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What changed in SS&C Technologies Holdings Inc's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of SS&C Technologies Holdings 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.

+370 added−347 removedSource: 10-K (2025-03-03) vs 10-K (2024-02-28)

Top changes in SS&C Technologies Holdings Inc's 2024 10-K

370 paragraphs added · 347 removed · 298 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

86 edited+11 added−14 removed116 unchanged
Biggest changeUsing Advent Custodial Data, firms can reconcile positions, transactions and cash activity on an exceptions-only basis, or firms can post data directly into their portfolio accounting system. o Advent Corporate Actions delivers reports on all corporate actions affecting clients’ portfolios and provides staff with reliable transaction instructions. o Advent Portfolio Data extends the delivery of account-level data for reconciliation and other workflows from global custodians and counterparties. o Advent Market Data is a single, cloud-based platform with connectivity to several leading global market data sources, allowing clients to acquire critical data for managing portfolios. 10 • ALPS Advisors – ALPS Advisors is a comprehensive suite of asset servicing, distribution solutions and asset management for open-end mutual funds, closed-end funds, exchange-traded funds and alternative investment funds.
Biggest changeUsing Custodial Data, firms can reconcile positions, transactions and cash activity on an exceptions-only basis, or firms can post data directly into their portfolio accounting system. • ALPS Advisors – ALPS Advisors is a comprehensive suite of asset servicing, distribution solutions and asset management for open-end mutual funds, closed-end funds, exchange-traded funds and alternative investment funds.
Additionally, we provide clients with targeted, blended solutions based on a combination of software and software-enabled services. We believe that our software-enabled services provide superior client support and an attractive alternative to clients that do not wish to install, manage and maintain complicated financial software. We also serve the healthcare industry through our SS&C Health services and technology-enabled business.
Additionally, we provide clients with targeted, blended solutions based on a combination of software and software-enabled services. We believe our software-enabled services provide superior client support and an attractive alternative to clients that do not wish to install, manage and maintain complicated financial software. We also serve the healthcare industry through our SS&C Health services and technology-enabled business.
Further changes to the healthcare industry come with the No Surprises 5 Act, requiring cost sharing of unplanned out-of-network services, the Interoperability and Prior Authorization regulation, a CMS (“Centers for Medicare & Medicaid Services”) requirement for digital data availability, and the Inflation Reduction Act, which gives the federal government control of drug pricing for (among others) high-spending brands.
Further changes to the healthcare industry come with the No Surprises Act, requiring cost sharing of unplanned out-of-network services, the Interoperability and Prior Authorization regulation, a CMS 5 (“Centers for Medicare & Medicaid Services”) requirement for digital data availability, and the Inflation Reduction Act, which gives the federal government control of drug pricing for (among others) high-spending brands.
Our experienced senior management team leads a rigorous evaluation of our targets to ensure that they satisfy our product or service needs and will successfully integrate with our business while meeting our targeted financial goals. As a result, our acquisitions have contributed marketable products or services that have added to our revenues.
Our experienced senior management team leads a rigorous evaluation of our targets to ensure they satisfy our product or service needs and will successfully integrate with our business while meeting our targeted financial goals. As a result, our acquisitions have contributed marketable products or services that have added to our revenues.
We have a significant scale with best-in-class solutions and software-enabled services across the delivery spectrum, which, we believe, combined with a diversified service offering and client base, drives stable revenues and increased operating leverage. In addition, our operating flexibility allows us to scale our costs based on client demands.
We have significant scale with best-in-class solutions and software-enabled services across the delivery spectrum, which, we believe, combined with a diversified service offering and client base, drives stable revenues and increased operating leverage. In addition, our operating flexibility allows us to scale our costs based on client demands.
Based on our experience, we believe numerous solution providers address highly particularized financial services needs or provide specialized services that would meet our disciplined acquisition criteria. 8 Acquisitions are discussed further in Liquidity and Capital Resources and in Note 8 to our Consolidated Financial Statements.
Based on our experience, we believe numerous solution providers address highly particularized financial services needs or provide specialized services that would meet our disciplined acquisition criteria. Acquisitions are discussed further in Liquidity and Capital Resources and in Note 8 to our Consolidated Financial Statements.
The value proposition combines the core software with our global professional services organization and secure private cloud application hosting. • Banking and Lending Solutions o EVOLV – EVOLV is a comprehensive, cloud-based, end-to-end accounting solution for financial institutions that integrates and automates all risk and finance processes relating to a loan portfolio, from data capture to back-end reporting and analytics.
The value proposition combines the core software with our global professional services organization and secure private cloud application hosting. 13 • Banking and Lending Solutions o EVOLV – EVOLV is a comprehensive, cloud-based, end-to-end accounting solution for financial institutions that integrates and automates all risk and finance processes relating to a loan portfolio, from data capture to back-end reporting and analytics.
Our strong client relationships, coupled with the fact that many of our current clients use our products for a relatively small portion of their total funds and investment vehicles under management, provide us with a significant opportunity to sell additional solutions to our existing clients and drive future revenue growth at a lower cost.
Our strong client relationships, coupled with the fact many of our current clients use our products for a relatively small portion of their total funds and investment vehicles under management, provide us with a significant opportunity to sell additional solutions to our existing clients and drive future revenue growth at a lower cost.
We believe that financial services and healthcare providers will increasingly turn to IT solutions, provided by an independent vendor, as a result of economic challenges and heightened regulatory requirements. Financial services firms are in a search for more risk-averse business strategies, simplified regulatory compliance, and full service solutions provided by a single vendor.
We believe financial services and healthcare providers will increasingly turn to IT solutions, provided by an independent vendor, as a result of economic challenges and heightened regulatory requirements. Financial services firms are in a search for more risk-averse business strategies, simplified regulatory compliance, and full service solutions provided by a single vendor.
We have experienced average revenue retention rates in each of the last five years of greater than 95% on our software-enabled services and maintenance and term licenses contracts for our core enterprise products. We believe that the high value-added nature of our products and services has enabled us to maintain our high revenue retention rates.
We have experienced average revenue retention rates in each of the last five years of greater than 95% on our software-enabled services and maintenance and term licenses contracts for our core enterprise products. We believe the high value-added nature of our products and services has enabled us to maintain our high revenue retention rates.
The SS&C Blue Prism team supports this process through automation specialists, pre-built automations, training and certification, and our customer support. 13 o SS&C Chorus – Chorus is our digital process automation product suite, encompassing intelligent automation, business process management, content management, case management, outbound communications and a low code development platform.
The SS&C Blue Prism team supports this process through automation specialists, pre-built automations, training and certification, and our customer support. o SS&C Chorus – Chorus is our digital process automation product suite, encompassing intelligent automation, business process management, content management, case management, outbound communications and a low code development platform.
Our internal product development team works closely with marketing, sales and client service personnel to ensure that product evolution reflects developments in the marketplace and trends in client requirements. In addition, we intend to continue to develop our products cost-effectively by leveraging common components across product families.
Our internal product development team works closely with marketing, sales and client service personnel to ensure product evolution reflects developments in the marketplace and trends in client requirements. In addition, we intend to continue to develop our products cost-effectively by leveraging common components across product families.
Competitive Strengths The following are the core strengths that we believe enable us to differentiate ourselves in the markets we serve: Enhanced capability through software ownership. We use our proprietary software products and infrastructure to provide our software-enabled services, strengthening our overall operating margins and providing a competitive advantage.
Competitive Strengths The following are the core strengths we believe enable us to differentiate ourselves in the markets we serve: Enhanced capability through software ownership. We use our proprietary software products and infrastructure to provide software-enabled services, strengthening our overall operating margins and providing a competitive advantage.
In many cases, we have also increased revenues generated by acquired products and services by leveraging our existing products and services, larger sales capabilities and client base. We generally seek to acquire companies that satisfy our financial metrics, including expected return on investment.
In many cases, we have also increased revenues generated by acquired products and services by leveraging our existing products and services, larger sales capabilities and client base. 8 We generally seek to acquire companies that satisfy our financial metrics, including expected return on investment.
We intend to maintain and enhance our technological leadership by using our domain expertise to build valuable new software-enabled services and solutions, investing in internal development and opportunistically acquiring products and services that address the highly specialized needs of the financial services industry.
