-ended funds or private closed-end funds (commingled funds), separate accounts, joint ventures or co-investments.
Technology is core to our growth strategy as reflected in our significant investments in JLL Technologies. With a comprehensive portfolio of purpose-built solutions, unparalleled industry expertise and leading-edge, venture-backed companies, JLL Technologies enables organizations to achieve exceptional building performance, accelerate the path to net zero and optimize spaces for the future of work.
With a comprehensive portfolio of purpose-built solutions, unparalleled industry expertise and leading-edge, venture-backed companies, JLL enables organizations to achieve exceptional building performance, accelerate the path to net zero and optimize spaces for the future of work.
JLL's sustainability program is aligned with our purpose to shape the future of real estate for a better world and our corporate strategy to create long-term value for our stakeholders, including shareholders, clients, employees and communities.
JLL's sustainability program is aligned with our purpose to shape the future of real estate for a better world and our corporate strategy to create long-term value for our stakeholders, including shareholders, clients, employees and communities. Through this, we help our clients manage their real estate more effectively and efficiently, promote employment and create value for our shareholders and employees.
Our trademark registrations have to be renewed every ten years, which we expect to continue to renew, as necessary. Based on our most recent trademark registrations, the JLL mark is set to expire in 2024 and we expect to renew the JLL mark during the course of 2024. The JLL Design (Three Circles) mark will expire in 2031.
Our trademark registrations have to be renewed every ten years, which we expect to continue to renew, as necessary. Based on our most recent trademark registrations, the JLL mark will expire in 2034. The JLL Design (Three Circles) mark will expire in 2031. Our LaSalle and LaSalle Investment Management marks will expire in 2031.
For detail on the range of services provided by each of the five segments outlined in the following graphic, refer to the narrative starting on page 6.
For details on the range of services provided by each of the five segments, refer to the narrative starting on page 6.
We strive to create a healthy and dynamic balance between activities that will produce short-term value and returns for our stakeholders through effective management of current transactions and business activities, and investments in people (such as new hires), acquisitions, technologies and systems designed to produce sustainable returns over the long term.
We strive to create a healthy and dynamic balance between activities that will produce short-term value and returns for our stakeholders through effective management of current transactions and business activities, and investments in people (such as new hires), acquisitions, technologies and systems designed to produce sustainable returns over the long term. 16 Table of Contents Increasingly, our clients require innovative and consistent sustainability solutions across all geographies in which they operate.
We embrace our opportunity to play a leading role in understanding and guiding the future of work, workplaces and cities, while enabling clients and communities to deliver on their sustainability targets and ambitions.
We embrace our opportunity to play a leading role in understanding and guiding the future of work, workplaces and cities, while enabling clients and communities to deliver on their sustainability targets and ambitions. JLL recognizes the vital role innovations in data capabilities and technology will play in the real estate sector.
We continue to upskill our workforce on future-focused skills, ensuring our employees worldwide have the development they need, whether for technical or professional development, leveraging our JLL Virtual Learning library.
Training and Development As our business has evolved, so too have our broader learning and development platform and products. We continue to upskill our workforce on future-focused skills, ensuring our employees worldwide have the development they need, whether for technical or professional development, leveraging our JLL Virtual Learning library.
In 2023 this included a "double materiality" review aligned with the European Sustainability Reporting Standards (ESRS). Through a process of market evaluation and direct stakeholder input, we have identified the most important ESG impacts, risks and opportunities to inform our decision making for impact and value creation beyond our already ambitious net zero commitment.
Through a process of market evaluation and direct stakeholder input, we have identified the most important ESG impacts, risks and opportunities to inform our decision making for impact and value creation beyond our already ambitious net zero commitment.
Our growth strategy and strategic vision places a central focus on diversity, equity and inclusion, ensuring we attract and retain a truly diverse, inclusive and talented global workforce. 15 Table of Conte nts SUSTAINING OUR ENTERPRISE: A BUSINESS MODEL THAT CONSIDERS ALL ASPECTS OF STAKEHOLDER VALUE As referenced above, the built environment is estimated to account for over one-third of global final energy consumption and nearly 40% of total direct and indirect CO 2 emissions, meaning JLL can have a significant impact through the work we do with our clients, as well as efforts in our own workplaces and communities.
Our growth strategy and strategic vision includes creating an environment were all employees feel valued and can contribute their unique strengths to our collective success, ensuring we attract and retain a talented global workforce to meet our clients' evolving needs. 15 Table of Contents SUSTAINING OUR ENTERPRISE: A BUSINESS MODEL THAT CONSIDERS ALL ASPECTS OF STAKEHOLDER VALUE As referenced above, the built environment is estimated to account for over one-third of global final energy consumption and nearly 40% of total direct and indirect CO 2 emissions, meaning JLL can have a significant impact through the work we do with our clients, as well as efforts in our own workplaces and communities.
Accordingly, we expect all vendors to adhere to the JLL Vendor Code of Conduct, which we publish in multiple languages on our website. We continue to evaluate and implement new ways to monitor the quality and integrity of our supply chain.
While vendors are independent entities, their business practices may significantly reflect upon us, our reputation and our brand. Accordingly, we expect all vendors to adhere to the JLL Vendor Code of Conduct, which we publish in multiple languages on our website. We continue to evaluate and implement new ways to monitor the quality and integrity of our supply chain.
Our reputation derives from our deep industry knowledge, excellence in service delivery, integrity, and our global provision of high-quality, professional real estate and investment management services. We believe in uncompromising integrity and the highest ethical conduct, where our Board of Directors and senior management lead by example.
Our reputation derives from our deep industry knowledge providing actionable intelligence, global provision of high-quality professional real estate and investment management services, and our local expertise and sector specialization, ensuring that our clients receive a best-in-class service. We believe in uncompromising integrity and the highest ethical conduct, where our Board of Directors and senior management lead by example.
Growth Our Beyond priorities combined with the macro trends we discussed above provide a platform for long-term growth. Our strategic vision positions us to capitalize on these trends while enhancing productivity, optimizing sustainable and profitable long-term growth, and creating value for all our stakeholders.
Growth Our Beyond priorities, strategic vision and the macro trends discussed above provide a basis for enhancing productivity, optimizing sustainable and profitable long-term growth, and creating value for all our stakeholders.
We are dedicated to helping our people SEE A BRIGHTER WAY by enabling them to explore new opportunities, build expertise, create long-term careers, and draw inspiration through working with talented colleagues and clients.
Visit our website at www.jll.com to see our full portfolio of technology services. People & Values People are at the heart of our business. We are dedicated to helping our people SEE A BRIGHTER WAY by enabling them to explore new opportunities, build expertise, create long-term careers, and draw inspiration through working with talented colleagues and clients.
Through our safety vision and our awareness and education programs, like Global Safety Week, the strength of our program is realized in the low accident rates for the year 2023, compared with the U.S.
Through our safety vision and our awareness and education programs, like Global Safety Week, the strength of our program is realized in the low accident rates for the year 2024, compared with the U.S. Occupational Safety and Health Administration ("OSHA") industry average accident rates for our industry (NAICS Code 531: Real Estate).
As of December 31, 2023, we serviced a loan portfolio of approximately $136 billion. 7 Table of Conte nts 3.
As of December 31, 2024, we serviced a loan portfolio of approximately $140 billion. 7 Table of Contents 3.
We expect each of our vendors, meaning any firm or individual providing a product or service to us, or indirectly to our clients as a contractor or subcontractor, will share and embrace the letter and spirit of our commitment to integrity. While vendors are independent entities, their business practices may significantly reflect upon us, our reputation and our brand.
Vendor Code of Conduct . We expect each of our vendors, meaning any firm or individual providing a product or service to us, or indirectly to our clients as a contractor or subcontractor, will share and embrace the letter and spirit of our commitment to integrity.
JLL recognizes the vital role innovations in data and technology will play in the real estate sector and continue to strategically invest in products and data-driven insights to lead this wave of change. The commercial real estate industry is consolidating with the large players gaining market share both organically and through mergers and acquisitions.
We continue to strategically invest in our platform, products and people to lead this wave of change. The commercial real estate industry is consolidating, with the large players gaining market share both organically and through mergers and acquisitions.
At the heart of our Beyond strategy (discussed below), supported by major ongoing investments and innovations, we continue to accelerate progress toward our goal of becoming the widely-recognized leading user of technology and data in real estate. 12 Table of Conte nts Sustainability Addressing and managing climate change and the finite nature of global resources are defining issues for our time.
At the heart of our Beyond strategy (discussed below) and supported by ongoing investments and innovations, we are widely-recognized as a leading user of technology and data in real estate. 12 Table of Contents Sustainability Addressing climate change and the finite nature of global resources are recognized ESG risks for our industry.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeStrategic Risk Factors Strategic risk relates to JLL’s future business plans and strategies, including the risks associated with: the global macro-environment in which we operate; mergers and acquisitions and restructuring activities; intellectual property; and other risks, including the demand for our services, competitive threats, technology and innovation, and public policy.
Biggest changeGiven the inherent risks associated with loan origination and servicing activities, particularly in highly-regulated programs such as Fannie Mae DUS and Freddie Mac Optigo, we maintain underwriting and due diligence processes, compliance procedures, and risk mitigation measures to minimize the likelihood of breaches, though such measures may not always be fully effective in mitigating all risks, especially in the case of breaches tied to the actions of borrowers or third parties, from whom recovery may be limited. 30 Table of Contents Strategic Risk Factors Strategic risk relates to JLL’s future business plans and strategies, including the risks associated with: the global macro-environment in which we operate; mergers and acquisitions and restructuring activities; intellectual property; and other risks, including the demand for our services, competitive threats, technology and innovation, and public policy.
Weaknesses in the markets in which they themselves compete may lead to additional pricing pressure from clients as they themselves come under financial pressure. THE SEASONALITY IN PARTS OF OUR BUSINESS EXPOSES US TO RISKS.
Weaknesses in the markets in which our clients compete may lead to additional pricing pressure from clients as they themselves come under financial pressure. THE SEASONALITY IN PARTS OF OUR BUSINESS EXPOSES US TO RISKS.
In Europe, the European Union's ("EU") Environmental Liability Directive establishes a comprehensive liability standard, but individual EU countries may have stricter regulations. The risks may not be limited to fines and the costs of remediation. In Brazil, employees risk jail sentences as well as fines in connection with pollution incidents.
In Europe, the European Union's Environmental Liability Directive establishes a comprehensive liability standard, but individual EU countries may have stricter regulations. The risks may not be limited to fines and the costs of remediation. In Brazil, employees risk jail sentences as well as fines in connection with pollution incidents.
Interest rate volatility, tighter lending standards, and elevated price uncertainty put downward pressure on transaction volumes and can significantly impact our fees and our business with revenues and assets tied to market performance.
Interest rate volatility, tighter lending standards, and elevated price uncertainty can put downward pressure on transaction volumes and significantly impact our fees and our business with revenues and assets tied to market performance.
Because we service clients across multiple industry verticals - many of which are higher-profile cyber targets themselves - including financial services, technology, government institutions, healthcare and life sciences, this also may increase the risk that we are subject to cyber-attack incidents. In addition, the rapid evolution and increased adoption of artificial intelligence technologies amplify these risks.
We service clients across multiple industry verticals - many of which are higher-profile cyber targets themselves - including financial services, technology, government institutions, healthcare and life sciences, and because of this the risk that we are subject to cyber-attack incidents may increase. In addition, the rapid evolution and increased adoption of artificial intelligence technologies amplify these risks.
Our goal is to ensure those we work and interact with are unharmed by our operations. We have a multi-disciplinary safety management structure, with executive sponsorship, aimed at managing existing and emerging health and safety risks, and achieving continuous improvement.
Our goal is to ensure those with whom we work and interact are unharmed by our operations. We have a multi-disciplinary safety management structure, with executive sponsorship, aimed at managing existing and emerging health and safety risks, and achieving continuous improvement.
While our management has concluded that our internal control over financial reporting as required for purposes of this Annual Report on Form 10-K was effective as of December 31, 2023, and our independent registered public accounting firm has issued an unqualified opinion on the effectiveness of our internal control over financial reporting, there can be no assurance our internal controls will be effective or we will continue to receive an unqualified opinion in future years.
While our management has concluded that our internal control over financial reporting as required for purposes of this Annual Report on Form 10-K was effective as of December 31, 2024, and our independent registered public accounting firm has issued an unqualified opinion on the effectiveness of our internal control over financial reporting, there can be no assurance our internal controls will be effective or we will continue to receive an unqualified opinion in future years.
Any inability, or perceived inability, to adequately address data privacy and data protection concerns, even if unfounded, or comply with applicable laws, regulations, policies, industry standards, contractual obligations, or other legal obligations (including at newly acquired companies) could result in additional cost and liability to us or company officials, damage our reputation, inhibit sales, and otherwise adversely affect our business. 28 Table of Conte nts CONCENTRATIONS OF BUSINESS WITH CORPORATE AND INVESTOR CLIENTS CAUSE INCREASED CREDIT RISK AND GREATER IMPACT FROM THE LOSS OF CERTAIN CLIENTS AND INCREASED RISKS FROM HIGHER LIMITATIONS OF LIABILITY IN CONTRACTS.
Any inability, or perceived inability, to adequately address data privacy and data protection concerns, even if unfounded, or comply with applicable laws, regulations, policies, industry standards, contractual obligations, or other legal obligations (including at newly-acquired companies) could result in additional cost and liability to us or company officials, damage our reputation, inhibit sales, and otherwise adversely affect our business. 28 Table of Contents CONCENTRATIONS OF BUSINESS WITH CORPORATE AND INVESTOR CLIENTS CAUSE INCREASED CREDIT RISK AND GREATER IMPACT FROM THE LOSS OF CERTAIN CLIENTS AND INCREASED RISKS FROM HIGHER LIMITATIONS OF LIABILITY IN CONTRACTS.
Changes in climate change reporting standards, frameworks and guidelines may require us to provide more detailed information on greenhouse gas emissions, climate-related risks and sustainability initiatives, increasing the complexity and cost of compliance. Furthermore, the potential misinterpretation or criticism of our disclosed climate change data and actions could impact our relationships with investors, customers and other stakeholders.
Developments in climate change reporting standards, frameworks and guidelines may require us to provide more detailed information on greenhouse gas emissions, climate-related risks and sustainability initiatives, increasing the complexity and cost of compliance. Furthermore, the potential misinterpretation or criticism of our disclosed climate change data and actions could impact our relationships with investors, customers and other stakeholders.
We have product offerings, such as leasing and capital markets activities including investment sales and debt advisory, that generate fees based on the timing, size and pricing of closed transactions, and these fees may significantly contribute to our earnings and to changes in earnings from one quarter or year to the next.
We have product offerings, such as leasing and capital markets activities including investment sales and debt advisory, that generate fees based on the timing, size and pricing of closed transactions, and these fees may significantly contribute to our net income and to changes in earnings from one quarter or year to the next.
The sheer size of our company - with over 106,000 employees across more than 80 countries - makes change-management and responsiveness challenging. Any global change is a complex undertaking as we are required to comply with the numerous and often contradictory local regulatory environments while achieving the objective of the change.
The sheer size of our company -with over 112,000 employees across more than 80 countries - makes change-management and responsiveness challenging. Any global change is a complex undertaking as we are required to comply with the numerous and often contradictory local regulatory environments while achieving the objective of the change.
Failure to adequately prevent, monitor, and detect such behavior could leave to significant reputational damage, regulatory consequences, and adversely impact our operations, profitability and enterprise value. Changes in legal and regulatory requirements can impact our ability to engage in business in certain jurisdictions or increase the cost of doing so.