We intend to maintain and enhance our technological leadership by using our domain expertise to build valuable new software-enabled services and solutions, investing in internal development and opportunistically acquiring products and services to address the highly specialized needs of the financial services industry.
We provide our larger clients with a dedicated client support team whose 14 primary responsibility is to answer questions and provide solutions to address ongoing needs. Direct telephone support is provided during extended business hours and additional hours are available during peak periods.
We provide our larger clients with a dedicated client support team whose primary responsibility is to answer questions and provide solutions to address ongoing needs. Direct telephone support is provided during extended business hours and additional hours are available during peak periods.
We provide the global financial services industry with a broad range of software-enabled services, which consist of software-enabled outsourcing services and subscription-based on-demand cloud solutions that are managed and hosted at our facilities, and specialized software products, which are deployed at our clients’ facilities.
We provide the global financial services industry with a broad range of software-enabled services, which consist of software-enabled outsourcing services and subscription-based on-demand cloud solutions which are managed and hosted at our facilities, and specialized software products, which are deployed at our clients’ facilities.
We 7 believe our acquisitions have been an extension of our research and development effort that has enabled us to purchase proven products and remove the uncertainties associated with software development projects.
We believe our acquisitions have been an extension of our research and development effort that has enabled us to purchase proven products and remove the uncertainties associated with software development projects.
We believe we can grow our client base over time as our products become more widely adopted. We believe we also have an opportunity to capitalize on the increasing adoption of mission-critical outsourcing operations by financial services and healthcare providers as they continue to replace inadequate legacy solutions and custom in-house solutions that are inflexible and costly to maintain.
We believe we can grow our client base over time as our products become more widely adopted. We believe we also have an opportunity to capitalize on the increasing adoption of mission-critical outsourcing operations by financial services and healthcare providers as they continue to replace inadequate legacy solutions and custom in-house solutions which are inflexible and costly to maintain.
We believe that our high-quality products and superior services have led to long-term client relationships, some of which date from our earliest days of operations.
We believe our high-quality products and superior services have led to long-term client relationships, some of which date from our earliest days of operations.
Our strengths in this market include our expertise, our independence, our transparency, our ability to deliver functionality by multiple methods and our technology, including the ownership of our own software.
Our strengths in this market include our expertise, our independence, our 15 transparency, our ability to deliver functionality by multiple methods and our technology, including the ownership of our own software.
Our revenues are highly diversified, with our largest client in 2023 accounting for less than 5% of our revenues. Additional financial information, including geographic information, is available in our Consolidated Financial Statements and Note 13 to our Consolidated Financial Statements. 4 Our Industry We serve a number of vertical markets within the financial services and healthcare industries.
Our revenues are highly diversified, with our largest client in 2024 accounting for less than 5% of our revenues. Additional financial information, including geographic information, is available in our Consolidated Financial Statements and Note 13 to our Consolidated Financial Statements. 4 Our Industry We serve a number of vertical markets within the financial services and healthcare industries.
Software license, maintenance and related • Portfolio/Investment Accounting and Analytics Software – We provide comprehensive, integrated software solutions that help our clients streamline operations and accelerate global accounting processes. Our portfolio accounting solutions provide seamless front-to-back-office integration, with the flexibility to meet the unique accounting needs of our customers and virtually unlimited scalability to accommodate growth.
Software license, maintenance and related • Portfolio/Investment Accounting and Analytics Software – We provide comprehensive, integrated software solutions to help 11 our clients streamline operations and accelerate global accounting processes. Our portfolio accounting solutions provide seamless front-to-back-office integration, with the flexibility to meet the unique accounting needs of our customers and virtually unlimited scalability to accommodate growth.
In addition, new technology incorporating artificial intelligence (“AI”), including machine learning and Robotic Process Automation (“RPA”), is gaining traction in the financial technology industry. These next-generation tools will, including our acquisition of Blue Prism in 2022, increase efficiency and reduce errors without human intervention.
In addition, new technology incorporating artificial intelligence (“AI”), including machine learning, Robotic Process Automation (“RPA”), and Generative AI, is gaining traction in the financial technology industry. These next-generation tools will, including our acquisition of Blue Prism in 2022, increase efficiency and reduce errors without human intervention.
These changes enforce the need for streamlined technology that is flexible and scalable, accurate and reliable analytics, cybersecurity and consumer-directed access to electronic health information. Rapid transformation and market expectations have created an ongoing demand for industry expertise and outsourcing, presenting opportunities in the healthcare space.
These changes enforce the need for streamlined technology which is flexible and scalable, accurate and reliable analytics, cybersecurity and consumer-directed access to electronic health information. Rapid transformation and market expectations have created an ongoing demand for industry expertise and outsourcing, presenting opportunities in the healthcare space.
Our senior management team has a track record of operational excellence, an average of more than 20 years of experience in the financial services and healthcare industries and a proven ability to acquire and integrate complementary businesses, as demonstrated by the 66 businesses we have acquired since 1995.
Our senior management team has a track record of operational excellence, an average of more than 20 years of experience in the financial services and healthcare industries and a proven ability to acquire and integrate complementary businesses, as demonstrated by the 67 businesses we have acquired since 1995.
We will seek to opportunistically acquire, at reasonable valuations, businesses, products and technologies in our existing or complementary vertical markets that will enable us to better satisfy our clients’ rigorous and evolving needs. We have proven our ability to integrate complementary businesses as demonstrated by the 66 businesses we have acquired since 1995.
We will seek to opportunistically acquire, at reasonable valuations, businesses, products and technologies in our existing or complementary vertical markets that will enable us to better satisfy our clients’ rigorous and evolving needs. We have proven our ability to integrate complementary businesses as demonstrated by the 67 businesses we have acquired since 1995.
For the year ended December 31, 2023, revenues from professional services represented 2% of total revenues. Product support We believe a close and active service and support relationship is vital to enhancing client satisfaction and furnishes an essential source of information regarding evolving client issues.
For the year ended December 31, 2024, revenues from professional services represented 2% of total revenues. Product support We believe a close and active service and support relationship is vital to enhancing client satisfaction and furnishes an essential source of information regarding evolving client issues.
We believe there is a significant market opportunity to provide software and services to financial services providers outside North America. In the year ended December 31, 2023, we generated 27% of our revenues from clients outside North America. We are building our international operations to increase our sales outside North America.
We believe there is a significant market opportunity to provide software and services to financial services providers outside North America. In the year ended December 31, 2024, we generated 27% of our revenues from clients outside North America. We are building our international operations to increase our sales outside North America.
As a result, we believe that we enjoy a competitive advantage because we can address the needs of high-end clients by providing industry-tested products and services, including cloud-based services and related mobility platforms that meet global market demands and enable our clients to automate and integrate functions for improved productivity, compliance, reduced manual intervention and bottom-line savings.
As a result, we believe we enjoy a competitive advantage because we can address the needs of complex clients by providing industry-tested products and services, including cloud-based services and related mobility platforms that meet global market demands and enable our clients to automate and integrate functions for improved productivity, compliance, reduced manual intervention and bottom-line savings.
Our integrated care management solution comprises a real-time, intuitive, and workflow-driven suite that supports clients in enhancing member outcomes and effectively managing costs. We provide population health analytics via both a proprietary solution for certified HEDIS® measures and exclusive distribution of the Johns Hopkins ACG® System (Adjusted Clinical Groups) to health plans in the United States.
Our integrated care management solution comprises a real-time, intuitive, and workflow-driven suite supporting clients in enhancing member outcomes and effectively managing costs. We provide population health analytics via both a proprietary solution for certified HEDIS® measures and exclusive distribution of the Johns Hopkins ACG® System (Adjusted Clinical Groups) to health plans in the United States.
We believe this region presents a compelling growth opportunity. Increase profitability through margin expansion. We expect to drive increased margins by delivering innovative end-to-end solutions that provide significant value to customers and warrant premium pricing.
We believe this region presents a compelling growth opportunity. Increase profitability through margin expansion. We expect to drive increased margins by delivering innovative end-to-end solutions which provide significant value to customers and warrant premium pricing.
The solutions, including counterparty credit risk, financial risk APIs, risk for insurance and work space analyzer, along with others, address market, credit and liquidity risk and capital management. o Tamale RMS – Tamale RMS is a purpose-built research management solution, enabling investment analysts and portfolio managers to organize an escalating volume of research data and apply it more effectively in due diligence.
The solutions, including counterparty credit risk, financial risk APIs, risk for insurance and workspace analyzer, along with others, address market, credit and liquidity risk and capital management. o Tamale RMS – Tamale RMS is a purpose-built research management solution, enabling investment analysts and portfolio managers to organize an escalating volume of research data and apply it more effectively in due diligence.
With data translation, rules-based matching and superior investigative tools, our Recon and Verify solutions streamlines operational efficiency delivering full visibility into cash, holdings, transactions, trial balances and security masters. • Trading Software o Order Management (Moxy, Eze OMS) – SS&C’s trade order management systems provide centralized platforms for making and managing trade order decisions quickly and confidently.
With data translation, rules-based matching and superior investigative tools, our Recon solution streamlines operational efficiency delivering full visibility into cash, holdings, transactions, trial balances and security masters. • Trading Software o Order Management (Moxy, Eze OMS) – SS&C’s trade order management systems provide centralized platforms for making and managing trade order decisions quickly and confidently.
Integrated with intelligent business process management and digital applications, it facilitates effective customer engagement and product deployment flexibility. • SS&C Retirement Solutions – SS&C’s retirement solutions business provides technology, administration, and record-keeping processes on TRAC’s end-to-end digital platform. SS&C supports organizations that represent more than 12 million participants and approximately 400,000 plan sponsors.
Integrated with intelligent business process management and digital applications, it facilitates effective customer engagement and product deployment flexibility. • SS&C Retirement Solutions – SS&C’s retirement solutions business provides technology, administration, and record-keeping processes on TRAC’s end-to-end digital platform. SS&C supports organizations representing more than 12 million participants and approximately 400,000 plan sponsors.
In addition, the system enables our customers to deliver information to clients through their preferred channels, whether print, email or online through a customizable portal. o Reconciliation (Recon, Verify) – SS&C’s Verify is a highly scalable reconciliation and exception management system that gives our customers more control over the accounting lifecycle, including account, cash and position reconciliations.
In addition, the system enables our customers to deliver information to clients through their preferred channels, whether print, email or online through a customizable portal. o Reconciliation (Recon) – SS&C’s Recon is a highly scalable reconciliation and exception management system that give our customers more control over the accounting lifecycle, including account, cash and position reconciliations.
Since our founding in 1986, we have focused on building substantial financial services domain expertise through close working relationships with our clients. We have developed a deep knowledge base that enables us to respond to our clients’ most complex financial, accounting, actuarial, tax and regulatory needs.
Since our founding in 1986, we have focused on building substantial financial services domain expertise through close working relationships with our clients. We have developed a deep knowledge base enabling us to respond to our clients’ most complex financial, accounting, actuarial, tax and regulatory needs.
With more than 20,000 clients spanning the health and financial services industries, our customers’ needs and requirements are always at the forefront of our strategy.
With more than 22,000 clients spanning the health and financial services industries, our customers’ needs and requirements are always at the forefront of our strategy.
The following table provides a list of the most substantial acquisitions we have made since 2010 (in millions): Acquisition Date Acquired Business Contract Purchase Price Acquired Capabilities, Products and Services May 2012 Thomson Reuters’ PORTIA Business $ 170.0 Added portfolio management software and outsourcing services for institutional managers June 2012 GlobeOp Financial Services S.A. $ 834.4 Expanded fund administration services in hedge fund and other asset management sectors November 2014 DST Global Solutions $ 95.0 Added investment management software and services July 2015 Advent Software, Inc. $ 2,600.0 Expanded global investment management software and services November 2015 Primatics Financial $ 116.0 Added cloud-based integrated risk, compliance and finance solution for the banking industry March 2016 Citigroup's Alternative Investor Service $ 425.0 Expanded fund administration services in hedge fund and private equity sectors December 2016 Wells Fargo's Global Funds Service $ 75.1 Expanded fund administration services in hedge fund and private equity sectors December 2016 Conifer Financial Services, LLC $ 88.5 Expanded fund administration services in hedge fund and other asset management sectors April 2018 DST Systems, Inc. $ 5,400.0 Provided additional scale and breadth across institutional and retail asset management, alternatives, wealth management, and healthcare sectors October 2018 Eze Software Group, LLC $ 1,450.0 Strengthened SS&C’s front to back-office technology November 2018 Intralinks Holdings, Inc. $ 1,500.0 Increased key account footprint and adds cloud-based virtual data rooms and secure collaboration solutions for SS&C’s banking and alternative clients November 2019 Algorithmics $ 88.8 Added cloud-based risk analytics and additional regulatory solutions May 2020 Innovest $ 120.0 Added web-based trust accounting and unique asset servicing solutions March 2022 Blue Prism Group Plc $ 1,645.0 Added deep expertise in intelligent automation and robotic process automation March 2022 Hubwise Holdings Limited $ 75.0 Enhanced SS&C's capacity to help customers create highly automated and efficient multi-asset, multi-currency and multi-wrapper strategies Products and Services Our products and services allow professionals in the financial services and healthcare industries to automate complex business processes and are instrumental in helping our clients manage significant information processing requirements.
The following table provides a list of the most substantial acquisitions we have made since 2010 (in millions): Acquisition Date Acquired Business Contract Purchase Price Acquired Capabilities, Products and Services May 2012 Thomson Reuters’ PORTIA Business $ 170.0 Added portfolio management software and outsourcing services for institutional managers June 2012 GlobeOp Financial Services S.A. $ 834.4 Expanded fund administration services in hedge fund and other asset management sectors November 2014 DST Global Solutions $ 95.0 Added investment management software and services July 2015 Advent Software, Inc. $ 2,600.0 Expanded global investment management software and services November 2015 Primatics Financial $ 116.0 Added cloud-based integrated risk, compliance and finance solution for the banking industry March 2016 Citigroup's Alternative Investor Service $ 425.0 Expanded fund administration services in hedge fund and private equity sectors December 2016 Wells Fargo's Global Funds Service $ 75.1 Expanded fund administration services in hedge fund and private equity sectors December 2016 Conifer Financial Services, LLC $ 88.5 Expanded fund administration services in hedge fund and other asset management sectors April 2018 DST Systems, Inc. $ 5,400.0 Provided additional scale and breadth across institutional and retail asset management, alternatives, wealth management, and healthcare sectors October 2018 Eze Software Group, LLC $ 1,450.0 Strengthened SS&C’s front to back-office technology November 2018 Intralinks Holdings, Inc. $ 1,500.0 Increased key account footprint and adds cloud-based virtual data rooms and secure collaboration solutions for SS&C’s banking and alternative clients November 2019 Algorithmics $ 88.8 Added cloud-based risk analytics and additional regulatory solutions May 2020 Innovest $ 120.0 Added web-based trust accounting and unique asset servicing solutions March 2022 Blue Prism Group Plc $ 1,645.0 Added deep expertise in intelligent automation and robotic process automation March 2022 Hubwise Holdings Limited $ 75.0 Enhanced SS&C's capacity to help customers create highly automated and efficient multi-asset, multi-currency and multi-wrapper strategies September 2024 Battea-Class Action Services, LLC $ 671.0 Added expertise in in all stages of filing and processing settlement claims in connection with antitrust, securities litigation and settlement recovery services 9 Products and Services Our products and services allow professionals in the financial services and healthcare industries to automate complex business processes and are instrumental in helping our clients manage significant information processing requirements.
Our clients include many of the largest and most well-recognized financial services and healthcare firms. During the year ended December 31, 2023, our top 10 clients represented approximately 14% of total revenues, with no single client accounting for more than 5% of total revenues.
Our clients include many of the largest and most well-recognized financial services and healthcare firms. During the year ended December 31, 2024, our top 10 clients represented approximately 15% of total revenues, with no single client accounting for more than 5% of total revenues.
In addition, we have made significant investments in intellectual property through 15 our acquisitions and software development. For the years ended December 31, 2023, 2022 and 2021, we spent $194.9 million, $144.9 million and $85.3 million, respectively, on capitalized software projects.