Failure to adequately prevent, monitor, and detect such behavior could lead to significant reputational damage, regulatory consequences, and adversely impact our operations, profitability and enterprise value. Changes in legal and regulatory requirements can impact our ability to engage in business in certain jurisdictions or increase the cost of doing so.
The European Union General Data Protection Regulation, for example, imposes stringent data protection requirements and provides significant penalties for noncompliance.
The European Union ("EU") General Data Protection Regulation, for example, imposes stringent data protection requirements and provides significant penalties for noncompliance.
This may include claims with respect to conflicts of interest where we are acting, or are perceived to be acting, for two or more clients with potentially contrary interests. WE FACE RISKS RELATING TO ENVIRONMENTAL AND CLIMATE MATTERS, INCLUDING DELIVERING ON OUR 2030 AND 2040 CARBON REDUCTION COMMITMENTS AND COMPLYING WITH EVOLVING CLIMATE CHANGE DISCLOSURE REQUIREMENTS.
This may include claims with respect to conflicts of interest where we are acting, or are perceived to be acting, for two or more clients with potentially contrary interests. 36 Table of Contents WE FACE RISKS RELATING TO ENVIRONMENTAL AND CLIMATE MATTERS, INCLUDING DELIVERING ON OUR 2030 AND 2040 CARBON REDUCTION COMMITMENTS AND COMPLYING WITH EVOLVING CLIMATE CHANGE DISCLOSURE REQUIREMENTS.
Some of our competitors have expanded the services they offer in an attempt to gain additional business. Some may be providing outsourced facility management services to sell clients products that we do not offer.
Some of our competitors have expanded the services they offer in an attempt to gain additional business. Some may be providing outsourced facility management services to sell clients' products that we do not offer.
We face significant competition from other real estate service providers, institutional lenders, insurance companies, investment banking firms, investment managers, accounting firms, technology firms, consulting firms, co-locating providers, temporary space providers and firms providing outsourcing of various types (including technology and building products), any of which may be a global, regional or local firm, and from firms that self-perform their real estate services with in-house capabilities. 31 Table of Conte nts Many of our competitors are local or regional firms, which may be substantially smaller in size than us but hold a larger share of a specific local market.
We face significant competition from other real estate service providers, institutional lenders, insurance companies, investment banking firms, investment managers, accounting firms, technology firms, consulting firms, co-locating providers, temporary space providers and firms providing outsourcing of various types (including technology and building products), any of which may be a global, regional or local firm, and from firms that self-perform their real estate services with in-house capabilities. 32 Table of Contents Many of our competitors are local or regional firms, which may be substantially smaller in size than us but hold a larger share of a specific local market.
Our employees or suppliers may directly or indirectly engage in unethical, illegal or non-complaint practices related to bribery, corruption, money laundering, fraud, international sanctions, modern slavery, violations of applicable data privacy laws, or other acts that constitute a breach of our Code of Ethics.
Our employees or suppliers may directly or indirectly engage in unethical, illegal or non-compliant practices related to bribery, corruption, money laundering, fraud, international trade sanctions, modern slavery, violations of applicable data privacy laws, or other acts that constitute a breach of our Code of Ethics.
An important part of our business strategy includes investing in (i) real estate, both individually and along with our investment management clients, and (ii) proptech funds and early to mid-stage proptech companies. As of December 31, 2023, we have unfunded commitment obligations of up to $354.6 million to fund future investments across our investment strategies.
An important part of our business strategy includes investing in (i) real estate, both individually and along with our investment management clients, and (ii) proptech funds and early to mid-stage proptech companies. As of December 31, 2024, we have unfunded commitment obligations of up to $299.6 million to fund future investments across our investment strategies.
New environmental 35 Table of Conte nts legislation and regulations may require us to make material changes to our operations, which could adversely affect operating results. Furthermore, the perspectives of shareholders, employees and other stakeholders regarding these standards may affect our business activities and increase disclosure requirements, which may increase our costs.
New environmental legislation and regulations may require us to make material changes to our operations, which could adversely affect operating results. Furthermore, the perspectives of shareholders, employees and other stakeholders regarding these standards may affect our business activities and increase disclosure requirements, which may increase our costs.
OUR HEALTH, SAFETY, SECURITY AND ENVIRONMENT PROGRAM, POLICIES, AND PROCEDURES (INCLUDING THOSE OF OUR CONTRACTORS AND SUBCONTRACTORS) MAY NOT BE ADEQUATE. Health, safety and security is a prominent part of our Beyond strategy, which is why we have taken steps to implement what we believe are strong operational health and safety controls.
OUR HEALTH, SAFETY, SECURITY AND ENVIRONMENT PROGRAM, POLICIES, AND PROCEDURES (INCLUDING THOSE OF OUR CONTRACTORS AND SUBCONTRACTORS) MAY NOT BE ADEQUATE. Health, safety and security is a prominent part of our purpose and values, which is why we have taken steps to implement what we believe are strong operational health and safety controls.
In addition, we collect personally identifiable information ("PII") and other data as part of our business processes and activities. This data is subject to a variety of U.S. and foreign laws and regulations, including oversight by various regulatory or other governmental bodies.
In addition, we collect personal information and other data as part of our business processes and activities. This data is subject to a variety of U.S. and foreign laws and regulations, including oversight by various regulatory or other governmental bodies.
Although we operate globally, we report our results in U.S. dollars, and thus our reported results are impacted by the strengthening or weakening of currencies against the U.S. dollar. Our revenue from outside of the United States approximated 41% of our total revenue for 2023.
Although we operate globally, we report our results in U.S. dollars, and thus our reported results are impacted by the strengthening or weakening of currencies against the U.S. dollar. Our revenue from outside of the United States approximated 39% of our total revenue for 2024.
Government and regulatory risks include the risk that government or regulatory actions will impose additional cost on us or cause us to have to change our business models or practices. COMPLIANCE WITH MULTIPLE AND POTENTIALLY CONFLICTING LAWS AND REGULATIONS AND DEALING WITH CHANGES IN LEGAL AND REGULATORY REQUIREMENTS MAY BE DIFFICULT, BURDENSOME AND/OR EXPENSIVE.
Government and regulatory risks include the risk that government or regulatory actions will impose additional cost on us or cause us to have to change our business models or practices. COMPLIANCE WITH MULTIPLE AND POTENTIALLY CONFLICTING LAWS AND REGULATIONS, INCLUDING SANCTIONS AND ANTI-MONEY LAUNDERING REQUIREMENTS, AND DEALING WITH CHANGES IN LEGAL AND REGULATORY REQUIREMENTS MAY BE DIFFICULT, BURDENSOME AND/OR EXPENSIVE.
Sponsoring funds into which retail investors can invest, such as the investment funds sponsored by LaSalle, may increase this risk. 33 Table of Conte nts Legal, Compliance and Regulatory Risk Factors Legal and compliance risk relates to risks arising from the government and regulatory environment and action, and legal proceedings and compliance with integrity policies and procedures.
Sponsoring funds into which retail investors can invest, such as the investment funds sponsored by LaSalle, may increase this risk. 34 Table of Contents Legal, Compliance and Regulatory Risk Factors Legal and compliance risk relates to risks arising from the government and regulatory environment and action, legal proceedings, and compliance with integrity policies and procedures.
These risks may include, but are not limited to, political instability, armed conflicts, territorial disputes, terrorism, civil unrest, trade tensions, sanctions, and changes in government policies or regulations including immigration policies. Such geopolitical events can disrupt supply chains, hamper market stability, create economic uncertainties, and negatively affect consumer confidence.
These geopolitical risks include political instability, armed conflicts, territorial disputes, terrorism, civil unrest, trade tensions, sanctions, and changes in government policies or regulations, including immigration policies. Such events can disrupt supply chains, hamper market stability, create economic uncertainties, and negatively affect consumer confidence.
In addition to the potential negative impact on reported earnings, fluctuations in currencies 36 Table of Conte nts relative to the U.S. dollar may make it more difficult to perform period-to-period comparisons of the reported results of operations.
In addition to the potential negative impact on reported earnings, fluctuations in currencies relative to the U.S. dollar may make it more difficult to perform period-to-period comparisons of the reported results of operations.
Growth in our property management and integrated facilities management businesses and other services related to the growth of outsourcing of corporate real estate services has, to an extent, lessened the seasonality in our revenue and profits during the past several years. 32 Table of Conte nts WE ARE SUBJECT TO RISKS INHERENT IN MAKING ACQUISITIONS AND ENTERING INTO JOINT VENTURES.
Growth in our property management and workplace management businesses and other services related to the growth of outsourcing of corporate real estate services has, to an extent, lessened the seasonality in our revenue and profits during the past several years. 33 Table of Contents WE ARE SUBJECT TO RISKS INHERENT IN MAKING ACQUISITIONS AND ENTERING INTO JOINT VENTURES.
Regardless of the ultimate merits of these claims, the allegations themselves can cause reputational damage and can be expensive to defend in terms of counsel fees and otherwise. 29 Table of Conte nts IMPACT OF HYBRID WORK AND LOWER OFFICE REAL ESTATE OCCUPANCY RATES COULD ADVERSELY AFFECT OUR BUSINESS.
Regardless of the ultimate merits of these claims, the allegations themselves can cause reputational damage and can be expensive to defend in terms of counsel fees and otherwise. 29 Table of Contents IMPACT OF HYBRID WORK, LOWER OFFICE REAL ESTATE OCCUPANCY RATES, AND EVOLVING REAL ESTATE TRENDS COULD ADVERSELY AFFECT OUR BUSINESS AND IMPACT OUR TRADITIONAL SERVICE OFFERINGS.
In recent years there have been significant political changes in several countries where we have significant operations, resulting in changes to financial, tax, tariffs, healthcare, governance, immigration and other laws that may directly affect our business and continue to evolve.
In recent years, political changes in several countries where we have significant operations have resulted in changes to financial, tax, healthcare, governance, immigration and other laws that directly affect our business and continue to evolve.
Adverse or unanticipated tax consequences to the funds can negatively impact fund performance, incentive fees and the value of co-investments we have made. We are uncertain as to the ultimate results of these potential changes or what their effects will be on our business.
Adverse or unanticipated tax consequences to the funds can negatively impact fund performance, incentive fees and the value of co-investments we have made. We are uncertain as to the ultimate results of these potential changes or what their effects will be on our business. 40 Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENTS None.
Failure to effectively manage and mitigate these risks could result in increased operational costs, reduced demand for our products/services, difficulty accessing markets, disruptions to our operations, or damage to our reputation and financial performance.
Failure to effectively manage and mitigate these risks, particularly those related to trade tensions and tariffs, could result in increased operational costs, reduced demand for our services, difficulty accessing markets, disruptions to our operations, or damage to our reputation and financial performance.
Several of our business operations are subject to requirements in various jurisdictions to maintain licenses and comply with particular regulations.
WE ARE SUBJECT TO COMPLEX AND EVOLVING LICENSING AND REGULATORY REQUIREMENTS. Several of our business operations are subject to requirements in various jurisdictions to maintain licenses and comply with particular regulations.
We rely on third parties, and in some cases subcontractors, to perform activities on behalf of our organization to improve quality, increase efficiencies, reduce costs and lower operational risks across our business and support functions.
OUR RELIANCE ON THIRD PARTIES COULD EXPOSE US TO INCREASED ECONOMIC AND REPUTATIONAL HARM. We rely on third parties, and in some cases subcontractors, to perform activities on behalf of our organization to improve quality, increase efficiencies, reduce costs and lower operational risks across our business and support functions.
Negative economic conditions and declines in demand for real estate and related services in several markets or in significant markets could have a material adverse effect on our performance driven by (i) a decline in acquisition and disposition activity, (ii) a decline in real estate values and performance, leasing activity and rental rates, (iii) a decline in value of real estate securities, (iv) the cyclicality in the real estate markets and lag in recovery relative to broader markets, or (v) the effect of changes in non-real estate markets.
Negative economic conditions and declines in demand for real estate and related services in several markets or in significant markets could have a material adverse effect on our performance driven by (i) a decline in acquisition and disposition activity, (ii) a decline in real estate values and performance, leasing activity and rental rates, (iii) a decline in value of real estate securities, (iv) the cyclicality in the real estate markets and lag in recovery relative to broader markets, or (v) the effect of changes in non-real estate markets. 39 Table of Contents OUR REPUTATION AND BRAND ARE IMPORTANT COMPANY ASSETS; IF WE FAIL TO PROTECT THEM, OUR BUSINESS MAY BE NEGATIVELY IMPACTED.
The trend of hybrid work and lower office real estate occupancy rates may have material impacts on our business segments. We must adapt our strategies, offerings and portfolio management approaches to stay ahead of market trends, identify emerging opportunities, and mitigate risks associated with the changing dynamics of the office real estate landscape.
We must adapt our strategies, offerings and portfolio management approaches to stay ahead of market trends, identify emerging opportunities, and mitigate risks associated with the changing dynamics of the office real estate landscape.
The risk of a market crash and declining real estate asset values could create liquidity issues for our counterparties and/or a banking credit crunch which may negatively affect our cashflow and 37 Table of Conte nts access to credit. Elevated economic uncertainty may prolong commercial real estate and investor decision making and have a dampening effect on our results.
The risk of market volatility and fluctuating real estate asset values could create liquidity issues for our counterparties and/or lead to tightened lending conditions, which may negatively affect our cash flow and access to credit. Persistent economic uncertainty may prolong commercial real estate and investor decision making and have a dampening effect on our results.
In addition, our contractors and their subcontractors are highly integrated into many aspects of our operations and therefore are involved in a significant proportion of the safety incidents we experience.
In addition, our contractors and their subcontractors are highly integrated into many aspects of our operations and therefore are involved in a significant proportion of the safety incidents we experience. Additional efforts are necessary to ensure our vendors are aware of our high health and safety expectations and consistently comply with our policies and procedures.
Decreased demand for traditional office spaces also could affect the performance of office-focused real estate investment portfolios managed by LaSalle. Lower occupancy rates may result in decreased rental income, impacting property valuations and investment returns. Additionally, the shift in investor preferences towards alternative property types may affect capital flows into funds with significant allocations to office.
Lower occupancy rates may result in decreased rental income, impacting property valuations and investment returns. Additionally, the shift in investor preferences towards alternative property types may affect capital flows into funds with significant allocations to office. The trend of hybrid work and lower office real estate occupancy rates may have material impacts on our business segments.
U.S. laws and regulations govern the provision of products and services to, and of other trade-related activities involving, certain targeted countries and parties. As a result, we have had longstanding policies and procedures to restrict or prohibit sales of our services into countries subject to embargoes and sanctions, or to countries designated as state sponsors of terrorism, such as Iran.
As a result, we have had longstanding policies and procedures to restrict or prohibit sales of our services into countries subject to embargoes and sanctions, or to countries designated as state sponsors of terrorism.
Our clients may be hesitant to enter into certain real estate transactions due to geopolitical uncertainty and volatility which may result in lengthening sales cycles. REAL ESTATE SERVICES AND INVESTMENT MANAGEMENT MARKETS ARE HIGHLY COMPETITIVE, WHICH COULD MAKE IT DIFFICULT FOR US TO MAINTAIN OUR MARKET SHARE, GROWTH RATE AND PROFITABILITY.
REAL ESTATE SERVICES AND INVESTMENT MANAGEMENT MARKETS ARE HIGHLY COMPETITIVE, WHICH COULD MAKE IT DIFFICULT FOR US TO MAINTAIN OUR MARKET SHARE, GROWTH RATE AND PROFITABILITY.