In addition, we have made significant investments in intellectual property through our acquisitions and software development. For the years ended December 31, 2024, 2023 and 2022, we spent $194.3 million, $194.9 million and $144.9 million, respectively, on capitalized software projects.
Product engineering management efforts focus on enterprise-wide strategies, implementing best-practice technology regimens, maximizing resources and mapping out an integration plan for our entire umbrella of products as well as third-party products. For the years ended December 31, 2023, 2022 and 2021, our research and development expenses were $473.8 million, $447.3 million and $414.9 million, respectively.
Product engineering management efforts focus on enterprise-wide strategies, implementing best-practice technology regimens, maximizing resources and mapping out an integration plan for our entire umbrella of products as well as third-party products. For the years ended December 31, 2024, 2023 and 2022, our research and development expenses were $517.7 million, $473.8 million and $447.3 million, respectively.
The financial services industry continues to seek more efficient and lower cost operating models in order to achieve their cost savings and margin goals. SS&C sees increased interest in third-party outsourcing and cloud-based solutions as a way for financial services companies to control costs, gain efficiency and decrease operational risk. ● Transformation of healthcare industry’s business model.
The financial services industry continues to seek more efficient and lower cost operating models in order to achieve their cost savings and margin goals. SS&C sees increased interest in third-party outsourcing and cloud-based solutions as a way for financial services companies to control costs, gain efficiency and decrease operational risk.
We generated revenues of $5,502.8 million for the year ended December 31, 2023 as compared to revenues of $5,283.0 million for the year ended December 31, 2022. In 2023, we generated 73% of our revenues from clients in North America and 27% from clients outside North America.
We generated revenues of $5,882.0 million for the year ended December 31, 2024 as compared to revenues of $5,502.8 million for the year ended December 31, 2023. In 2024, we generated 73% of our revenues from clients in North America and 27% from clients outside North America.
We are a global business providing a broad portfolio of software products and software-enabled services and have 114 offices worldwide. As of December 31, 2023, we had more than 22,000 development, service and support professionals with significant expertise across the industries we serve and deep working knowledge of our clients’ businesses.
We are a global business providing a broad portfolio of software products and software-enabled services and have 110 offices worldwide. As of December 31, 2024, we had more than 23,000 development, service and support professionals with significant expertise across the industries we serve and deep working knowledge of our clients’ businesses.
We plan to continue to expand our global market presence by leveraging our existing software products and software-enabled services. We also plan to leverage our growing presence in the Asia Pacific region due to recent acquisitions and large client wins. Over the last three years, revenue from the Asia Pacific region has increased 22.7% to $279.8 million.
We plan to continue to expand our global market presence by leveraging our existing software products and software-enabled services. We also plan to leverage our growing presence in the Asia Pacific region due to recent acquisitions and large client wins. Over the last three years, revenue from the Asia Pacific region has increased 18.4% to $305.8 million.
Through a series of carefully selected acquisitions and organic growth, the breadth and depth of SS&C’s expertise in financial services and healthcare technology are unmatched. Founded in 1986 and headquartered in Windsor, Connecticut, the Company is home to more than 26,000 employees and has 114 offices in 90 cities globally.
Through a series of carefully selected acquisitions and organic growth, the breadth and depth of SS&C’s expertise in financial services and healthcare technology are unmatched. Founded in 1986 and headquartered in Windsor, Connecticut, the Company is home to more than 26,000 employees and has 110 offices in 35 countries globally.
We are operating our proprietary software to provide these services, ensuring all aspects of our offering are optimized to deliver cost-effective, accurate solutions. 6 As a publicly-traded company, our clients and prospects have access to our periodic filings with the SEC, giving them transparency into our overall financial strength.
We are operating our proprietary software to provide these services, ensuring all aspects of our offering are optimized to deliver cost-effective, accurate solutions. As a publicly-traded company, our clients and prospects have access to our periodic filings with the SEC, giving them transparency into our overall financial strength. 6 Data center ownership and SS&C private cloud.
We provide highly flexible, scalable and cost-effective solutions that enable our financial services clients to track complex securities, better employ sophisticated investment strategies, scale efficiently and meet evolving regulatory requirements. Our products and services allow our clients to automate and integrate their front-office, middle-office and back-office functions, thus enabling straight-through processing that increases productivity and reduces costs.
We provide highly flexible, scalable and cost-effective solutions which enable our financial services clients to track complex securities, better employ sophisticated investment strategies, scale efficiently and meet evolving regulatory requirements. Our products and services allow our clients to automate and integrate their front-office, middle-office and back-office functions, thus enabling straight-through processing in order to increase productivity and reduce costs.
Continue to capitalize on acquisitions of complementary businesses and technologies. We intend to continue to employ a highly disciplined and focused acquisition strategy to broaden and enhance our product and service offerings, expand our intellectual property portfolio, add new clients and supplement our internal development efforts.
We intend to continue to employ a highly disciplined and focused acquisition strategy to broaden and enhance our product and service offerings, expand our intellectual property portfolio, add new clients and supplement our internal development efforts.
We also believe we have an opportunity to expand our footprint within existing clients. We will continue to focus on cross-selling our products and bundling solutions. Our software-enabled services revenues increased from $4,256.1 million for the year ended December 31, 2021 to $4,488.3 million for the year ended December 31, 2023.
We also believe we have an opportunity to expand our footprint within existing clients. We will continue to focus on cross-selling our products and bundling solutions. Our software-enabled services revenues increased from $4,273.9 million for the year ended December 31, 2022 to $4,840.3 million for the year ended December 31, 2024.
Sales and Marketing We believe a direct sales organization is essential in successfully implementing our business strategy, given the complexity and importance of the operations and information managed by our products, the extensive regulatory and reporting requirements of each industry, and the unique dynamics of each vertical market.
Sales and Marketing We believe a direct sales organization is essential in successfully implementing our business strategy. The personnel in our sales organization understand the complexity and importance of the operations and information managed by our products and the regulatory and reporting requirements of each industry.
These acquisitions have contributed marketable products and services, which have added to our revenues and earnings. We have generally been able to improve our acquired businesses’ operating performance and profitability. We seek to reduce the costs of the acquired businesses by consolidating sales and marketing efforts and eliminating redundant administrative tasks and research and development expenses.
We have generally been able to improve our acquired businesses’ operating performance and profitability. We seek to reduce the costs of the acquired businesses by consolidating sales and marketing efforts and eliminating redundant administrative tasks and research and development expenses.
Competitors in this market range from large firms whose principal businesses include providing recordkeeping services, such as Empower, Fidelity and Vanguard, to providers of specialized applications and technologies, such as FIS. We also compete with outsource providers like Infosys, TCS and Wipro. The key competitive factors in marketing retirement solutions include service and the accuracy of information provided to customers.
Competitors in this market range from large firms whose principal 16 businesses include providing recordkeeping services, such as Empower, Fidelity and Vanguard, to providers of specialized applications and technologies, such as FIS. We also compete with outsource providers like Infosys, TCS and Wipro.
In addition, we believe our acquisitions have been an extension of our research and development effort and have enabled us to add to our product and service offerings without incurring the uncertainties sometimes associated with software development projects. Since 1995, we have acquired 66 businesses within our industry.
In addition, we believe our acquisitions have been an extension of our research and development effort and have enabled us to add to our product and service offerings without incurring the uncertainties sometimes associated with software development projects. Since 1995, we have acquired 67 businesses. These acquisitions have contributed marketable products and services, which have increased our revenues and earnings.
Data center ownership and SS&C private cloud SS&C owns and operates a global data center footprint to ensure high uptime and regional service delivery for our customers. Our facilities are strategically placed for regional customers and highly scalable. The SS&C Private Cloud delivers our software with very high throughput.
SS&C owns and operates a global data center footprint to ensure high uptime and regional service delivery for our customers. Our facilities are strategically placed for regional customers and highly scalable. The SS&C Private Cloud delivers our software with very high throughput. Our goal is to manage the infrastructure end-to-end and to limit third-party reliance outside of our control.
In addition, we offer professional development and tuition reimbursement for degree programs and job-related coursework. 18 Additional Information We were incorporated in Delaware in July 2005, as the successor to a corporation originally formed in Connecticut in March 1986.
We embrace a hybrid work model and encourage employees to take time off to maintain a healthy work/life balance. In addition, we offer professional development and tuition reimbursement for degree programs and job-related coursework. Additional Information We were incorporated in Delaware in July 2005, as the successor to a corporation originally formed in Connecticut in March 1986.
SS&C’s Tier1 supplies CRM capabilities to sell-side financial services firms, including research, trading, and sales teams within capital markets groups, and provides a deal management CRM experience to investment banks. • Advent Managed Services – Advent Managed Services provides a full spectrum of tailored options to our clients’ specific needs, from cloud-delivered technology to co-sourcing specific workflows to full outsourcing of operational processes including data management services such as full account aggregation, daily portfolio reconciliation, corporate actions processing and reference data management.
SS&C’s Tier1 supplies CRM capabilities to sell-side financial services firms, including research, trading, and sales teams within capital markets groups, and provides a deal management CRM experience to investment banks. • Managed Services – Our Managed Services provides a full spectrum of tailored options to our clients’ specific needs, from cloud-delivered technology to co-sourcing specific workflows to full outsourcing of operational processes including data management services such as full account aggregation, daily portfolio reconciliation, corporate actions processing and reference data management. 10 • Data Solutions – Data Solutions consists of a vast network supporting the automated delivery of custodial and other counterparty data, global market data, loan data, corporate actions, and more. o Advent Custodial Data provides account-level information from a firm’s custodian(s) through a single, secure connection to a data network managed by Advent.
Product Development and Engineering We seek to introduce new products and regularly offer product innovation to maintain our competitive advantage. We use multidisciplinary teams of highly trained personnel to meet these goals and leverage this expertise across all product lines.
This approach minimizes costs, accelerates lead generation, delivers up-to-date market insights, and ensures measurable marketing impact. Product Development and Engineering We seek to introduce new products and regularly offer product innovation to maintain our competitive advantage. We use multidisciplinary teams of highly trained personnel to meet these goals and leverage this expertise across all product lines.
Our ability to attract, train and retain highly skilled employees is critical to our success. We value a diverse workforce and an inclusive culture made up of smart people and superb technology. We believe strong collaboration and innovation allow us to be successful. We view diversity as one of our biggest strengths and advantages as a global organization.
Our ability to attract, develop and retain highly skilled employees is critical to our success. We value a diverse workforce and an inclusive culture made up of smart people and superb technology. We believe strong collaboration and innovation allow us to be successful. Our employees have widely diverse cultural backgrounds and life experiences.
Our strengths in this market include our ability to provide a wide breadth of capability and our cost-effective solutions to our clients. Commercial Lending: In our commercial lending market, we compete with a variety of other vendors depending on client characteristics such as size, type, location and functional requirements.
Commercial Lending: In our commercial lending market, we compete with a variety of other vendors depending on client characteristics such as size, type, location and functional requirements.
Our CRM capabilities create efficient workflows for typical business processes and enhance processes for sales, service and analytics. SS&C’s Salentica CRM is purpose-built for asset and wealth managers and built on top of the leading CRM platforms at Salesforce and Microsoft.
SS&C’s Salentica CRM is purpose-built for asset and wealth managers and built on top of the leading CRM platforms at Salesforce and Microsoft.
We expect regulatory changes to increase the complexity of compliance and the demand for our products and services and motivate clients to develop infrastructure and research management processes to mitigate regulatory exposure. We plan to benefit from the growing software spend in the increasingly complex and more highly regulated financial services and healthcare landscape.
We expect regulatory changes to increase the complexity of compliance and the demand for our products and services and motivate clients to develop infrastructure and research management processes to mitigate regulatory exposure.
The platforms have built-in connectivity between asset managers and multiple brokers, counterparties, custodians and trading venues, giving our clients control and visibility across the entire trading process, from asset allocation to settlement. o Execution Management (Eze EMS) – SS&C’s multi-broker execution management system is a high-speed cloud-based platform that provides traders with centralized access to aggregated liquidity for trade execution, critical trading data and insight for making fast and informed decisions, and the tools necessary to dynamically manage positions, portfolios and trading risk across global equity, futures and options markets . • Automation Solutions o Blue Prism – Blue Prism's Intelligent Automation Platform (“IAP”) combines the power of AI and machine learning to deliver digital workers that take away the mundane tasks human workers are overloaded with, empowering them to focus on the profit-driving initiatives only people can do.
The platforms have built-in connectivity between asset managers and multiple brokers, counterparties, custodians and trading venues, giving our clients control and visibility across the entire trading process, from asset allocation to settlement. o Execution Management (Eze EMS) – SS&C’s multi-broker execution management system is a high-speed cloud-based platform that provides traders with centralized access to aggregated liquidity for trade execution, critical trading data and insight for making fast and informed decisions, and the tools necessary to dynamically manage positions, portfolios and trading risk across global equity, futures and options markets . o Eze Eclipse – Eze Eclipse is a cloud-native front-to-back investment management platform, designed to streamline trading operations, optimize efficiency and minimize the total cost of ownership for investment managers.
The breadth of our products and services, our global office network and our clientele affords opportunities for mobility and advancement within the Company for people who make a positive impact. We monitor and evaluate various turnover and attrition metrics throughout our management teams. No employee is covered by any collective bargaining agreement.
We have a robust Global Mobility program that provides opportunities for cultural enrichment and knowledge share. The breadth of our products and services, our global office network and our clientele affords opportunities for mobility and advancement within the Company for people who make a positive impact. We monitor and evaluate various turnover and attrition metrics throughout our organization.
Our strengths in this market include our client services model and managed services offering, technology, our ability to deliver functionality by multiple delivery methods and our ability to package our offerings with other SS&C products and services for complete front-to-back support. 17 Robotic Process Automation: RPA is one of the fastest growing and competitive markets as current competitors expand their product offerings and new companies enter the market.
Our strengths in this market include our client services model and managed services offering, technology, our ability to deliver functionality by multiple delivery methods and our ability to package our offerings with other SS&C products and services for complete front-to-back support.
Credit Awards 2023 and “Best Administrator – Technology” by Hedgeweek European Awards 2023, SS&C GlobeOp serves a worldwide clientele of hedge funds, private equity funds, funds of funds, real asset funds, managed accounts, family office and undertakings for collective investments in transferable securities (“UCITS”), with more than $2.2 trillion in assets under administration.
Strategies include hedge funds, private equity funds, funds of funds, real asset funds, managed accounts, family office and undertakings for collective investments in transferable securities (“UCITS”), with more than $2.5 trillion in alternative assets under administration.
Competitors in this market range from large providers of investment operations, accounting and analytics systems, such as State Street (Princeton Financial Systems), Clearwater Analytics and FIS, to smaller providers of specialized applications and services. We also compete with outsourcers, as well as the internal processing and IT departments of our clients and prospective clients.
Insurance: In our insurance market, we compete with a variety of vendors depending on client characteristics such as size, type, location, computing environment and functionality requirements. Competitors in this market range from large providers of investment operations, accounting and analytics systems, such as State Street (Princeton Financial Systems), Clearwater Analytics and FIS, to smaller providers of specialized applications and services.
The UK and Australian markets include pensions and actuarial services, superannuation and transfer value analysis. • Black Diamond Wealth Platform – Black Diamond offers independent advisors, wealth managers, independent broker-dealers (“IBDs”) and aggregators an innovative and dynamic portfolio management and reporting solution delivered through an easy-to-use, feature-rich web-based application.
We also have solutions catered to insurance accounting and commercial, consumer and residential loan accounting. o Black Diamond Wealth Platform – Black Diamond offers independent advisors, wealth managers, independent broker-dealers (“IBDs”) and aggregators an innovative and dynamic portfolio management and reporting solution delivered through an easy-to-use, feature-rich web-based application.
Eze Eclipse allows our clients to trade efficiently with optimized order routing, pre-defined allocation schemes, on-the-fly allocation tools and critical data summaries effortlessly reconcile positions, cash and transactions to third parties. o Performance and Performance Attribution (Sylvan, Insight) – SS&C’s performance measurement, attribution and composite management platforms streamline the calculation and reporting of performance while enabling our clients to analyze the sources of return.
Eze Eclipse allows our clients to trade efficiently with optimized order routing, pre-defined allocation schemes, on-the-fly allocation tools and critical data summaries effortlessly reconcile positions, cash and transactions to third parties. o FIXLink - A FIX messaging community that provides access to a network of brokers and trading platforms.