Failure to adapt and leverage these technologies effectively could result in loss of market share and revenues, particularly if we are unable to meet client needs or align our offerings with industry standards and client preferences. Furthermore, navigating evolving legal and regulatory requirements related to AI may require significant resources to help ensure compliance with both U.S. and non-U.S. laws.
Failure to adapt to these technologies or leverage them effectively could result in loss of market share and revenues, particularly if we are unable to meet evolving client needs or align our offerings with industry standards and client expectations.
Our inability to detect unauthorized use (for example, by current or former employees) or take appropriate or timely steps to enforce our intellectual property rights may have an adverse effect on our business.
Our inability to detect unauthorized use (for example, by current or former employees) or take appropriate or timely steps to enforce our intellectual property rights may have an adverse effect on our business. 31 Table of Contents We cannot be sure the intellectual property we may use in the course of operating our business or the services we offer to clients do not infringe on the rights of third parties.
Changes in governments or majority political parties may result in significant changes in enforcement priorities with respect to employment, health and safety, tax, securities disclosure and other regulations, which, in turn, could negatively affect our business. WE ARE SUBJECT TO COMPLEX AND EVOLVING LICENSING AND REGULATORY REQUIREMENTS.
However, the complexity and rapid changes in sanctions regimes mean that we may inadvertently engage with sanctioned entities or individuals. 35 Table of Contents Changes in governments or majority political parties may result in significant changes in enforcement priorities with respect to employment, health and safety, tax, securities disclosure and other regulations, which, in turn, could negatively affect our business.
This may result in declining revenues from property management and brokerage services. Lower office occupancy rates and concerns about the long-term viability of traditional office spaces may affect market sentiment and property valuations, reducing liquidity and making it more challenging to execute property transactions.
Lower office occupancy rates and concerns about the long-term viability of traditional office spaces may affect market sentiment and property valuations, reducing liquidity and making it more challenging to execute property transactions. Decreased demand for traditional office spaces also could affect the performance of office-focused real estate investment portfolios managed by LaSalle.
Our global operations must comply with all applicable anti-corruption laws, including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act. These anti-corruption laws generally prohibit companies and their intermediaries from making improper payments or providing anything of value to improperly influence government officials or private individuals for the purpose of obtaining or retaining a business advantage.
These anti-corruption laws generally prohibit companies and their intermediaries from making improper payments or providing anything of value to improperly influence government officials or private individuals for the purpose of obtaining or retaining a business advantage. Such prohibitions exist regardless of whether those practices are legal or culturally expected in a particular jurisdiction.
External factors such as sustainability, hybrid working and technology disruption may change our industry and business in ways that we have not yet anticipated. Insufficient proactive and reactive organizational agility to industry trends may negatively impact our operational results and cause loss of market share and negatively impact the differentiated services we provide as compared to our competitors.
Insufficient proactive and reactive organizational agility to industry trends and other external factors may negatively impact our operational results and cause loss of market share and negatively impact the differentiated services we provide as compared to our competitors. Lack of responsiveness in a timely fashion could result in negative financial impact and reputational damage.
Additionally, fluctuations in currency exchange rates and international trade restrictions in the form of embargoes or sanctions may further compound the impact of geopolitical volatility on our business.
Additionally, fluctuations in currency exchange rates and international trade restrictions in the form of embargoes or sanctions may further compound the impact of geopolitical volatility on our business. The imposition of tariffs on construction materials, technology products, and other goods essential to the real estate industry, particularly affects our workplace management and project and development services businesses.
DISRUPTIONS IN COMPUTER SYSTEMS, PRIVACY BREACHES OR CYBERSECURITY ISSUES, OR FAILURES TO EXECUTE OUR ENTERPRISE-WIDE DATA STRATEGY, COULD IMPACT OUR ABILITY TO SERVICE OUR CUSTOMERS AND ADVERSELY AFFECT OUR BUSINESS, DAMAGE OUR REPUTATION AND EXPOSE US TO FINANCIAL RISK. Our business is highly dependent on our ability to collect, use, store and manage organizational and client data.
Such instances can adversely affect the volume of business transactions, real estate markets and the cost of operating real estate or providing real estate services. 27 Table of Contents DISRUPTIONS IN COMPUTER SYSTEMS, PRIVACY BREACHES OR CYBERSECURITY ISSUES, OR FAILURES TO EXECUTE OUR ENTERPRISE-WIDE DATA STRATEGY, COULD IMPACT OUR ABILITY TO SERVICE OUR CUSTOMERS AND ADVERSELY AFFECT OUR BUSINESS, DAMAGE OUR REPUTATION AND EXPOSE US TO FINANCIAL RISK.
In September 2020, China announced a commitment to be carbon neutral by 2060. This follows environmental protection laws passed in 2014 designed to limit contaminated water, air and soil linked to economic growth and public health.
China has set ambitious climate goals, including achieving carbon neutrality by 2060, and has implemented various policies and regulations to support these objectives. This follows environmental protection laws passed in 2014 designed to limit contaminated water, air and soil linked to economic growth and public health.
We depend, in large part, on the members of our senior management team who possess extensive knowledge and a deep understanding of our business and strategy, as well as the colleagues who are critical to developing and retaining client relationships.
WE MAY FACE CHALLENGES IN RETAINING OUR SENIOR MANAGEMENT, MAINTAINING OUR WORKFORCE CULTURE, AND ATTRACTING AND DEVELOPING QUALIFIED EMPLOYEES. Our success largely depends on the expertise of our senior management team and key personnel who possess extensive knowledge of our business and strategy, as well as colleagues critical to developing and retaining client relationships.
Recent legislative changes in the United States include the 2017 Tax Cuts and Jobs Act and the 2022 Inflation Reduction Act, which have introduced limitations on business-related deductions and increased taxation of foreign earnings in the U.S., and a corporate minimum tax, all of which could increase our future tax expense. 38 Table of Conte nts In addition, the potential exists for significant legislative policy change in the taxation of multinational corporations, as has recently been the subject of the “Pillar One” and “Pillar Two” initiatives of the Organization for Economic Co-operation and Development, the European Union Anti-Tax Avoidance Directives, and legislation inspired or required by those initiatives.
Recent legislative changes in the United States include the 2017 Tax Cuts and Jobs Act and the 2022 Inflation Reduction Act, which have introduced limitations on business-related deductions and increased taxation of foreign earnings in the U.S., and a corporate minimum tax, all of which could increase our future tax expense.
Recently, we have seen increased supply-chain pressures which may impact our ability to deliver goods and services to our clients and increase the resultant costs in doing so. In 2022 and 2023, we observed the effects of a global economic slowdown or recession, partly driven by increasing interest rates to tackle inflation.
While supply-chain pressures have eased somewhat since 2022, ongoing challenges persist, potentially impacting our ability to deliver goods and services to our clients and affecting the resultant costs in doing so. In 2023 and early 2024, we continued to observe the effects of a global economic slowdown, partly driven by sustained high interest rates aimed at tackling inflation.
In addition, because the size and scope of real estate sales transactions, the number of countries in which we operate or invest, and the areas we offer services have increased significantly during the past several years, both the difficulty of ensuring compliance with the numerous licensing regimes and the possible loss resulting from noncompliance, have increased. 34 Table of Conte nts With respect to our status as an approved lender for Fannie Mae, Freddie Mac and as a HUD-approved originator and issuer of Ginnie Mae securities (collectively the “Agencies”), we are required to comply with various eligibility criteria established by the Agencies, such as minimum net worth, operational liquidity and collateral requirements.
With respect to our status as an approved lender for Fannie Mae, Freddie Mac and as a HUD-approved originator and issuer of Ginnie Mae securities (collectively the “Agencies”), we are required to comply with various eligibility criteria established by the Agencies, such as minimum net worth, operational liquidity and collateral requirements.
The reduced investor interest in traditional office assets may limit the availability of capital for commercial real estate investments, affecting our ability to close deals and generate fees. Reduced demand for leasing commercial properties due to hybrid work arrangements also could affect our ability to secure lease agreements and generate rental income for our clients.
Reduced demand for leasing commercial properties due to hybrid work arrangements also could affect our ability to secure lease agreements and generate rental income for our clients. This may result in declining revenues from property management and brokerage services.
Such prohibitions exist regardless of whether those practices are legal or culturally expected in a particular jurisdiction. Our compliance program may not prevent violations of such laws, which could result in criminal or civil sanctions and have an adverse effect on our reputation, business and results of operations and financial condition.
Our compliance program may not prevent violations of such laws, which could result in criminal or civil sanctions and have an adverse effect on our reputation, business and results of operations and financial condition. U.S. laws and regulations govern the provision of products and services to, and of other trade-related activities involving, certain targeted countries and parties.
Financial Risk Factors Financial risk relates to our ability to meet financial obligations and mitigate exposure to broad market risks, including volatility in foreign currency exchange rates and interest rates; credit risk; and liquidity risk, including risk related to our credit ratings and our availability and cost of funding. VOLATILITY IN TRANSACTIONAL-BASED REVENUE MAY IMPACT OUR PROFITABILITY.
Additionally, as climate-related regulations and reporting requirements continue to evolve globally, we may face challenges in maintaining compliance across all jurisdictions in which we operate, potentially leading to increased operational costs and complexity in our reporting process. 37 Table of Contents Financial Risk Factors Financial risk relates to our ability to meet financial obligations and mitigate exposure to broad market risks, including volatility in foreign currency exchange rates and interest rates; credit risk; and liquidity risk, including risk related to our credit ratings and our availability and cost of funding.
OUR REPUTATION AND BRAND ARE IMPORTANT COMPANY ASSETS; IF WE FAIL TO PROTECT THEM, OUR BUSINESS MAY BE NEGATIVELY IMPACTED. The value and premium status of our brand is one of our most important assets.
The value and premium status of our brand is one of our most important assets.
Credit rating reductions by one or more rating agencies could also adversely affect our access to funding sources, the cost and other terms of obtaining funding as well as our overall financial condition, operating results and cash flow.
If our credit ratings are downgraded or other negative action is taken, by one or more rating agencies, this could adversely affect our access to funding sources, the cost and other terms of obtaining funding as well as our overall financial condition, operating results and cash flow. 38 Table of Contents ADVERSE DEVELOPMENTS IN THE CREDIT MARKETS MAY IMPACT OUR ABILITY TO OBTAIN NEW CREDIT COMMITMENTS ON FAVORABLE TERMS AND INCREASE OUR EXPOSURE TO FINANCIAL RISKS OF COUNTERPARTIES WITH WHOM WE CONDUCT BUSINESS.
The possibility that we are unable to identify, attract, develop and retain sufficient talent in key positions, and maintain a strong pipeline of ready-now successors for important management roles, may prevent us from achieving our strategic vision, disrupt our business, impact revenues, increase costs, damage staff morale, and affect the quality and continuity of client service.
Our ability to achieve our strategic vision, maintain business continuity, and ensure high-quality client service depends on successfully identifying, attracting, developing, and retaining talent in key positions, as well as maintaining a strong pipeline of successors for important management roles. Failure to do so could disrupt our business, impact revenues, increase costs, and affect staff morale.
As companies transition to hybrid work models, the demand for traditional office spaces may decrease. Over time, this could lead to lower utilization of our Work Dynamics services, including integrated facilities management, space planning, office design, and workplace strategy consulting.
Over time, this could impact the utilization of our Work Dynamics services, including integrated facilities management, space planning, office design, and workplace strategy consulting. We must adapt our offerings to include services aligned with the changing needs of clients, such as designing flexible workspaces and integrating virtual collaboration tools.
We must adapt our offerings to include services aligned with the needs of clients adopting hybrid work, such as designing flexible workspaces and integrating virtual collaboration tools. Decreased demand for office spaces also could result in lower transaction volumes for property sales, acquisitions, and financing. This may lead to a decline in revenues generated from facilitating property transactions.
Decreased demand for office spaces also could result in lower transaction volumes for property sales, acquisitions, and financing. This may lead to a decline in revenues generated from facilitating property transactions. A reduction in investor interest in traditional office assets may limit the availability of capital for commercial real estate investments, affecting our ability to close deals and generate fees.
We cannot be sure the intellectual property we may use in the course of operating our business or the services we offer to clients do not infringe on the rights of third parties. However, we do obtain representations and warranties, as well as indemnities, from the licensors in order to mitigate this risk.
However, we do obtain representations and warranties, as well as indemnities, from the licensors in order to mitigate this risk. We may have infringement claims asserted against us or against our clients. These claims may harm our reputation, cost us money and prevent us from offering some services.
The jurisdictional reach of laws may be unclear as well, such as when laws in one country purport to regulate the behavior of our subsidiaries or affiliates operating in another country. We are also seeing increasing levels of labor regulation in emerging markets, such as China, which affect many of our businesses.
The jurisdictional reach of laws may be unclear as well, such as when laws in one country purport to regulate the behavior of our subsidiaries or affiliates operating in another country. Our global operations must comply with all applicable anti-corruption laws, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act.
Additionally, other unforeseen risks stemming from our use and development of AI tools and technology may arise in the future that could adversely affect our business, financial condition and results of operations. 30 Table of Conte nts IF WE FAIL TO PROTECT OUR INTELLECTUAL PROPERTY ADEQUATELY OR INFRINGE UPON THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS, OUR BUSINESS COULD BE MATERIALLY IMPACTED.
IF WE FAIL TO PROTECT OUR INTELLECTUAL PROPERTY ADEQUATELY OR INFRINGE UPON THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS, OUR BUSINESS COULD BE MATERIALLY IMPACTED.
We may have infringement claims asserted against us or against our clients. These claims may harm our reputation, cost us money and prevent us from offering some services. GEOPOLITICAL VOLATILITY COULD ADVERSELY AFFECT OUR BUSINESS. We provide services in over 80 countries with varying degrees of political and economic stability and transparency.
GEOPOLITICAL VOLATILITY AND TRADE TENSIONS, INCLUDING THE IMPOSITION OF TARIFFS, COULD ADVERSELY AFFECT OUR BUSINESS. As a global company operating in over 80 countries with varying degrees of political and economic stability and transparency, we are exposed to risks arising from geopolitical volatility and conflicts.
While we have established policies governing the use of AI technology, and we safeguard our assets, including intellectual property and sensitive information, we cannot ensure that our employees, contractors or other agents would adhere to those policies. Failure to address these risks adequately may negatively impact our operations, reputation and financial performance.
While we have implemented policies and safeguards governing the use of AI technology and protection of our intellectual property and sensitive information, we cannot guarantee complete adherence by our employees, contractors, or other agents. The misuse or improper implementation of AI could lead to erroneous decisions, biased outcomes, regulatory fines, or reputational damage.
Our business relies on AI technology, which introduces certain risks including dependency on accurate AI performance, potential data privacy and security breaches, challenges in regulatory compliance, ethical considerations, potential workforce disruption, the risk of intellectual property infringement, and emerging technology risks.
Our increasing reliance on AI technology introduces various risks, including dependency on the accuracy and reliability of AI-generated outputs, potential for data privacy and security breaches, and challenges in complying with rapidly-evolving AI regulations across multiple jurisdictions.
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Lack of responsiveness in a timely fashion could result in negative financial impact and reputational damage. WE MAY NOT BE ABLE TO RETAIN OUR SENIOR MANAGEMENT, MAINTAIN OUR WORKFORCE CULTURE, ATTRACT, RETAIN AND DEVELOP QUALIFIED AND EXPERIENCED EMPLOYEES, AND DELIVER ON OUR DIVERSITY, EQUITY AND INCLUSION STRATEGY.