In addition, under SS&C GlobeOp, SS&C provides similar middle- and back-office outsourcing services and application hosting to institutional asset managers, insurance companies and real estate investment trusts. 9 • Global Investor and Distribution Solutions (“GIDS”) – Utilizing proprietary software applications, GIDS delivers global transfer agency and investor servicing powered by a single global servicing platform.
In addition, SS&C GlobeOp provides similar middle- and back-office outsourcing services and application hosting to institutional asset managers, insurance companies and real estate investment trusts.
The National Committee for Quality Assurance, Centers for Medicare & Medicaid Services and state regulations around health equity resulted in a need for in-depth, whole-person population segmentation with the ability to include social determinants of health characteristics. New and more stringent guidelines are still evolving to satisfy quality ratings and protect revenue.
SS&C offers a holistic approach to outsourcing as a single partner with various end solutions. ● Transformation of healthcare industry’s business model. The National Committee for Quality Assurance, Centers for Medicare & Medicaid Services and state regulations around health equity resulted in a need for in-depth, whole-person population segmentation with the ability to include social determinants of health characteristics.
We periodically make maintenance releases of licensed software available to our clients, as well as regulatory updates (generally during the fourth quarter, on a when and if available basis), to meet industry reporting obligations and other processing requirements.
Training options include regularly hosted classroom and online instruction, SS&C Learning Institute , and online client seminars, or “webinars,” that address current, often technical, issues in the financial services and healthcare industries. 14 We periodically make maintenance releases of licensed software available to our clients, as well as regulatory updates (generally during the fourth quarter, on a when and if available basis), to meet industry reporting obligations and other processing requirements.
With broad instrument coverage and multi-currency capabilities, HiPortfolio allows our clients to manage the full transaction lifecycle, from trade capture, investment accounting and fund administration, through cash management, reconciliation, corporate actions processing, unit pricing and taxation, to performance measurement and attribution. o PORTIA – PORTIA is a comprehensive, middle-to-back-office investment operations platform encompassing portfolio accounting, fund accounting, performance measurement and attribution, reconciliation and client reporting for your global assets.
With broad instrument coverage and multi-currency capabilities, HiPortfolio allows our clients to manage the full transaction lifecycle, from trade capture, investment accounting and fund administration, through cash management, reconciliation, corporate actions processing, unit pricing and taxation, to performance measurement and attribution. o InnoTrust – InnoTrust supports the accounting and reporting needs of trust companies, banks, private banks, retirement plan administrators, and others that need to control, account for and report on assets held in trust, wealth and retirement accounts.
With a component-based approach, health payer clients can choose core application replacement, or adopt component applications to address areas that offer the most opportunity for improvement, with minimal disruption to business operations. 16 Insurance: In our insurance market, we compete with a variety of vendors depending on client characteristics such as size, type, location, computing environment and functionality requirements.
Our competitors’ healthcare administration and health outcomes optimization solutions are primarily based on complete replacement of a payer’s core system. With a component-based approach, health payer clients can choose core application replacement, or adopt component applications to address areas that offer the most opportunity for improvement, with minimal disruption to business operations.
Our employees have widely diverse cultural backgrounds and life experiences. With our shift to a hybrid work environment, we have access to more diverse talent than before. We value individualism and distinct viewpoints and believe that we can all learn something from each other. We are committed to being an organization that welcomes, celebrates and thrives on diversity.
We view diversity as one of our biggest strengths and advantages as a global organization. We value individualism and distinct viewpoints and believe that we can all learn something from each other. We are committed to being an organization that welcomes, celebrates and thrives on diversity.
Human Capital As of December 31, 2023, we had approximately 26,600 full-time employees, including approximately 15,600 in our international operations, consisting of approximately: ● 4,200 employees in research and development; ● 18,700 employees in client support, consulting and services; ● 1,600 employees in sales and marketing; and ● 2,100 employees in finance, administration and information technology.
We believe factors such as the technological and creative skills of our personnel, new product developments, frequent product enhancements, name recognition and reliable service and support are more important to establishing and maintaining a leadership position than legal protections of our technology. 17 Human Capital As of December 31, 2024, we had approximately 26,800 full-time employees, including approximately 15,600 in our international operations, consisting of approximately: ● 4,300 employees in research and development; ● 18,800 employees in client support, consulting and services; ● 1,700 employees in sales and marketing; and ● 2,000 employees in finance, administration and information technology.
It allows firms to manage high-net-worth and institutional clients through a comprehensive range of capabilities, including customized reporting, automated report packaging and performance analytics. APX can be deployed locally as well as hosted in the cloud. o Axys – Axys is a turnkey portfolio management and reporting system for small to mid-size investment management organizations.
It allows firms to manage high-net-worth and institutional clients through a comprehensive range of capabilities, including customized reporting, automated report packaging and performance analytics.
We also have solutions catered to insurance accounting and commercial, consumer and residential loan accounting. 11 o Geneva – Geneva is a global portfolio management platform designed to meet the real-time needs of global asset managers, hedge funds, prime brokers, fund administrators, private equity firms and family offices worldwide.
Black Diamond also provides outsourced daily reconciliation and data management services so firms can focus their efforts on servicing clients and growing their business rather than managing complex back-office functions. o Geneva – Geneva is a global portfolio management platform designed to meet the real-time needs of global asset managers, hedge funds, prime brokers, fund administrators, private equity firms and family offices worldwide.
Our marketing personnel has extensive experience in marketing to the financial services and healthcare industries. They are responsible for identifying market trends, evaluating and developing marketing opportunities, generating client leads and providing sales support.
Our dedicated direct sales and support personnel are located in offices worldwide and regularly undergo product and sales training. Our marketing team has extensive experience in the financial services and healthcare industries. They identify market trends and create targeted programs to engage our prospects and further develop our client relationships.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

85 edited+34 added−19 removed150 unchanged
Biggest changeRisks Relating to Our Business ● our business is greatly affected by changes in the state of the general economy and the financial markets, and uncertainty in the general economy, the financial services industry or other industries in which our clients operate, could disproportionately affect the demand for our products and services; ● we may not achieve the anticipated benefits from our acquisitions and may face difficulties in integrating them; ● consolidations or failures among our clients or within their respective industries could adversely affect us by causing a decline in demand for our products and services; ● our revenues may decrease due to declines in the levels of participation and activity in the securities markets; ● our business has become increasingly focused on the hedge fund industry, and we are subject to the variations and fluctuations of that industry; ● if we are unable to retain and attract clients, our revenues and net income would remain stagnant or decline; ● if we cannot attract, train and retain qualified employees, we may not be able to provide adequate technical expertise and customer service to our clients; ● we face significant competition with respect to our products and services, which may result in price reductions, reduced gross margins or loss of market share; ● our software-enabled services may be subject to disruptions, attacks or failures that could adversely affect our reputation and our business; ● we expect that our operating results, including our profit margins and profitability, may fluctuate over time; ● additional tax expense or additional tax exposures could affect our future profitability; ● if third-party service providers on which we rely, or other third parties with which we do business or which facilitate our business activities, suffer disruptions to their IT systems, our business could be harmed; 19 ● an increase in subaccounting services performed by brokerage firms has and will continue to adversely impact our revenues; ● catastrophic events may adversely affect our business; ● we have substantial operations and a significant number of employees in India and we are therefore subject to regulatory, economic and political uncertainties in India; ● we are dependent on our senior management and their continued performance and productivity; ● if we are unable to protect our proprietary technology and other confidential information, our success and our ability to compete will be subject to various risks, such as third-party infringement claims, unauthorized use of our technology, disclosure of our proprietary information or inability to license technology from third parties; ● we may be unable to adapt to rapidly changing technology and evolving industry standards and regulatory requirements; ● undetected software design defects, errors or failures, or employee errors, may result in defects, delays, loss of our clients’ data, litigation against us and harm to our reputation and business; ● investment decisions with respect to cash balances, market returns or losses on investments, and limits on insurance applicable to cash balances held in bank and brokerage accounts, including those held by us and as agent on behalf of our clients, could expose us to losses of such cash balances and adversely affect revenues attributable to cash balance deposit investments; ● a substantial portion of our revenues are derived, and a substantial portion of our operations are conducted, outside the U.S.; ● we are exposed to fluctuations in currency exchange rates that could negatively impact our operating results and financial condition; ● our investments in funds and our joint ventures could decline in value; ● we do not control certain businesses in which we have significant ownership; ● some of our joint venture investments are subject to buy-sell agreements, which could, among other things, restrict us from selling our interests even if we were to determine it would be prudent to do so; ● a material weakness in our internal controls could have a material adverse effect on us; Legal or Regulatory Risks ● our businesses expose us to risks of claims and losses that could be significant and damage our reputation and business prospects; ● our business is subject to evolving regulations and increased scrutiny from regulators; ● our role as a fund administrator has in the past, and may in the future, expose us to claims and litigation from clients, their investors, regulators or other third-parties; ● because our platform could be used to collect and store personal information of our customers’ employees or customers, privacy concerns could result in additional cost and liability to us or inhibit use of our platform; ● we could become subject to litigation regarding our or a third party’s intellectual property rights or other confidential or proprietary information, which could seriously harm our business and require us to incur significant costs; Risks Relating to Our Indebtedness ● our substantial indebtedness could adversely affect our financial health and operations; ● to service our indebtedness, we require a significant amount of cash.