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The competitive nature of our industry presents ongoing challenges for retaining and attracting skilled personnel with relevant industry experience and knowledge. As we continue to grow and expand our workforce, these challenges may intensify. 26 Table of Contents Regional and national labor policies, which can be difficult to predict, may indirectly impact our ability to retain and attract key personnel.
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Our success depends on the continued availability of skilled personnel with industry experience and 26 Table of Conte nts knowledge, and our ability to recruit, attract and retain senior management and other key employees.
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As technology and market demands shift, we recognize the need to continuously upskill and reskill our workforce to maintain our competitiveness and efficiency. Failing to address this need promptly could affect our ability to adapt to changing market conditions. Clearly defining and championing our organizational values and expectations is crucial for fostering employee engagement and reducing turnover.
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There is a further risk of losing talent (and intellectual property and client contacts) to competitors, particularly in the context of increased use of social media networks and transparency of employment information. These risks increase as we continue to grow as an organization and increase the number of staff, which has expanded significantly over the past decade.
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WE FACE BUSINESS DISRUPTION AND RELATED RISKS RESULTING FROM HEALTH EPIDEMICS.
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As competition is significant for the services of such personnel, corporate payroll, incentives and bonuses may increase and we may be unable to attract or retain such personnel to the same extent we have in the past. Regional and national labor policies are difficult to predict and the indirect implications of changes to them are difficult to assess.
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Our business is highly dependent on our ability to collect, use, store and manage organizational and client data.
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In addition, as technology and market demands shift, there is a risk our employees’ skills may become outdated. If we fail to upskill or reskill our workforce with necessary future skills this will reduce our competitiveness and efficiency. We are working to advance culture change through the continued implementation of diversity, equity and inclusion (“DEI”) initiatives throughout our organization.
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The continued evolution of remote and hybrid work models, coupled with changing attitudes toward commercial real estate, may pose risks to our business As companies transition to, or away from, hybrid work models, the demand for traditional office spaces may be impacted.
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If our organizational values and expectations are not clearly defined and championed by our leadership, this can lead to a lack of employee engagement, which reduces productivity and can result in costly turnover. Shifts in perspectives and expectations about social issues and priorities surrounding DEI may occur at a faster pace than we our capable of managing effectively.
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WITH RESPECT TO LOANS WE ORIGINATE AND SERVICE, WE FACE THE RISK OF POTENTIAL BREACHES OF REPRESENTATIONS AND WARRANTIES, WHICH MAY HAVE A MATERIAL IMPACT ON OUR BUSINESS.
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If we do not (or are perceived to not) successfully implement these initiatives, our ability to recruit, attract, develop and retain talent, and our ability to win and retain clients and grow revenues, may be adversely impacted and also lead to reputational damage. OUR RELIANCE ON THIRD PARTIES COULD EXPOSE US TO INCREASED ECONOMIC AND REPUTATIONAL HARM.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeIn 2023, we established a management executive committee that consists of our CISO, Chief Financial Officer, Chief Legal Officer, and Chief Accounting Officer that is responsible for determining if a cybersecurity incident is material to the Company and requires disclosure.
Biggest changeWe maintain a cyber incident response plan and regularly conduct simulations and tabletop exercises. In 2023, we established an executive management group responsible for determining the materiality of cybersecurity incidents and necessary disclosures. This group consists of our CISO, Chief Financial Officer, Chief Legal Officer and Chief Accounting Officer.
In addition, cybersecurity is reviewed as part of our overall enterprise risk management program, led by our Director of Enterprise Risk Management, which assesses our significant enterprise risks, provides a summary of those risks and primary mitigations, identifies control improvement projects for our significant risks, and regularly reports on the progress of control improvement projects for those risks to our GEB and the Audit & Risk Committee of our Board of Directors.
In addition, cybersecurity is reviewed as part of our enterprise risk management program led by our Director of Enterprise Risk Management, which assesses our significant enterprise risks, provides a summary of those risks and primary mitigations, identifies control improvement projects for our significant risks, and regularly reports on the progress of control improvement projects for those risks to our GEB and the Audit and Risk Committee of our Board of Directors.
The Audit and Risk Committee and management’s Cyber Governance Committee receive regular reports from our CIO and CISO on our information security program including our top cybersecurity risks, cybersecurity strategy, information system controls and related security measures and improvements, cyber incident response plan, cyber incidents and cyber defense metrics, and cyber security protocols and trainings.
The Audit and Risk Committee, its Cybersecurity Subcommittee, and management’s Cyber Governance Committee receive regular reports on our information security program, including top risks, strategy, controls, incident response plans, metrics, and training protocols. Reports are also shared with the full Board of Directors.
Our cybersecurity program is designed to protect and preserve the confidentiality, integrity and continued availability of all information and systems owned by us, or in our care. The Audit and Risk Committee of our Board of Directors has oversight of cybersecurity per its charter and as disclosed in our proxy statement.
ITEM 1C. CYBERSECURITY Our cybersecurity program, led by our Global Chief Information Officer (“CIO”) and Chief Information Security Officer (“CISO”), is designed to protect and preserve the confidentiality, integrity and availability of all information and systems owned by us or in our care.
We also maintain a cyber risk insurance policy but the costs related to cybersecurity threats or disruptions may not be fully insured.
We maintain a cyber risk insurance policy, but costs related to cybersecurity threats or disruptions may not be fully insured. We acknowledge that successful cyberattacks could result in substantial costs, liability, reputational harm, and significant remediation expenses. 41 Table of Contents
Our cybersecurity program strategy is to implement layered controls to reduce our cybersecurity risk by minimizing both the likelihood and potential impact of cybersecurity events. These controls are aligned with the National Institute of Standards and Technology (NIST) cybersecurity framework.
Our cybersecurity strategy implements layered controls aligned with the National Institute of Standards and Technology (NIST) cybersecurity framework to minimize both the likelihood and potential impact of cybersecurity events. Our CISO, who holds advanced qualifications and has extensive experience in cybersecurity, leads a global team of cybersecurity professionals.
In May 2022, in furtherance of ensuring appropriate oversight of our cybersecurity and information technology readiness, the Board adopted an amended charter of the Audit Committee which added cybersecurity and information technology readiness as part of the committee’s purpose.
Our Management and the Board of Directors provide significant oversight of cybersecurity risks. In May 2022, the Board expanded the Audit Committee’s charter to include cybersecurity and information technology readiness.
While certain attacks have been successful, thus far none have had a material impact to our operations or clients. In the future, it is possible such attacks could be successful and have a material impact on our operations or our clients’ operations.
Like other companies with a large technology footprint and high-profile client base, we are regularly subject to cyberattacks. While certain attacks have been successful, thus far none have had a material impact on our or our clients' operations. In addition, we acknowledge that cybersecurity threats could significantly impact our business strategy, operations, or financial condition.
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ITEM 1C. CYBERSECURITY To respond to the threat of security breaches and cyberattacks, we have developed a cybersecurity program, the implementation of which is led by our Global Chief Information Officer (“CIO”) and Chief Information Security Officer (“CISO”).
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The Audit and Risk Committee of our Board of Directors oversees cybersecurity, as outlined in its charter and disclosed in our proxy statement.
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Our Director of Enterprise Risk Management regularly meets with our CISO and CIO to assess our cybersecurity risks, cybersecurity program mitigants and status of control improvement projects. Like other companies with a large technology footprint and high-profile client base, we are regularly subject to cyberattacks.
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Our CISO reports to our CIO who is responsible for the Company's technology, data and information management strategy, and brings over two decades of relevant experience to the role. We engage third-party consultants for assessing, identifying and managing material cybersecurity risks, including those associated with certain third-party providers.
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Our CISO leads our cybersecurity program, holds a master's degree in computer and network forensics and has over twenty years of relevant experience, including cybersecurity and enterprise security leadership roles for large global organizations and within the U.S. government.
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As such, we continue to enhance our infrastructure, monitor for threats, and evaluate our response capabilities as we deploy additional mobile and cloud technologies. Also refer to our discussion of material cybersecurity risks in the "Operational Risk Factors" section of Item 1A, Risk Factors , of this report.
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Our CISO leads a global team of cybersecurity professionals with relevant prior employment experience at global financial services firms, leading technology companies, cybersecurity providers, the government and the military. 39 Table of Conte nts Our CISO reports to our CIO who is responsible for the development and implementation of our technology, data and information management strategy.
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Further enhancing our cybersecurity governance, in 2024, the Cybersecurity Subcommittee of the Audit and Risk Committee was formally established. This subcommittee generally meets on a quarterly basis and regularly reports to the Audit and Risk Committee, providing an additional layer of specialized oversight on cybersecurity matters.
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Our CIO has over twenty years of experience in technology, data management, data science and analytics, earned a bachelor's degree in mechanical engineering and a master's degree in industrial engineering – operations research.
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Before joining JLL, our CIO previously held positions as Chief Data Officer, Global Head of Customer Intelligence, Head of Global Analytics and Head of Product Management for a large global financial services institution. We engage third-party consultants in connection with our cybersecurity program for assessing, identifying and managing material risks from cybersecurity threats.
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These third-parties provide testing and advisory services to identify risks, improve the quality of controls, and ensure JLL is well-positioned to respond to cybersecurity incidents. Our cybersecurity program also includes assessments of cybersecurity threats associated with our use of certain third-party service providers.
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JLL leverages pre-procurement security assessments and post-procurement continuous monitoring to evaluate the security risk of certain third-party service providers. We regularly engage third-parties to provide technology and/or to perform facilities management and project management services to our clients, where we have imperfect visibility into our third-parties’ susceptibility to cybersecurity threats and/or their controls.
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We maintain a robust cyber incident response plan that includes controls and procedures designed to allow timely and accurate reporting of any material cybersecurity incident. We view cybersecurity as a shared responsibility, and we periodically perform simulations and tabletop exercises at a management level and incorporate external resources as well.
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We provide at least annual information security training program for employees who have access to JLL or client related sensitive or personal information and regularly conduct phishing tests and education.
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In the event of an incident, we intend to follow our detailed incident response playbook, which outlines the steps to be followed from incident detection to mitigation, recovery and notification.
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Although we have not experienced any material cybersecurity events to date, cybersecurity threats could materially affect our business strategy, results of operations, or financial condition, as further discussed in our “Operational Risk Factors” in Item 1A, Risk Factors , of this report. Our business is highly dependent on our ability to collect, use, store and manage organizational and client data.
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If any of our significant information and data management systems do not operate properly or are disabled, we could suffer a material disruption of our businesses, liability to clients, loss of client or other sensitive data, loss of employee data, regulatory intervention, breach of confidentiality or other contract provisions, or reputational damage.
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These systems may fail to operate properly or become disabled as a result of events wholly or partially beyond our control, including disruptions of electrical or communications services, natural disasters, political instability, terrorist attacks, sabotage, computer viruses, deliberate attempts to disrupt our computer systems through "hacking," "phishing," or other forms of both deliberate or unintentional cyber-attack, or our inability to occupy one or more of our office locations.
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As we outsource significant portions of our information technology functions to third-party providers, such as cloud computing, we bear the risk of having less direct control over the security and performance of those systems.
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Our cybersecurity risk is affected by cyber threats that are proliferating and advancing their ability to identify and exploit vulnerabilities, requiring continuous evaluation and improvements to our security architecture and cyber defenses. We also face increased cybersecurity risk as we deploy additional mobile and cloud technologies.
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We are continuously hardening our infrastructure built on these technologies, monitoring for threats, and evaluating our capability to respond to any incidents to minimize any impact to our systems, data, or business operations.
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Because we service clients across multiple industry verticals — many of which are higher-profile cyber targets themselves — including financial services, technology, government institutions, healthcare and life sciences, this also may increase the risk that we are subject to cyber-attack incidents.
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As noted above, we have experienced various types of cyber-attack incidents which thus far have been contained and not material to us. We continue to implement new controls, governance, technical protections and other procedures to mitigate against the risks of a cybersecurity event.
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We may incur substantial costs and suffer other negative consequences such as liability, reputational harm and significant remediation costs and experience material harm to our business and financial results if we, or vendors or suppliers we engage on behalf of our clients, fall victim to other successful cyberattacks. 40 Table of Conte nts Our Management and the Board of Directors provide significant oversight of risks from cybersecurity threats and are informed about and closely monitor the prevention, detection, mitigation and remediation of cybersecurity incidents.
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These regular reports also are shared with the full Board of Directors.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe have 315 corporate offices worldwide located in most major cities and metropolitan areas as follows: 118 offices in 9 countries in the Americas (including 96 in the United States), 124 offices in 24 countries in EMEA, and 73 offices in 15 countries in Asia Pacific.
Biggest changeWe have 310 corporate offices worldwide located in most major cities and metropolitan areas as follows: 138 offices in 9 countries in the Americas (including 112 in the United States), 94 offices in 23 countries in EMEA, and 78 offices in 15 countries in Asia Pacific.
ITEM 2. PROPERTIES Our principal corporate holding company headquarters are located at 200 East Randolph Drive, Chicago, Illinois, where we currently occupy over 138,000 square feet of office space under a lease that expires in May 2032. Our regional headquarters for our Americas, EMEA and Asia Pacific businesses are located in Chicago, London and Singapore, respectively.
ITEM 2. PROPERTIES Our principal corporate holding company headquarters is located at 200 East Randolph Street, Chicago, Illinois, where we currently occupy approximately 138,000 square feet of office space under a lease that expires in May 2032. Our regional headquarters for our Americas, EMEA and Asia Pacific businesses are located in Chicago, London and Singapore, respectively.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeAlthough the ultimate liability for these matters cannot be determined, based upon information currently available, we believe the ultimate resolution of such claims and litigation will not have a material adverse effect on our financial position, results of operations, or liquidity. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 41 Table of Contents PART II
Biggest changeAlthough the ultimate liability for these matters cannot be determined, based upon information currently available, we believe the ultimate resolution of such claims and litigation will not have a material adverse effect on our financial position, results of operations, or liquidity. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 42 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest change(CIGI), a global commercial real estate services company, traded in the U.S., and 4) Savills plc (SVS.L), a real estate services company traded on the London Stock Exchange.
Biggest change(CIGI), a global commercial real estate services company traded in the U.S., and 4) Savills plc (SVS.L), a real estate services company traded on the London Stock Exchange. The following graph assumes the value of the investment in JLL's common stock, the S&P 500 Index, and the peer group (including reinvestment of dividends) was $100 on December 31, 2019.
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters. 42 Table of Contents Comparison of Cumulative Total Shareholder Return The following graph compares the cumulative 5-year total return to shareholders of JLL's common stock relative to the cumulative total returns of the S&P 500 Index, and a customized peer group comprising: 1) CBRE Group Inc.
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters. 43 Table of Contents Comparison of Cumulative Total Shareholder Return The following graph compares the cumulative 5-year total return to shareholders of JLL's common stock relative to the cumulative total returns of the S&P 500 Index, and a customized peer group comprising: 1) CBRE Group Inc.
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is listed for trading on the NYSE under the symbol "JLL." As of February 13, 2023, there were approximately 400 shareholders of record of our common stock and more than 80,000 additional street name holders whose shares were held of record by banks, brokers and other financial institutions.
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is listed for trading on the NYSE under the symbol "JLL." As of February 5, 2025, there were over 350 shareholders of record of our common stock and more than 150,000 additional street name holders whose shares were held of record by banks, brokers and other financial institutions.