Biggest changeRisks Relating to Our Business ● our business is greatly affected by changes in the state of the general economy and the financial markets, and uncertainty in the general economy, the financial services industry or other industries in which our clients operate, could disproportionately affect the demand for our products and services; ● we may not achieve the anticipated benefits from our acquisitions and may face difficulties in integrating them; ● consolidations or failures among our clients or within their respective industries could adversely affect us by causing a decline in demand for our products and services; ● our revenues may decrease due to declines in the levels of participation and activity in the securities markets; ● we are subject to the variations and fluctuations of the asset management industry; ● if we are unable to retain and attract clients, our revenues and net income would remain stagnant or decline; ● if we cannot attract, train and retain qualified employees, we may not be able to provide adequate technical expertise and customer service to our clients; ● we face significant competition with respect to our products and services, which may result in price reductions, reduced gross margins or loss of market share; ● we face risks from cyber-attacks, breaches of digital security, IT system failures and network disruptions that could adversely affect our reputation and our business; ● if third-party service providers on which we rely, or other third parties with which we do business or which facilitate our business activities, suffer disruptions to their IT systems, our business could be harmed; ● we expect that our operating results, including our profit margins and profitability, may fluctuate over time; ● additional tax expense or additional tax exposures could affect our future profitability; ● an increase in subaccounting services performed by brokerage firms has and will continue to adversely impact our revenues; ● catastrophic events may adversely affect our business; ● we have substantial operations and a significant number of employees in India and we are therefore subject to regulatory, economic and political uncertainties in India; ● we are dependent on our senior management and their continued performance and productivity; ● if we are unable to protect our intellectual property, proprietary technology and other confidential information, our success and ability to compete will be subject to various risks, such as third-party infringement claims, unauthorized use of our technology, disclosure of our proprietary information or inability to license technology from third parties; ● we may be unable to adapt to rapidly changing technology and evolving industry standards and regulatory requirements; ● the development and use of machine learning and artificial intelligence presents risks and challenges that could impact our business; ● undetected software design defects, errors or failures, or employee errors, may result in defects, delays, loss of our clients’ data, litigation against us and harm to our reputation and business; ● investment decisions with respect to cash balances, market returns or losses on investments, and limits on insurance applicable to cash balances held in bank and brokerage accounts, including those held by us and as agent on behalf of our clients, could expose us to losses of such cash balances and adversely affect revenues attributable to cash balance deposit investments; ● a substantial portion of our revenues are derived, and a substantial portion of our operations are conducted, outside the U.S.; ● we are exposed to fluctuations in currency exchange rates that could negatively impact our operating results and financial condition; 19 ● our investments in funds and our joint ventures could decline in value; ● we do not control certain businesses in which we have significant ownership; ● some of our joint venture investments are subject to buy-sell agreements, which could, among other things, restrict us from selling our interests even if we were to determine it would be prudent to do so; and ● a material weakness in our internal controls could have a material adverse effect on us.
For example, it may: ● require us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund acquisitions, working capital, capital expenditures, research and development efforts and other general corporate purposes; ● increase our vulnerability to and limit our flexibility in planning for, or reacting to, change in our business and the industry in which we operate; ● restrict our ability to make certain distributions with respect to our capital stock due to restricted payment and other financial covenants in our credit facilities and other financing agreements; ● expose us to the risk of increased interest rates as borrowings under our senior credit facility are subject to variable rates of interest; 32 ● place us at a competitive disadvantage compared to our competitors that have less debt; and ● limit our ability to borrow additional funds.
For example, it may: ● require us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund acquisitions, working capital, capital expenditures, research and development efforts and other general corporate purposes; ● increase our vulnerability to and limit our flexibility in planning for, or reacting to, change in our business and the industry in which we operate; ● restrict our ability to make certain distributions with respect to our capital stock due to restricted payment and other financial covenants in our credit facilities and other financing agreements; ● expose us to the risk of increased interest rates as borrowings under our senior credit facility are subject to variable rates of interest; ● place us at a competitive disadvantage compared to our competitors that have less debt; and ● limit our ability to borrow additional funds.
These provisions include: ● limitations on the removal of directors; ● a classified board of directors so that not all members of our board are elected at one time; ● advance notice requirements for stockholder proposals and nominations; ● the inability of stockholders to call special meetings; ● the ability of our board of directors to make, alter or repeal our bylaws; ● the ability of our board of directors to designate the terms of and issue new series of preferred stock without stockholder approval, which could be used to institute a rights plan, or a poison pill, that would work to dilute the stock ownership of a potential hostile acquirer, likely preventing acquisitions that have not been approved by our board of directors; and ● a prohibition on stockholders from acting by written consent, except under certain limited circumstances.
These provisions include: ● limitations on the removal of directors; ● a classified board of directors so that not all members of our board are elected at one time; ● advance notice requirements for stockholder proposals and nominations; ● the inability of stockholders to call special meetings; ● the ability of our board of directors to make, alter or repeal our bylaws; ● the ability of our board of directors to designate the terms of and issue new series of preferred stock without stockholder approval, which could be used to institute a rights plan, or a poison pill, that would work to dilute the stock ownership of a potential hostile acquirer, likely preventing acquisitions that have not been approved by our board of directors; and 35 ● a prohibition on stockholders from acting by written consent, except under certain limited circumstances.
We may not realize the benefits we anticipate from acquisitions, such as lower costs, increased revenues, synergies and growth opportunities, or we may realize such benefits more slowly than anticipated, due to our inability to: ● combine operations, facilities and differing firm cultures; ● maintain employee morale or retain the clients or employees of acquired entities; 21 ● generate market demand for new products and services; ● coordinate geographically dispersed operations and successfully adapt to the complexities of international operations, including compliance with laws, rules and regulations in multiple jurisdictions; ● integrate the technical teams of acquired companies within our organization; or ● incorporate acquired technologies, products and services into our current and future product and service lines.
We may not realize the benefits we anticipate from acquisitions, such as lower costs, increased revenues, synergies and growth opportunities, or we may realize such benefits more slowly than anticipated, due to our inability to: ● combine operations, facilities and differing firm cultures; ● maintain employee morale or retain the clients or employees of acquired entities; ● generate market demand for new products and services; ● coordinate geographically dispersed operations and successfully adapt to the complexities of international operations, including compliance with laws, rules and regulations in multiple jurisdictions; ● integrate the technical teams of acquired companies within our organization; or ● incorporate acquired technologies, products and services into our current and future product and service lines.
Some of the factors that may cause the market price of our common stock to fluctuate include: ● fluctuations in our quarterly financial results or the quarterly financial results of companies perceived to be similar to us; ● changes in estimates of our financial results or recommendations by securities analysts; ● failure of any of our products to achieve or maintain market acceptance; ● changes in market valuations of similar companies; ● success of competitive products; ● changes in our capital structure, such as future issuances of securities or the incurrence of additional debt; ● announcements by us or our competitors of significant products, contracts, acquisitions or strategic alliances; ● regulatory developments in any of our markets; ● litigation involving our Company, our general industry or both; ● additions or departures of key personnel; ● investors’ general perception of us; and ● changes in general economic, industry and market conditions.