Share Repurchases During the year ended December 31, 2023, we repurchased 410,260 shares for $62.0 million, compared with 2,922,466 shares repurchased for $601.2 million in 2022.
Share Repurchases During the year ended December 31, 2024, we repurchased 373,127 shares for $80.4 million, compared with 410,260 shares repurchased for $62.0 million in 2023.
The following table provides information about our purchases of equity securities that are registered by us pursuant to Section 12 of the Exchange Act during the quarter ended December 31, 2023: Period Total number of shares purchased Weighted average price paid per share Total number of shares purchased as part of publicly announced plan Approximate dollar value of shares that may yet be purchased under the plan (in millions) October 1, 2023 - October 31, 2023 60,336 $ 130.63 60,336 November 1, 2023 - November 30, 2023 49,408 $ 148.73 49,408 December 1, 2023 - December 31, 2023 38,061 $ 174.76 38,061 $ 1,093.6 Total 147,805 147,805 Dividends We did not declare or pay any dividends in 2023 or 2022.
The following table provides information about our purchases of equity securities that are registered by us pursuant to Section 12 of the Exchange Act during the quarter ended December 31, 2024: Period Total number of shares purchased Weighted average price paid per share Total number of shares purchased as part of publicly announced plan Approximate dollar value of shares that may yet be purchased under the plan (in millions) October 1, 2024 - October 31, 2024 25,155 $ 266.34 25,155 November 1, 2024 - November 30, 2024 25,322 $ 268.45 25,322 December 1, 2024 - December 31, 2024 24,768 $ 266.56 24,768 $ 1,013.2 Total 75,245 75,245 Dividends We did not declare or pay any dividends in 2024 or 2023.
December 31, 2018 2019 2020 2021 2022 2023 JLL $ 100 $ 138 $ 118 $ 213 $ 126 $ 150 S&P 500 100 129 150 190 153 190 Peer Group 100 150 148 255 176 216 ITEM 6. [Reserved] 43 Table of Contents
December 31, 2019 2020 2021 2022 2023 2024 JLL $ 100 $ 85 $ 154 $ 92 $ 108 $ 145 S&P 500 100 116 148 119 148 182 Peer Group 100 98 169 116 142 194 ITEM 6. [Reserved] 44 Table of Contents
Removed
With the exception of Cushman & Wakefield, the following graph assumes the value of the investment in JLL's common stock, the S&P 500 Index, and the peer group (including reinvestment of dividends) was $100 on December 31, 2018. For Cushman & Wakefield, the $100 is assumed to be invested on August 2, 2018, the date of their initial public offering.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeYear Ended December 31, 2023 compared with Year Ended December 31, 2022 Year Ended December 31, Change in % Change in Local Currency ($ in millions) 2023 2022 U.S. dollars Markets Advisory $ 4,121.6 4,415.5 (293.9) (7) % (6) % Capital Markets 1,778.0 2,488.2 (710.2) (29) (29) Work Dynamics 14,131.1 13,268.5 862.6 7 7 JLL Technologies 246.4 213.9 32.5 15 15 LaSalle 483.7 476.0 7.7 2 2 Revenue $ 20,760.8 20,862.1 (101.3) — % — % Gross contract costs (13,375.9) (12,549.1) (826.8) 7 7 Net non-cash MSR and mortgage banking derivative activity 18.2 (11.0) 29.2 (265) (266) Fee revenue $ 7,403.1 8,302.0 (898.9) (11) % (11) % Markets Advisory 2,968.0 3,360.2 (392.2) (12) (11) Capital Markets 1,748.7 2,430.2 (681.5) (28) (28) Work Dynamics 1,999.7 1,864.7 135.0 7 7 JLL Technologies 231.9 200.2 31.7 16 16 LaSalle 454.8 446.7 8.1 2 2 Compensation and benefits, excluding gross contract costs $ 5,310.4 5,893.8 (583.4) (10) % (10) % Operating, administrative and other expenses, excluding gross contract costs 1,158.9 1,218.2 (59.3) (5) (5) Depreciation and amortization 238.4 228.1 10.3 5 5 Restructuring and acquisition charges 100.7 104.8 (4.1) (4) (5) Total fee-based operating expenses 6,808.4 7,444.9 (636.5) (9) (8) Gross contract costs 13,375.9 12,549.1 826.8 7 7 Total operating expenses $ 20,184.3 19,994.0 190.3 1 % 1 % Operating income $ 576.5 868.1 (291.6) (34) % (33) % Equity (losses) earnings $ (194.1) 51.0 (245.1) (481) % (480) % Adjusted EBITDA $ 736.7 1,247.3 (510.6) (41) % (40) % Net income margin attributable to common shareholders (USD basis) 1.1 % 3.1 % (200) bps n/a Adjusted EBITDA margin (local currency basis) 10.0 % 15.0 % (500) bps (500) bps Adjusted EBITDA margin (USD basis) 10.0 % 50 Table of Contents Non-GAAP Financial Measures Management uses certain non-GAAP financial measures to develop budgets and forecasts, measure and reward performance against those budgets and forecasts, and enhance comparability to prior periods.
Biggest changeYear Ended December 31, 2024 compared with Year Ended December 31, 2023 Year Ended December 31, Change in % Change in Local Currency ($ in millions) 2024 2023 U.S. dollars Markets Advisory $ 4,500.7 4,121.6 379.1 9 % 9 % Capital Markets 2,040.4 1,778.0 262.4 15 15 Work Dynamics 16,197.6 14,131.1 2,066.5 15 15 JLL Technologies 226.3 246.4 (20.1) (8) (8) LaSalle 467.9 483.7 (15.8) (3) (2) Revenue $ 23,432.9 20,760.8 2,672.1 13 % 13 % Platform compensation and benefits $ 5,652.8 5,310.4 342.4 6 % 7 % Platform operating, administrative and other expenses 1,242.1 1,158.9 83.2 7 7 Depreciation and amortization 255.8 238.4 17.4 7 7 Total platform operating expenses 7,150.7 6,707.7 443.0 7 7 Gross contract costs 15,391.0 13,375.9 2,015.1 15 15 Restructuring and acquisition charges 23.1 100.7 (77.6) (77) (77) Total operating expenses $ 22,564.8 20,184.3 2,380.5 12 % 12 % Operating income $ 868.1 576.5 291.6 51 % 54 % Equity losses $ (70.8) (194.1) 123.3 64 % 64 % Net non-cash MSR and mortgage banking derivative activity $ (18.2) (18.2) — — % — % Adjusted EBITDA $ 1,186.3 938.4 247.9 26 % 28 % 51 Table of Contents Non-GAAP Financial Measures Management uses certain non-GAAP financial measures to develop budgets and forecasts, measure and reward performance against those budgets and forecasts, and enhance comparability to prior periods.
ITEMS AFFECTING COMPARABILITY Macroeconomic Conditions Our results of operations and the variability of these results are significantly influenced by (i) macroeconomic trends, (ii) the geopolitical environment, (iii) the global and regional real estate markets and (iv) the financial and credit markets.
ITEMS AFFECTING COMPARABILITY Macroeconomic Conditions Our results of operations and the variability of these results are significantly influenced by (i) macroeconomic trends, (ii) geopolitical environment, (iii) global and regional real estate markets and (iv) financial and credit markets.
Relating to dispositions, comparable results will include the revenues and expenses of recent dispositions and results may also include gains (losses) on the disposition.
Relating to dispositions, comparable results will include the revenues and expenses of recent dispositions, and may also include gains (losses) on the disposition.
MARKET RISKS Market Risk The principal market risks we face due to the risk of loss arising from adverse changes in market rates and prices are: • Interest rates on our unsecured credit facility (the "Facility"); and • Foreign exchange risks.
MARKET RISKS The principal market risks we face due to the risk of loss arising from adverse changes in market rates and prices are: • Interest rates on our unsecured credit facility (the "Facility"); and • Foreign exchange risks.
Restructuring and acquisition charges primarily consist of (i) severance and employment-related charges, including those related to external service providers, incurred in conjunction with a structural business shift, which can be represented by a notable change in headcount, change in leadership or transformation of business processes, (ii) acquisition, transaction and integration-related charges, including non-cash fair value adjustments to assets and liabilities recorded in purchase accounting such as earn-out liabilities and intangible assets and (iii) lease exit charges.
Restructuring and acquisition charges primarily consist of (i) severance and employment-related charges, including those related to external service providers, incurred in conjunction with a structural business shift, which can be represented by a notable change in headcount, change in leadership or transformation of business processes, (ii) acquisition, transaction and integration-related charges, including non-cash fair value adjustments to assets and liabilities recorded in purchase accounting such as earn-out liabilities and intangible assets and (iii) other restructuring, including lease exit charges.
For additional detail regarding our critical accounting policies and estimates discussed below, see Note 2, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements, included in Item 8. 44 Table of Contents Revenue Recognition We earn revenue from the following services (segments are bolded). • Markets Advisory ◦ Leasing ◦ Property Management ◦ Advisory, Consulting and Other • Capital Markets ◦ Investment Sales, Debt/Equity Advisory and Other ◦ Loan Servicing ◦ Value and Risk Advisory • Work Dynamics ◦ Workplace Management ◦ Project Management ◦ Portfolio Services and Other • JLL Technologies • LaSalle Our services are generally earned and billed in the form of transaction commissions, advisory and management fees, and incentive fees.
For additional detail regarding our critical accounting policies and estimates discussed below, see Note 2, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements, included in Item 8. 45 Table of Contents Revenue Recognition We earn revenue from the following services (segments are bolded). • Markets Advisory ◦ Leasing ◦ Property Management ◦ Advisory, Consulting and Other • Capital Markets ◦ Investment Sales, Debt/Equity Advisory and Other ◦ Loan Servicing ◦ Value and Risk Advisory • Work Dynamics ◦ Workplace Management ◦ Project Management ◦ Portfolio Services and Other • JLL Technologies • LaSalle Our services are generally earned and billed in the form of transaction commissions, advisory and management fees, and incentive fees.
Such revenues include investment sales and other capital markets activities, agency and tenant representation leasing transactions, incentive fees, and other services/offerings, increase the variability of the revenue we earn.
Such revenues include investment sales and other capital markets activities, agency and tenant representation leasing transactions, incentive fees, and other services/offerings, which increase the variability of the revenue we earn.
In addition, British pound and Singapore dollar expenses incurred as a result of our regional headquarters being located in London and Singapore, respectively, act as ongoing partial operational hedges against our translation exposures to those currencies. 48 Table of Contents We enter into forward foreign currency exchange contracts to manage currency risks associated with intercompany loan balances.
In addition, British pound and Singapore dollar expenses incurred as a result of our regional headquarters being located in London and Singapore, respectively, act as ongoing partial operational hedges against our translation exposures to those currencies. 49 Table of Contents We enter into forward foreign currency exchange contracts to manage currency risks associated with intercompany loan balances.
The comparability of these items can be seen in Note 3, Business Segments, of the Notes to Consolidated Financial Statements, included in Item 8, and is discussed further in Segment Operating Results included herein. 47 Table of Contents Foreign Currency We conduct business using a variety of currencies, but we report our results in U.S. dollars.
The comparability of these items can be seen in Note 3, Business Segments, of the Notes to Consolidated Financial Statements, included in Item 8, and is discussed further in Segment Operating Results included herein. 48 Table of Contents Foreign Currency We conduct business using a variety of currencies, but we report our results in U.S. dollars.
We account for these investments at fair value or under the equity method of accounting. 45 Table of Contents Second, JLL Technologies invests in proptech funds and early to mid-stage companies to improve our strategic position within the real estate technology landscape, including investments through the JLL Spark Global Ventures Funds. We account for these investments at fair value.
We account for these investments at fair value or under the equity method of accounting. 46 Table of Contents Second, JLL Technologies invests in proptech funds and early to mid-stage companies to improve our strategic position within the real estate technology landscape, including investments through the JLL Spark Global Ventures Funds.
As of December 31, 2023, we have therefore not provided for withholding tax, dividend distribution tax, capital gains taxes, or other taxes which could arise upon such distribution. We believe our policy of permanently reinvesting earnings of foreign subsidiaries does not significantly impact our liquidity.
As of December 31, 2024, we have therefore not provided for withholding tax, dividend distribution tax, capital gains taxes, or other taxes which could arise upon such distribution. We believe our policy of permanently reinvesting earnings of foreign subsidiaries does not significantly impact our liquidity.
Our statutory legal entity structure generally does not mirror the way we organize, manage, and report our business operations. 46 Table of Contents For example, the same legal entity may include Capital Markets, Work Dynamics and Markets Advisory businesses in a particular country.
Our statutory legal entity structure generally does not mirror the way we organize, manage, and report our business operations. 47 Table of Contents For example, the same legal entity may include Capital Markets, Work Dynamics and Markets Advisory businesses in a particular country.
Refer to Note 4, Business Combinations, Goodwill and Other Intangible Assets, of the Notes to the Consolidated Financial Statements, included in Item 8, for further information on business acquisitions. 63 Table of Contents Repatriation of Foreign Earnings Based on our historical experience and future business plans, we do not expect to repatriate our foreign source earnings to the U.S.
Refer to Note 4, Business Combinations, Goodwill and Other Intangible Assets, of the Notes to the Consolidated Financial Statements, included in Item 8, for further information on business acquisitions. Repatriation of Foreign Earnings Based on our historical experience and future business plans, we do not expect to repatriate our foreign source earnings to the U.S.
We are primarily exposed to interest rate risk on our Facility, which had a maximum borrowing capacity of $3.30 billion as of December 31, 2023. The Facility consists of revolving credit available for working capital, investments, capital expenditures and acquisitions. We had $610.6 million of outstanding borrowings, net of debt issuance costs, under the Facility as of December 31, 2023.
We are primarily exposed to interest rate risk on our Facility, which had a maximum borrowing capacity of $3.30 billion as of December 31, 2024. The Facility consists of revolving credit available for working capital, investments, capital expenditures and acquisitions. We had $88.6 million of outstanding borrowings, net of debt issuance costs, under the Facility as of December 31, 2024.
We have historically funded pension costs as actuarially determined and as applicable laws and regulations require. We expect to contribute $6.5 million to our defined benefit pension plans in 2024. As payments to recipients are based on their retirement date, age and other factors, we cannot determine the timing of such payments with precision.
We have historically funded pension costs as actuarially determined and as applicable laws and regulations require. We expect to contribute $0.5 million to our defined benefit pension plans in 2025. As payments to recipients are based on their retirement date, age and other factors, we cannot determine the timing of such payments with precision.
Generally, the maturity of these contracts is less than 60 days. As of December 31, 2023, we had forward exchange contracts in effect with a gross notional value of $2.07 billion ($1.21 billion on a net basis). This corresponding net carrying gain is generally offset by a carrying loss in associated intercompany loans.
Generally, the maturity of these contracts is less than 60 days. As of December 31, 2024, we had forward exchange contracts in effect with a gross notional value of $2.21 billion ($1.08 billion on a net basis). This corresponding net carrying gain is generally offset by a carrying loss in associated intercompany loans.
The following table reflects the reconciliation to local currency amounts for consolidated (i) Revenue, (ii) Fee revenue, (iii) Operating income and (iv) Adjusted EBITDA.
The following table reflects the reconciliation to local currency amounts for consolidated (i) Revenue, (ii) Operating income and (iii) Adjusted EBITDA.
Net non-cash MSR and mortgage banking derivative activity consists of the balances presented within Revenue composed of (i) derivative gains/losses resulting from mortgage banking loan commitment and warehousing activity and (ii) gains recognized from the retention of MSR upon origination and sale of mortgage loans, offset by (iii) amortization of MSR intangible assets over the period that net servicing income is projected to be received.
GAAP Financial Measures Used to Calculate non-GAAP Financial Measures Net non-cash MSR and mortgage banking derivative activity consists of the balances presented within Revenue composed of (i) derivative gains/losses resulting from mortgage banking loan commitment and warehousing activity and (ii) gains recognized from the retention of MSR upon origination and sale of mortgage loans, offset by (iii) amortization of MSR intangible assets over the period that net servicing income is projected to be received.
We have unfunded capital commitments to investment vehicles and direct investments totaling a maximum of $354.6 million as of December 31, 2023. See Note 5, Investments, of the Notes to Consolidated Financial Statements, included in Item 8, for additional information on our investment activity.
We have unfunded capital commitments to investment vehicles and direct investments totaling a maximum of $299.6 million as of December 31, 2024. See Note 5, Investments, of the Notes to Consolidated Financial Statements, included in Item 8, for additional information on our investment activity.
Terms for our acquisitions have typically included cash paid at closing with provisions for additional consideration and earn-out payments subject to certain contract provisions and performance. Deferred business acquisition obligations totaled $13.2 million and $26.2 million on the Consolidated Balance Sheets as of December 31, 2023 and 2022, respectively.
Terms for our acquisitions have typically included cash paid at closing with provisions for additional consideration and earn-out payments subject to certain contract provisions and performance. Deferred business acquisition obligations totaled $20.8 million and $13.2 million on the Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.
Refer to Note 10, Debt in the Notes to Consolidated Financial Statements, included in Item 8, for additional information on our debt. 62 Table of Contents Investment Activity As of December 31, 2023, we had a carrying value of $816.6 million in Investments, primarily related to investments by JLL Technologies in early to mid-stage proptech companies and proptech funds as well as LaSalle co-investments.
Refer to Note 10, Debt in the Notes to Consolidated Financial Statements, included in Item 8, for additional information on our debt. 62 Table of Contents Investment Activity As of December 31, 2024, we had a carrying value of $812.7 million in Investments, primarily related to investments by JLL Technologies in early to mid-stage proptech companies and proptech funds as well as LaSalle co-investments.
Year Ended December 31, ($ in millions) 2023 2022 Average outstanding borrowings $ 1,875.9 1,399.1 Average effective interest rate 5.9 % 2.9 % As of December 31, 2023, we had €350.0 million of Euro Notes, evenly divided between maturities of June 2027 (with a fixed interest rate of 1.96%) and June 2029 (with a fixed interest rate of 2.21%).
Year Ended December 31, ($ in millions) 2024 2023 Average outstanding borrowings $ 1,381.4 1,875.9 Average effective interest rate 5.9 % 5.9 % As of December 31, 2024, we had €350.0 million of Euro Notes, evenly divided between maturities of June 2027 (with a fixed interest rate of 1.96%) and June 2029 (with a fixed interest rate of 2.21%).
These measures are believed to be useful to investors and other external stakeholders as supplemental measures of core operating performance and include the following. (i) Fee revenue and Fee-based operating expenses; (ii) Adjusted EBITDA attributable to common shareholders ("Adjusted EBITDA") and Adjusted EBITDA margin; and (iii) Percentage changes against prior periods, presented on a local currency basis.
These measures are believed to be useful to investors and other external stakeholders as supplemental measures of core operating performance and include the following. (i) Adjusted EBITDA attributable to common shareholders ("Adjusted EBITDA") and (ii) Percentage changes against prior periods presented on a local currency basis.
In 2023 and 2022, funding of investments exceeded returns of capital by $85.7 million and $142.9 million, respectively. We expect continued investments by JLL Technologies as well as strategic co-investment opportunities with our investment management clients globally as co-investment remains an important foundation to the continued growth of LaSalle's business.
In 2024 and 2023, funding of investments exceeded returns of capital by $69.4 million and $85.7 million, respectively. We expect continued investments by JLL Technologies as well as strategic co-investment opportunities with our investment management clients globally as co-investment remains an important foundation to the continued growth of LaSalle's business.
The total minimum rentals to be received in the future as sublessor under noncancelable operating subleases as of December 31, 2023 was $37.6 million. Refer to Note 11, Leases, of the Notes to the Consolidated Financial Statements, included in Item 8, for further information on our lease obligations.
The total minimum rentals to be received in the future as sublessor under noncancelable operating subleases as of December 31, 2024 was $38.3 million. Refer to Note 11, Leases, of the Notes to the Consolidated Financial Statements, included in Item 8, for further information on our lease obligations.
Gain/loss on disposition reflects the gain or loss recognized on the sale or disposition of businesses. Given the low frequency of business disposals by the company historically, the gain or loss directly associated with such activity is excluded as it is not considered indicative of core operating performance.
Gain/loss on disposition reflects the gain or loss recognized on the sale or disposition of businesses. Given the low frequency of business disposals by the company historically, the gain or loss directly associated with such activity is excluded as it is not considered indicative of core operating performance. In 2024, we did not recognize any gain or loss on disposition.
The following table provides additional information on our Facility as well as our uncommitted credit agreement ("Uncommitted Facility"), which allows for discretionary short-term liquidity of up to $400.0 million, collectively.
The following table provides additional information on our Facility, commercial paper, and our uncommitted credit agreement ("Uncommitted Facility"), which allows for discretionary short-term liquidity of up to $400.0 million, collectively.
Share Repurchase and Dividend Programs In February 2022, our Board of Directors authorized an additional $1.5 billion for the repurchase of our common stock in the open market and privately negotiated transactions. As of December 31, 2023, $1,093.6 million remained authorized for repurchases under our repurchase program. The following table outlines share repurchase activity for the last two year.
Share Repurchase and Dividend Programs In February 2022, our Board of Directors authorized an additional $1.5 billion for the repurchase of our common stock in the open market and privately negotiated transactions. As of December 31, 2024, $1,013.2 million remained authorized for repurchases under our repurchase program. The following table outlines share repurchase activity for the last two years.
The meaningfully lower ETR in 2023 was primarily attributable to the significant decline in pre-tax earnings as well as the geographic mix of income.
The meaningfully lower ETR in 2023 was primarily attributable to the significantly lower pre-tax earnings (compared to 2024) as well as the geographic mix of income.
Foreign Exchange Foreign exchange risk is the risk we will incur economic losses due to adverse changes in foreign currency exchange rates. Our revenue from outside of the U.S. approximated 41% of our total revenue for both 2023 and 2022, as outlined in the table below.
Foreign Exchange Foreign exchange risk is the risk we will incur economic losses due to adverse changes in foreign currency exchange rates. Our revenue from outside of the U.S. approximated 39% and 41% of our total revenue for the years ended December 31, 2024 and 2023, respectively, as outlined in the table below.
Had euro-to-U.S. dollar exchange rates been 10% higher throughout the course of 2023, we estimate our reported operating income would have decreased by $0.3 million.
Had euro-to-U.S. dollar exchange rates been 10% higher throughout the course of 2024, we estimate our reported operating income would have increased by $2.7 million.
Year Ended December 31, (in millions) 2023 2022 JLL Technologies $ (177.0) 46.6 LaSalle (24.7) 0.4 Other 7.6 4.0 Equity (losses) earnings $ (194.1) 51.0 Income Taxes The provision for income taxes was $25.7 million and $200.8 million for the years ended December 31, 2023 and 2022, respectively, representing effective tax rates ("ETR") of 10.2% and 20.2%, respectively.
Year Ended December 31, (in millions) 2024 2023 JLL Technologies $ (53.8) (177.0) LaSalle (22.6) (24.7) Other 5.6 7.6 Equity losses $ (70.8) (194.1) Income Taxes The provision for income taxes was $132.5 million and $25.7 million for the years ended December 31, 2024 and 2023, respectively, representing effective tax rates ("ETR") of 19.5% and 10.2%, respectively.
As of December 31, 2023, we had the potential to make earn-out payments on 14 acquisitions subject to the achievement of certain performance conditions, representing $57.5 million accrued for potential earn-out payments, of a potential maximum of $100.0 million (undiscounted).
As of December 31, 2024, we had the potential to make earn-out payments on 13 acquisitions subject to the achievement of certain performance conditions, representing $35.8 million accrued for potential earn-out payments, of a potential maximum of $108.0 million (undiscounted).
Year Ended December 31, ($ in millions) 2023 % of Total 2022 % of Total United States dollar $ 12,258.9 59.0 % $ 12,375.9 59.3 % British pound 1,640.0 7.9 1,575.6 7.6 Euro 1,436.1 6.9 1,535.6 7.4 Australian dollar 1,036.9 5.0 1,183.0 5.7 Indian rupee 661.4 3.2 591.0 2.8 Canadian dollar 613.8 3.0 593.8 2.8 Hong Kong dollar 544.8 2.6 532.3 2.6 Chinese yuan 480.9 2.3 506.0 2.4 Singapore dollar 425.4 2.0 368.4 1.8 Japanese yen 286.6 1.4 233.8 1.1 Other currencies 1,376.0 6.7 1,366.7 6.5 Total revenue $ 20,760.8 100.0 % $ 20,862.1 100.0 % Had British pound-to-U.S. dollar exchange rates been 10% higher throughout the course of 2023, we estimate our reported operating income would have increased by $2.2 million.
Year Ended December 31, ($ in millions) 2024 % of Total 2023 % of Total United States dollar $ 14,402.3 61.5 % $ 12,258.9 59.0 % British pound 1,773.5 7.6 1,640.0 7.9 Euro 1,464.9 6.3 1,436.1 6.9 Australian dollar 1,085.3 4.6 1,036.9 5.0 Indian rupee 823.8 3.5 661.4 3.2 Canadian dollar 612.6 2.6 613.8 3.0 Hong Kong dollar 567.1 2.4 544.8 2.6 Chinese yuan 488.1 2.1 480.9 2.3 Singapore dollar 447.3 1.9 425.4 2.0 Japanese yen 346.3 1.5 286.6 1.4 Other currencies 1,421.7 6.0 1,376.0 6.7 Total revenue $ 23,432.9 100.0 % $ 20,760.8 100.0 % Had British pound-to-U.S. dollar exchange rates been 10% higher throughout the course of 2024, we estimate our reported operating income would have increased by $6.6 million.
Year Ended December 31, (in millions) 2023 2022 Net income attributable to common shareholders $ 225.4 654.5 Add: Interest expense, net of interest income 135.4 75.2 Income tax provision 25.7 200.8 Depreciation and amortization (1) 234.4 225.2 EBITDA $ 620.9 1,155.7 Adjustments: Restructuring and acquisition charges 100.7 104.8 Net loss on disposition 0.5 7.5 Net non-cash MSR and mortgage banking derivative activity 18.2 (11.0) Interest on employee loans, net (3.6) (9.7) Adjusted EBITDA $ 736.7 1,247.3 (1) This adjustment excludes the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders. 52 Table of Contents In discussing our operating results, we report Adjusted EBITDA margins and refer to percentage changes in local currency, unless otherwise noted.
Year Ended December 31, (in millions) 2024 2023 Net income attributable to common shareholders $ 546.8 225.4 Add: Interest expense, net of interest income 136.9 135.4 Income tax provision 132.5 25.7 Depreciation and amortization (1) 252.0 234.4 Adjustments: Restructuring and acquisition charges 23.1 100.7 Net loss (gain) on disposition — 0.5 Net non-cash MSR and mortgage banking derivative activity 18.2 18.2 Interest on employee loans, net of forgiveness (5.9) (3.6) Equity losses - JLL Technologies and LaSalle 76.4 201.7 Credit losses on convertible note investments 6.3 — Adjusted EBITDA $ 1,186.3 938.4 (1) This adjustment excludes the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders. 53 Table of Contents In discussing our operating results, we report Adjusted EBITDA margins and refer to percentage changes in local currency, unless otherwise noted.
This included $13.6 million of payments relating to an acquisition that closed in 2023 and $26.8 million for deferred business acquisition and earn-out obligations related to acquisitions completed in prior years, which are primarily reflected in cash flows from financing activities.
Business Acquisitions In 2024, we paid $69.7 million for business acquisitions. This included $62.3 million of payments relating to acquisitions that closed in 2024 and $7.4 million for deferred business acquisition and earn-out obligations related to acquisitions completed in prior years, which are primarily reflected in cash flows from financing activities.
December 31, (in millions) 2023 2022 Outstanding borrowings under the Facility $ 625.0 1,225.0 Short-term borrowings 147.9 164.2 In addition to our Facility, we had the capacity to borrow up to $55.2 million under local overdraft facilities as of December 31, 2023.
December 31, (in millions) 2024 2023 Outstanding borrowings under the Facility $ 100.0 625.0 Short-term borrowings 153.8 147.9 Outstanding commercial paper 200.0 — In addition to our Facility, we had the capacity to borrow up to $42.5 million under local overdraft facilities as of December 31, 2024.
We assess interest rate sensitivity to estimate the potential effect of rising interest rates on our variable rate debt. If interest rates were 50 basis points higher during 2023, Interest expense, net of interest income, would have been $9.4 million higher.
Our Program provides us with another source of short-term capital, which may help us mitigate interest rate risk. We assess interest rate sensitivity to estimate the potential effect of rising interest rates on our variable rate debt. If interest rates were 50 basis points higher during 2024, Interest expense, net of interest income, would have been $6.9 million higher.
Given the interest accrued on these employee loans and subsequent forgiveness are non-cash and the amounts perfectly offset over the life of the loan, the activity is not indicative of core operating performance and is excluded from non-GAAP measures.
Given the interest accrued on these employee loans and subsequent forgiveness are non-cash and the amounts perfectly offset over the life of the loan, the activity is not indicative of core operating performance and is excluded from non-GAAP measures. 52 Table of Contents Equity earnings/losses (JLL Technologies and LaSalle) primarily reflects valuation changes on investments reported at fair value.
Outstanding borrowings, including the balance of the Facility and Short-term borrowings (financing lease obligations, overdrawn bank accounts and local overdraft facilities) are presented below.
Our $3.3 billion Facility matures on November 3, 2028, and bears a variable interest rate. Outstanding borrowings, including the balance of the Facility, Short-term borrowings (financing lease obligations, overdrawn bank accounts and local overdraft facilities) and the balance outstanding under the Program are presented below.
Where applicable, we estimate fair value of our investments using the net asset value ("NAV") per share (or its equivalent) our investees provide. Critical inputs to NAV estimates include valuations of the underlying real estate assets and borrowings, which incorporate investment-specific assumptions such as discount rates, capitalization rates, rental and expense growth rates, and asset-specific market borrowing rates.
Critical inputs to NAV estimates include fund financial statements, valuations of the underlying real estate assets and borrowings, which incorporate investment-specific assumptions such as discount rates, capitalization rates, rental and expense growth rates and asset-specific market borrowing rates.
In this Item, we discuss results for the years ended December 31, 2023 and 2022 and the comparison between these years. Discussions of results for the year ended December 31, 2021 and comparisons between 2022 and 2021 results can be found in Item 7.
In this Item, we discuss results for the years ended December 31, 2024 and 2023 and the comparison between these years.
GAAP financial measures and does not rely solely on non-GAAP financial measures. Because our non-GAAP financial measures are not calculated in accordance with U.S. GAAP, they may not be comparable to similarly titled measures used by other companies. Adjustments to U.S.
GAAP financial measures and does not rely solely on non-GAAP financial measures. Because our non-GAAP financial measures are not calculated in accordance with U.S. GAAP, they may not be comparable to similarly titled measures used by other companies. Effective January 1, 2024, we updated our definition of Adjusted EBITDA to exclude certain equity earnings/losses as further described below.
Net Income and Adjusted EBITDA Net income attributable to common shareholders was $225.4 million for the year, or $4.67 per diluted common share, compared with $654.5 million for 2022, or $13.27 per diluted common share. Adjusted EBITDA decreased 40% from the prior year to $736.7 million in 2023.
Net Income and Adjusted EBITDA Net income attributable to common shareholders was $546.8 million for the year, or $11.30 per diluted common share, compared with $225.4 million for 2023, or $4.67 per diluted common share. Adjusted EBITDA increased 28% from the prior year to $1,186.3 million in 2024.
Equity Earnings The following details Equity (losses) earnings by relevant segment. Refer to the segment discussions for additional details.
Refer to the segment discussions for additional details.
"Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 202 2 . SUMMARY OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES An understanding of our accounting policies is necessary for a complete analysis of our results, financial position, liquidity and trends.
SUMMARY OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES An understanding of our accounting policies is necessary for a complete analysis of our results, financial position, liquidity and trends.
We discuss key drivers, along with other investing activities, individually below in further detail. Cash Flows from Financing Activities Financing activities used $374.3 million of cash during 2023, compared with $13.1 million used during 2022.
We discuss key drivers, along with other investing activities, individually below in further detail. Cash Flows from Financing Activities Financing activities used $451.2 million of cash during 2024, compared with $374.3 million used during 2023. This change resulted from a net year-over-year decrease in debt outstanding, as cash provided by earnings was higher in 2024.
Year Ended December 31, (in millions) 2023 2022 Severance and other employment-related charges $ 62.1 44.5 Restructuring, pre-acquisition and post-acquisition charges 43.0 63.6 Fair value adjustments that resulted in a net decrease to earn-out liabilities from prior-period acquisition activity (4.4) (3.3) Restructuring and acquisition charges $ 100.7 104.8 The increase in severance and other employment-related charges, compared with 2022, reflected notable cost mitigation actions taken across the globe in 2023.
Year Ended December 31, (in millions) 2024 2023 Severance and other employment-related charges $ 27.1 62.1 Restructuring, pre-acquisition and post-acquisition charges 28.6 43.0 Fair value adjustments that resulted in a net decrease to earn-out liabilities from prior-period acquisition activity (32.6) (4.4) Restructuring and acquisition charges $ 23.1 100.7 55 Table of Contents Interest Expense Interest expense, net of interest income, for 2024 was $136.9 million, compared to $135.4 million in 2023.
In 2023, we recorded a $0.5 million net loss, versus a $7.5 million net loss in 2022. 51 Table of Contents Interest on Employee Loans, Net reflects interest accrued on employee loans less the amount of accrued interest forgiven. Certain employees (predominantly in our Leasing and Capital Markets businesses) receive cash payments structured as loans, with interest.
Interest on employee loans, net of forgiveness reflects interest accrued on employee loans less the amount of accrued interest forgiven. Certain employees (predominantly in Leasing and Capital Markets) receive cash payments structured as loans, with interest. Employees earn forgiveness of the loan based on performance, generally calculated as a percentage of revenue production.
Our Work Dynamics business provides a broad suite of integrated services to occupiers of real estate, including facility and project management, as well as portfolio and other services. We consider "Property Management" to be services provided to non-occupying property investors and "Workplace Management" to be services provided to facility occupiers.
Our Capital Markets service offerings include investment sales, debt and equity advisory, value and risk advisory, and loan servicing. Our Work Dynamics business provides a broad suite of integrated services to occupiers of real estate, including facility and project management, as well as portfolio and other services.
Margin expansion was driven by the Workplace Management and Project Management revenue growth and the reduction of certain expenses associated with cost management actions over the last year. 59 Table of Contents JLL Technologies % Change Year Ended December 31, Change in in Local ($ in millions) 2023 2022 U.S. dollars Currency Revenue $ 246.4 213.9 32.5 15 % 15 % Gross contract costs (14.5) (13.7) (0.8) 6 6 Fee revenue $ 231.9 200.2 31.7 16 % 16 % Compensation and benefits, excluding gross contract costs (1) 200.7 240.3 (39.6) (16) (16) Operating, administrative and other expenses, excluding gross contract costs 50.3 57.4 (7.1) (12) (12) Depreciation and amortization 15.9 15.4 0.5 3 3 Segment fee-based operating expenses (excluding restructuring and acquisition charges) 266.9 313.1 (46.2) (15) (15) Gross contract costs 14.5 13.7 0.8 6 6 Segment operating expenses $ 281.4 326.8 (45.4) (14) % (14) % Equity (losses) earnings $ (177.0) 46.6 (223.6) (480) % (480) % Adjusted EBITDA $ (196.1) (50.9) (145.2) (285) % (286) % Adjusted EBITDA margin (local currency basis) (84.9) % (25.4) % (5,920) bps (5,950) bps Adjusted EBITDA margin (USD basis) (84.6) % (1) Included in Compensation and benefits expenses for JLL Technologies is a reduction in carried interest expense of $13.8 million for the twelve months ended December 31, 2023, and carried interest expense of $16.6 million for the twelve months ended December 31, 2022, related to Equity earnings of the segment.
Adjusted EBITDA growth was driven by top-line performance, which more than overcame the incremental expenses described above. 59 Table of Contents JLL Technologies % Change Year Ended December 31, Change in in Local ($ in millions) 2024 2023 U.S. dollars Currency Revenue $ 226.3 246.4 (20.1) (8) % (8) % Platform compensation and benefits (1) $ 197.0 200.7 (3.7) (2 %) (2 %) Platform operating, administrative and other 54.2 50.3 3.9 8 8 Depreciation and amortization 19.4 15.9 3.5 22 22 Segment platform operating expenses 270.6 266.9 3.7 1 1 Gross contract costs 5.5 14.5 (9.0) (62) (62) Segment operating expenses $ 276.1 281.4 (5.3) (2) % (2) % Adjusted EBITDA (2) $ (22.3) (19.1) (3.2) (17) % (15) % Equity losses $ (53.8) (177.0) 123.2 70 % 70 % (1) Included in Compensation and benefits expenses for JLL Technologies is carried interest expense of $2.7 million for the twelve months ended December 31, 2024, and carried interest benefit of $13.8 million for the twelve months ended December 31, 2023.
Our JLL Technologies segment offers software products, solutions and services, while LaSalle provides investment management services on a global basis to institutional investors and high-net-worth individuals. For segment reporting, (i) gross contract costs and (ii) net non-cash MSR and mortgage banking derivative activity are both excluded from revenue in determining Fee revenue.
We consider "Property Management" to be services provided to non-occupying property investors and "Workplace Management" to be services provided to facility occupiers. Our JLL Technologies segment offers software products, solutions and services, while LaSalle provides investment management services on a global basis to institutional investors and high-net-worth individuals.
The change was driven by a higher effective interest rate on our credit facilities and a year-over-year increase in the average outstanding borrowings. The average outstanding borrowings under our credit facilities increased to $1,875.9 million, with an average effective interest rate of 5.9%, in 2023, from $1,399.1 million, with an average effective interest rate of 2.9%, during 2022.
The average outstanding borrowings under our credit facilities and commercial paper program was $1,381.4 million this year, with an average effective interest rate of 5.9%, in 2024, compared with $1,875.9 million, also with an average effective interest rate of 5.9%, during 2023. Equity Earnings (Losses) The following details Equity losses by relevant segment.
The impacts of inflation, including wage inflation, continue to be noticeable in our results. 49 Table of Contents RESULTS OF OPERATIONS Definitions • Assets under management data for LaSalle is reported on a one-quarter lag. • "n.m.": not meaningful, represented by a percentage change of greater than 1,000% or a change in margin of greater than 10,000 basis points ("bps"), favorable or unfavorable. • Net income margin attributable to common shareholders is measured on Revenue and Adjusted EBITDA margin is measured on Fee revenue. • We define "Resilient" revenue as (i) Property Management, within Markets Advisory, (ii) Value and Risk Advisory, and Loan Servicing, within Capital Markets, (iii) Workplace Management, within Work Dynamics, (iv) JLL Technologies, and (v) Advisory Fees, within LaSalle.
However, we do not believe inflation had a material impact on our results of operations for the twelve months ended December 31, 2024. 50 Table of Contents RESULTS OF OPERATIONS Definitions • Assets under management data for LaSalle are reported on a one-quarter lag. • "n.m.": not meaningful, represented by a percentage change of greater than 1,000%, favorable or unfavorable. • We define "Resilient" revenue as (i) Property Management, within Markets Advisory, (ii) Value and Risk Advisory, and Loan Servicing, within Capital Markets, (iii) Workplace Management, within Work Dynamics, (iv) JLL Technologies and (v) Advisory Fees, within LaSalle. • We define "Transactional" revenue as (i) Leasing and Advisory, Consulting and Other, within Markets Advisory, (ii) Investment Sales, Debt/Equity Advisory and Other, within Capital Markets, (iii) Project Management and Portfolio Services and Other, within Work Dynamics and (iv) Incentive fees and Transaction fees and other, within LaSalle. • Gross contract costs represent certain costs associated with client-dedicated employees and third-party vendors and subcontractors and are directly or indirectly reimbursed through the fees we receive.
In addition, our measure of segment results also excludes Restructuring and acquisition charges. 56 Table of Contents Markets Advisory % Change Year Ended December 31, Change in in Local ($ in millions) 2023 2022 U.S. dollars Currency Revenue $ 4,121.6 4,415.5 (293.9) (7) % (6) % Gross contract costs (1,153.6) (1,055.3) (98.3) 9 11 Fee revenue $ 2,968.0 3,360.2 (392.2) (12) % (11) % Leasing 2,322.3 2,736.7 (414.4) (15) (15) Property Management 551.7 500.2 51.5 10 11 Advisory, Consulting and Other 94.0 123.3 (29.3) (24) (23) Compensation and benefits, excluding gross contract costs 2,178.2 2,433.7 (255.5) (10) (10) Operating, administrative and other expenses, excluding gross contract costs 368.3 405.0 (36.7) (9) (8) Depreciation and amortization 69.6 73.5 (3.9) (5) (5) Segment fee-based operating expenses (excluding restructuring and acquisition charges) 2,616.1 2,912.2 (296.1) (10) (10) Gross contract costs 1,153.6 1,055.3 98.3 9 11 Segment operating expenses $ 3,769.7 3,967.5 (197.8) (5) % (4) % Equity losses $ (0.5) (0.3) (0.2) (67) % (51) % Adjusted EBITDA $ 416.6 527.5 (110.9) (21) % (21) % Adjusted EBITDA margin (local currency basis) 14.1 % 15.7 % (170) bps (160) bps Adjusted EBITDA margin (USD basis) 14.0 % Markets Advisory top-line movements were largely driven by Leasing and reflected a decrease in average deal size and lower transaction volumes across nearly all asset classes, especially the office sector.
Our measure of segment results excludes Restructuring and acquisition charges. 56 Table of Contents Markets Advisory % Change Year Ended December 31, Change in in Local ($ in millions) 2024 2023 U.S. dollars Currency Leasing $ 2,596.2 2,343.6 252.6 11 % 11 % Property Management 1,795.1 1,675.1 120.0 7 8 Advisory, Consulting and Other 109.4 102.9 6.5 6 7 Revenue $ 4,500.7 4,121.6 379.1 9 % 9 % Platform compensation and benefits $ 2,309.2 2,178.2 131.0 6 % 6 % Platform operating, administrative and other 371.9 368.3 3.6 1 1 Depreciation and amortization 70.0 69.6 0.4 1 1 Segment platform operating expenses 2,751.1 2,616.1 135.0 5 5 Gross contract costs 1,269.6 1,153.6 116.0 10 11 Segment operating expenses $ 4,020.7 3,769.7 251.0 7 % 7 % Equity earnings (losses) $ 0.7 (0.5) 1.2 240 % 227 % Adjusted EBITDA $ 547.6 416.6 131.0 31 % 31 % The broad-based increase in Markets Advisory revenue was primarily driven by Leasing and led by the office sector.
The total assets of these countries in aggregate totaled approximately 4% of our total assets as of both December 31, 2023 and 2022. Leases Our lease obligations primarily consist of operating leases of office space in various buildings for our own use as well as operating leases for equipment.
As of December 31, 2024 and 2023, we had total cash and cash equivalents of $416.3 million and $410.0 million, respectively, of which $314.4 million and $310.1 million, respectively, was held by our foreign subsidiaries. 63 Table of Contents Leases Our lease obligations primarily consist of operating leases of office space in various buildings for our own use as well as operating leases for equipment.
Deferred Compensation Deferred compensation obligations are inclusive of amounts attributable to service conditions satisfied as of December 31, 2023, as well as service conditions expected to be satisfied in future periods. The deferred compensation plans include a provision for deferred compensation plans, predominantly in the U.S., that allow employees to defer portions of their compensation.
Deferred Compensation Deferred compensation obligations are inclusive of amounts attributable to service conditions satisfied as of December 31, 2024, as well as service conditions expected to be satisfied in future periods. We invest directly in insurance contracts which yield returns to fund these deferred compensation obligations.
The margin contraction was predominantly driven by the decline in Investment Sales and Debt/Equity Advisory revenue, net of lower commissions expense, as well as incentive compensation accruals, as described above. 58 Table of Contents Work Dynamics % Change Year Ended December 31, Change in in Local ($ in millions) 2023 2022 U.S. dollars Currency Revenue $ 14,131.1 13,268.5 862.6 7 % 7 % Gross contract costs (12,131.4) (11,403.8) (727.6) 6 7 Fee Revenue $ 1,999.7 1,864.7 135.0 7 % 7 % Workplace Management 806.4 752.8 53.6 7 7 Project Management 928.4 850.7 77.7 9 9 Portfolio Services and Other 264.9 261.2 3.7 1 1 Compensation and benefits, excluding gross contract costs 1,305.1 1,202.3 102.8 9 9 Operating, administrative and other expenses, excluding gross contract costs 431.6 432.9 (1.3) — — Depreciation and amortization 79.2 71.1 8.1 11 12 Segment fee-based operating expenses (excluding restructuring and acquisition charges) 1,815.9 1,706.3 109.6 6 7 Gross contract costs 12,131.4 11,403.8 727.6 6 7 Segment operating expenses $ 13,947.3 13,110.1 837.2 6 % 7 % Equity earnings $ 1.4 1.2 0.2 17 % 17 % Adjusted EBITDA $ 264.0 230.1 33.9 15 % 14 % Adjusted EBITDA margin (local currency basis) 13.1 % 12.3 % 90 bps 80 bps Adjusted EBITDA margin (USD basis) 13.2 % Work Dynamics revenue and fee revenue growth was broad-based across service lines and geographies, led by strong performance in Workplace Management as recent wins and mandate expansions ramped up in the second half of the year.
The Adjusted EBITDA improvement was largely attributable to transactional revenue growth, together with cost discipline, tempered by the expense drivers described above. 58 Table of Contents Work Dynamics % Change Year Ended December 31, Change in in Local ($ in millions) 2024 2023 U.S. dollars Currency Workplace Management $ 12,529.7 10,706.2 1,823.5 17 % 17 % Project Management 3,151.9 2,924.8 227.1 8 8 Portfolio Services and Other 516.0 500.1 15.9 3 3 Revenue $ 16,197.6 14,131.1 2,066.5 15 % 15 % Platform compensation and benefits $ 1,385.8 1,305.1 80.7 6 % 6 % Platform operating, administrative and other 467.8 431.6 36.2 8 9 Depreciation and amortization 91.1 79.2 11.9 15 15 Segment platform operating expenses 1,944.7 1,815.9 128.8 7 7 Gross contract costs 14,029.9 12,131.4 1,898.5 16 16 Segment operating expenses $ 15,974.6 13,947.3 2,027.3 15 % 15 % Equity earnings $ 2.2 1.4 0.8 57 % 58 % Adjusted EBITDA $ 316.3 264.0 52.3 20 % 20 % Work Dynamics revenue growth was led by continued strong performance in Workplace Management, largely from a balanced mix of client wins and mandate expansions, as well as incremental pass-through costs in the United States.
Lower segment operating expenses and segment fee-based operating expenses in 2023 were largely driven by (i) a $30.4 million year-over-year difference associated with carried interest expense (which broadly correlates to equity earnings/losses), given the reduction in carried interest expense in 2023 compared with incremental expense in 2022 and (ii) the reduction of certain expenses associated with cost management actions over the last year.
The net increase in Segment platform operating expenses was largely driven by a $16.5 million year-over-year difference associated with carried interest expense (given incremental expense in 2024 compared with a reduction in carried interest in 2023), largely offset by the impact of cost discipline and improved operating efficiency achieved over the past year.
Year Ended December 31, ($ in millions) 2023 2022 Total number of shares repurchased (in 000's) 410.3 2,922.5 Total paid for shares repurchased $ 62.0 601.2 Capital Expenditures Capital expenditures, excluding those made by a consolidated VIE in which we held no equity interest, were $186.9 million and $205.8 million in 2023 and 2022, respectively.
Year Ended December 31, ($ in millions) 2024 2023 Total number of shares repurchased (in 000's) 373.1 410.3 Total paid for shares repurchased $ 80.4 62.0 Capital Expenditures Capital expenditures were $185.5 million and $186.9 million in 2024 and 2023, respectively. Expenditures in both years were primarily related to office leasehold improvements, hardware and purchased/developed software.
Cash Flows from Investing Activities We used $290.4 million of cash for investing activities during 2023, compared with $243.1 million used in 2022. Net cash outflow was lower in 2022 due to the receipt of $132.4 million net capital proceeds relating to an investment by a less than wholly-owned subsidiary (offset within cash flows from financing activities as noted below).
Cash Flows from Investing Activities We used $316.8 million of cash for investing activities during 2024, compared with $290.4 million used in 2023. Net cash outflow increased in 2024 due to higher business acquisition volumes in the current year, partially offset by lower investment activity within JLL Technologies and LaSalle.
Adjusted EBITDA margin contraction was predominantly driven by the lower Leasing revenue (net of lower commissions) and higher incentive compensation accruals in the current year, which overshadowed the revenue growth in Property Management and benefit associated with cost management actions discussed above. 57 Table of Contents Capital Markets % Change Year Ended December 31, Change in in Local ($ in millions) 2023 2022 U.S. dollars Currency Revenue $ 1,778.0 2,488.2 (710.2) (29) % (29) % Gross contract costs (47.5) (47.0) (0.5) 1 1 Net non-cash MSR and mortgage banking derivative activity 18.2 (11.0) 29.2 (265) (266) Fee revenue $ 1,748.7 2,430.2 (681.5) (28) % (28) % Investment Sales, Debt/Equity Advisory and Other 1,245.0 1,906.7 (661.7) (35) (35) Value and Risk Advisory 351.1 365.6 (14.5) (4) (3) Loan Servicing 152.6 157.9 (5.3) (3) (3) Compensation and benefits, excluding gross contract costs 1,337.7 1,727.1 (389.4) (23) (22) Operating, administrative and other expenses, excluding gross contract costs 246.1 263.2 (17.1) (6) (6) Depreciation and amortization 65.6 61.6 4.0 6 7 Segment fee-based operating expenses (excluding restructuring and acquisition charges) 1,649.4 2,051.9 (402.5) (20) (20) Gross contract costs 47.5 47.0 0.5 1 1 Segment operating expenses $ 1,696.9 2,098.9 (402.0) (19) % (19) % Equity earnings $ 6.7 3.1 3.6 116 % 114 % Adjusted EBITDA $ 173.1 444.0 (270.9) (61) % (61) % Adjusted EBITDA margin (local currency basis) 9.9 % 18.3 % (840) bps (840) bps Adjusted EBITDA margin (USD basis) 9.9 % Lower Capital Markets revenue and fee revenue reflected the meaningful drop in transaction volumes compared with 2022.
Higher Adjusted EBITDA was driven by transactional revenue growth, which outpaced the expense increased described above. 57 Table of Contents Capital Markets % Change Year Ended December 31, Change in in Local ($ in millions) 2024 2023 U.S. dollars Currency Investment Sales, Debt/Equity Advisory and Other $ 1,506.2 1,261.6 244.6 19 % 20 % Value and Risk Advisory 373.0 363.8 9.2 3 3 Loan Servicing 161.2 152.6 8.6 6 6 Revenue $ 2,040.4 1,778.0 262.4 15 % 15 % Platform compensation and benefits $ 1,491.9 1,337.7 154.2 12 % 12 % Platform operating, administrative and other 278.4 246.1 32.3 13 13 Depreciation and amortization 66.8 65.6 1.2 2 2 Segment platform operating expenses 1,837.1 1,649.4 187.7 11 11 Gross contract costs 48.6 47.5 1.1 2 3 Segment operating expenses $ 1,885.7 1,696.9 188.8 11 % 11 % Equity earnings $ 2.7 6.7 (4.0) (60) % (59) % Net non-cash MSR and mortgage banking derivative activity $ (18.2) (18.2) — — % — % Adjusted EBITDA $ 244.4 173.1 71.3 41 % 42 % Capital Markets top-line results were driven by Investment Sales, Debt/Equity Advisory and Other as investor sentiment and increasing interest rate stability supported year-over-year accelerated activity.
The full-year margin contraction was entirely driven by the equity losses, partially offset by (i) fee revenue growth, (ii) the reduction in carried interest expense (associated with equity losses) and (iii) the reduction of certain expenses associated with cost management actions and improved operating efficiency over the last year. 60 Table of Contents LaSalle % Change Year Ended December 31, Change in in Local ($ in millions) 2023 2022 U.S. dollars Currency Revenue $ 483.7 476.0 7.7 2 % 2 % Gross contract costs (28.9) (29.3) 0.4 (1) (2) Fee revenue $ 454.8 446.7 8.1 2 % 2 % Advisory fees 377.2 380.3 (3.1) (1) — Transaction fees and other 30.1 39.8 (9.7) (24) (22) Incentive fees 47.5 26.6 20.9 79 79 Compensation and benefits, excluding gross contract costs 288.7 290.4 (1.7) (1) — Operating, administrative and other expenses, excluding gross contract costs 62.6 59.7 2.9 5 5 Depreciation and amortization 8.1 6.5 1.6 25 26 Segment fee-based operating expenses (excluding restructuring and acquisition charges) 359.4 356.6 2.8 1 1 Gross contract costs 28.9 29.3 (0.4) (1) (2) Segment operating expenses $ 388.3 385.9 2.4 1 % 1 % Equity (losses) earnings $ (24.7) 0.4 (25.1) n.m. n.m.
Lower equity losses in 2024 were attributable to modest valuation increases across several investments, offset by less significant valuation declines compared with 2023. 60 Table of Contents LaSalle % Change Year Ended December 31, Change in in Local ($ in millions) 2024 2023 U.S. dollars Currency Advisory fees $ 373.8 406.2 (32.4) (8) % (7) % Transaction fees and other 33.5 30.0 3.5 12 14 Incentive fees 60.6 47.5 13.1 28 36 Revenue $ 467.9 483.7 (15.8) (3) % (2) % Platform compensation and benefits $ 268.9 288.7 (19.8) (7) % (6) % Platform operating, administrative and other 69.8 62.6 7.2 12 11 Depreciation and amortization 8.5 8.1 0.4 5 5 Segment platform operating expenses 347.2 359.4 (12.2) (3) (3) Gross contract costs 37.4 28.9 8.5 29 30 Segment operating expenses $ 384.6 388.3 (3.7) (1) % — % Adjusted EBITDA (1) $ 100.3 103.8 (3.5) (3) % 1 % Equity losses $ (22.6) (24.7) 2.1 9 % 9 % (1) Adjusted EBITDA excludes Equity losses for LaSalle.
For example, we experienced disruption to our historical seasonality trends due to rising interest rates and widespread economic uncertainty in 2022 and 2023. Inflation Our operating expenses fluctuate with our revenue and general economic conditions, including inflation.
Inflation Our operating expenses fluctuate with our revenue and general economic conditions, including inflation.
We believe our policy of permanently reinvesting earnings of foreign subsidiaries does not significantly impact our liquidity. As of December 31, 2023 and 2022, we had total cash and cash equivalents of $410.0 million and $519.3 million, respectively, of which $310.1 million and $400.8 million, respectively, was held by our foreign subsidiaries.
We believe our policy of permanently reinvesting earnings of foreign subsidiaries does not significantly impact our liquidity.
Under the new definition, AUM as of December 31, 2023 would have been $89.0 billion. 61 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Cash Flows from Operating Activities Operating activities provided $575.8 million of cash in 2023, compared with $199.9 million provided in 2022.
Changes in AUM are detailed below (in billions): Beginning balance (December 31, 2023) $ 89.0 Asset acquisitions/takeovers 4.6 Asset dispositions/withdrawals (5.3) Valuation changes (1.3) Foreign currency translation 2.4 Change in uncalled committed capital and cash held (0.6) Ending balance (December 31, 2024) $ 88.8 61 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Cash Flows from Operating Activities Operating activities provided $785.3 million of cash in 2024, compared with $575.8 million provided in 2023.
Markets Advisory offers a wide range of real estate services, including agency leasing and tenant representation, property management, and advisory and consulting services. Our Capital Markets service offerings include investment sales, debt and equity advisory, value and risk advisory, and loan servicing.
Refer to the segment performance highlights for additional detail. Segment Operating Results We manage and report our operations as five business segments: Markets Advisory, Capital Markets, Work Dynamics, JLL Technologies and LaSalle. Markets Advisory offers a wide range of real estate services, including agency leasing and tenant representation, property management, and advisory and consulting services.
Year Ended December 31, ($ in millions) 2023 % Change Revenue: At current period exchange rates $ 20,760.8 — % Impact of change in exchange rates 74.3 n/a At comparative period exchange rates $ 20,835.1 — % Fee revenue: At current period exchange rates $ 7,403.1 (11) % Impact of change in exchange rates 11.5 n/a At comparative period exchange rates $ 7,414.6 (11) % Operating income: At current period exchange rates $ 576.5 (34) % Impact of change in exchange rates 4.5 n/a At comparative period exchange rates $ 581.0 (33) % Adjusted EBITDA: At current period exchange rates $ 736.7 (41) % Impact of change in exchange rates 7.5 n/a At comparative period exchange rates $ 744.2 (40) % 53 Table of Contents Revenue For the full year, revenue was flat and fee revenue decreased 11% compared with the prior year, as transaction-based businesses lagged the prior year.
Year Ended December 31, ($ in millions) 2024 % Change Revenue: At current period exchange rates $ 23,432.9 13 % Impact of change in exchange rates 52.5 n/a At comparative period exchange rates $ 23,485.4 13 % Operating income: At current period exchange rates $ 868.1 51 % Impact of change in exchange rates 17.2 n/a At comparative period exchange rates $ 885.3 54 % Adjusted EBITDA: At current period exchange rates $ 1,186.3 26 % Impact of change in exchange rates 14.7 n/a At comparative period exchange rates $ 1,201.0 28 % 54 Table of Contents Revenue Consolidated revenue grew 13% and was broad-based across revenue types and most sub-segments.
Employees earn forgiveness of the loan based on performance, generally calculated as a percentage of revenue production, annually. Such forgiven amounts are reflected in Compensation and benefits expense.
Such forgiven amounts are reflected in Compensation and benefits expense.
GAAP Financial Measures Used to Calculate non-GAAP Financial Measures Gross contract costs represent certain costs associated with client-dedicated employees and third-party vendors and subcontractors and are directly or indirectly reimbursed through the fees we receive. These costs are presented on a gross basis in Operating expenses with the equal amount of corresponding fees in Revenue.
These costs are presented on a gross basis in Operating expenses (with the corresponding fees in Revenue).
Removed
We reassessed our reporting units as of January 1, 2022, the effective date of our current organizational structure, and reassigned goodwill to reflect our new segment structure using a relative fair value allocation approach.
Added
Discussions of results for the year ended December 31, 2022 and comparisons between 2023 and 2022 results can be found in Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2023 .
Removed
In addition, we define "Transactional" revenue as (i) Leasing and Advisory, Consulting and Other, within Markets Advisory, (ii) Investment Sales, Debt/Equity Advisory and Other, within Capital Markets, (iii) Project Management and Portfolio Services and Other, within Work Dynamics, and (iv) Incentive fees and Transaction fees and other, within LaSalle.
Added
We account for a majority of these investments at fair value. Certain investments are accounted for under the measurement alternative, defined as cost minus impairment. Where applicable, we estimate fair value of our investments using the net asset value ("NAV") per share (or its equivalent) our investees provide.
Removed
Excluding gross contract costs from both Fee revenue and Fee-based operating expenses more accurately reflects how we manage our expense base and operating margins and also enables a more consistent performance assessment across a portfolio of contracts with varying payment terms and structures.
Added
On June 27, 2024, we established a commercial paper program (the “Program”) in which we may issue up to $2.5 billion of short-term, unsecured and unsubordinated commercial paper notes at any time. We had $199.3 million of outstanding borrowings, net of debt issuance costs as of December 31, 2024.
Removed
Reconciliation of Non-GAAP Financial Measures Below are the reconciliations of (i) Revenue to fee revenue and (ii) Operating expenses to Fee-based operating expenses.
Added
Comparable periods have been recast to conform to the revised presentation. Also effective with 2024 reporting, we no longer report the non-GAAP measures "Fee revenue" and "Fee-based operating expenses" following the conclusion of a comment letter from the Securities and Exchange Commission Staff in February 2024. Adjustments to U.S.
Removed
Year Ended December 31, (in millions) 2023 2022 Revenue $ 20,760.8 20,862.1 Adjustments: Gross contract costs (13,375.9) (12,549.1) Net non-cash MSR and mortgage banking derivative activity 18.2 (11.0) Fee revenue $ 7,403.1 8,302.0 Operating expenses $ 20,184.3 19,994.0 Less: Gross contract costs (13,375.9) (12,549.1) Fee-based operating expenses $ 6,808.4 7,444.9 Operating income $ 576.5 868.1 Below is a reconciliation of Net income attributable to common shareholders to EBITDA and Adjusted EBITDA.
Added
In 2023, the $0.5 million net loss included $1.8 million of loss related to the disposition of a business in Markets Advisory, partially offset by a $1.3 million gain related to the disposition of a business in Markets Advisory and Capital Markets.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeDisclosure of Limitations As the information presented above includes only those exposures that exist as of December 31, 2023, it does not consider those exposures or positions which could arise after that date. The information we present has limited predictive value.
Biggest changeDisclosure of Limitations As the information presented above includes only those exposures that exist as of December 31, 2024, it does not consider those exposures or positions which could arise after that date. The information we present has limited predictive value.

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