Some of the factors that may cause the market price of our common stock to fluctuate include: ● fluctuations in our quarterly financial results or the quarterly financial results of companies perceived to be similar to us; ● changes in estimates of our financial results or recommendations by securities analysts; ● failure of any of our products to achieve or maintain market acceptance; ● changes in market valuations of similar companies; ● success of competitive products; ● changes in our capital structure, such as future issuances of securities or the incurrence of additional debt; 34 ● announcements by us or our competitors of significant products, contracts, acquisitions or strategic alliances; ● regulatory developments in any of our markets; ● litigation involving our Company, our general industry or both; ● additions or departures of key personnel; ● investors’ general perception of us; and ● changes in general economic, industry and market conditions.
Stone, our Chairman of the Board and Chief Executive Officer, exerts significant control over our Company; ● SS&C Holdings is a holding company with no operations or assets of its own and its ability to pay dividends is limited or otherwise restricted; ● our management has broad discretion in the use of our existing cash resources and may not use such funds effectively; and ● provisions in our certificate of incorporation and bylaws might discourage, delay or prevent a change of control of our Company or changes in our management and, therefore, depress the trading price of our common stock.
Stone, our Chairman of the Board and Chief Executive Officer, exerts significant influence over our Company; ● SS&C Holdings is a holding company with no operations or assets of its own and its ability to pay dividends is limited or otherwise restricted; ● our management has broad discretion in the use of our existing cash resources and may not use such funds effectively; and ● provisions in our certificate of incorporation and bylaws might discourage, delay or prevent a change of control of our Company or changes in our management and, therefore, depress the trading price of our common stock.
The loss of any of the members of our senior management may cause a significant disruption in our business, jeopardize existing customer relationships, impair our compliance efforts as a public company, and have a material adverse effect on our business objectives. We do not maintain key man life insurance policies for any senior officer or manager.
The loss of any of the members of our senior management may cause a significant disruption in our business, jeopardize existing customer relationships, impair our 25 compliance efforts as a public company, and have a material adverse effect on our business objectives. We do not maintain key man life insurance policies for any senior officer or manager.
If banks and financial services firms fail or consolidate, there could be a decline in demand for our products and services. Failures, mergers and consolidations of banks and financial institutions reduce the number of our clients and potential clients, which could adversely affect our revenues even if these events do not reduce the aggregate activities of the consolidated entities.
If banks and financial services firms fail or consolidate, there could be a decline in demand for our products and services. Failures, mergers and consolidations of banks and financial institutions reduce the number of our clients and potential clients, which 21 could adversely affect our revenues even if these events do not reduce the aggregate activities of the consolidated entities.
Even in the absence of such factors, the global hedge fund industry is subject to fluctuations in assets under management that are impossible to predict or anticipate. These risks and trends could significantly and adversely affect some or all of our hedge fund clients, which could adversely affect our business, results of operations and financial 22 condition.
Even in the absence of such factors, the global hedge fund industry is subject to fluctuations in assets under management that are impossible to predict or anticipate. These risks and trends could significantly and adversely affect some or all of our hedge fund clients, which could adversely affect our business, results of operations and financial condition.
These arrangements could also allow us to purchase the other owners’ interests to prevent someone else from acquiring them and we cannot control the timing of occasions to do so. The businesses or other owners may encourage us to increase our investment in or make contributions to the businesses at an inopportune time.
These arrangements could also allow us to purchase the other owners’ interests to prevent someone else from 29 acquiring them and we cannot control the timing of occasions to do so. The businesses or other owners may encourage us to increase our investment in or make contributions to the businesses at an inopportune time.
The Credit Agreement limits our ability, among other things, to: ● incur additional indebtedness; ● make certain investments; ● sell assets, including capital stock of certain subsidiaries; ● declare or pay dividends, repurchase or redeem stock or make other distributions to stockholders; ● consolidate, merge, liquidate or dissolve; ● enter into transactions with our affiliates; and ● incur liens.
The Credit Agreement limits our ability, among other things, to: ● incur additional indebtedness; ● make certain investments; 33 ● sell assets, including capital stock of certain subsidiaries; ● declare or pay dividends, repurchase or redeem stock or make other distributions to stockholders; ● consolidate, merge, liquidate or dissolve; ● enter into transactions with our affiliates; and ● incur liens.
Our ability to keep up with technology and business and regulatory changes is subject to a number of risks, including that: ● we may find it difficult or costly to update our services and software and to develop new products and services quickly enough to meet our clients’ needs; ● we may find it difficult or costly to make some features of our software work effectively and securely over the Internet or with new or changed operating systems; ● we may find it difficult or costly to update our software and services to keep pace with business, evolving industry standards, regulatory requirements and other developments in the industries in which our clients operate; and ● we may be exposed to liability for security breaches that allow unauthorized persons to gain access to confidential information stored on our computers or transmitted over our network.
Our ability to keep up with technology and business and regulatory changes is subject to a number of risks, including that: ● we may find it difficult or costly to update our services and software and to develop new products and services quickly enough to meet our clients’ needs; ● we may find it difficult or costly to make some features of our software work effectively and securely over the Internet or with new or changed operating systems; ● we may find it difficult or costly to update our software and services to keep pace with business, evolving industry standards, regulatory requirements and other developments in the industries in which our clients operate; and ● we may be exposed to liability for security breaches that allow unauthorized persons to gain access to confidential, proprietary or personal information stored on our computers or transmitted over our network.
We routinely review and update our corporate structure and intercompany arrangements, including transfer pricing policies, consistent with applicable laws and regulations, to align with our business operations across numerous jurisdictions. Failure to align our corporate structure and intercompany arrangements with our business operations may increase our worldwide effective tax rate.
We routinely review and update our corporate structure and intercompany arrangements, including transfer pricing policies, consistent with applicable laws and regulations, to align with our business operations across 24 numerous jurisdictions. Failure to align our corporate structure and intercompany arrangements with our business operations may increase our worldwide effective tax rate.
Although we believe that we have complied with our obligations 26 under the applicable licenses for open source software that we use, there is little or no legal precedent governing the interpretation of many of the terms of certain of these licenses.
Although we believe that we have complied with our obligations under the applicable licenses for open source software that we use, there is little or no legal precedent governing the interpretation of many of the terms of certain of these licenses.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for further discussion on the foreign currency translation impact on operating results and financial condition. 28 We do not currently engage in material hedging activities.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for further discussion on the foreign currency translation impact on operating results and financial condition. We do not currently engage in material hedging activities.
In addition, the third parties with which we do business or which facilitate our business activities, including financial intermediaries, are susceptible to the risks described in the preceding risk factor (including regarding the third parties with which they are similarly interconnected), and our or their business operations and activities may therefore be adversely affected, perhaps materially, by failures, terminations, errors or malfeasance by, or attacks or constraints on, one or more financial, technology or infrastructure institutions or intermediaries with whom they are interconnected or conduct business.
In addition, the third parties with which we do business upon which we rely or which facilitate our business activities, including financial intermediaries, are susceptible to the risks described in the preceding risk factor (including regarding the third parties with which they are similarly interconnected), and our or their business operations and activities may therefore be adversely affected, perhaps materially, by failures, terminations, errors or malfeasance by, or attacks or constraints on, one or more financial, technology or infrastructure institutions or intermediaries with whom they are interconnected or conduct business.
Given the unpredictability of the timing, nature and scope of such failures or disruptions, we could potentially experience significant costs and exposures, including production downtimes, operational delays, other detrimental impacts on our operations or ability to provide services to our customers, the compromising of confidential or otherwise protected information, misappropriation, destruction or corruption of data, security breaches, other manipulation or improper use of our systems or networks, financial losses from remedial actions, loss of business, potential liability, regulatory inquiries, enforcements, actions and fines and/or damage to our reputation, any of which could have a material adverse effect on our business, results of operations and financial condition.
Given the unpredictability of the timing, nature and scope of such attacks, breaches, failures or disruptions, we could potentially experience significant costs and exposures, including production downtimes, operational delays, other detrimental impacts on our operations or ability to provide services to our customers, the compromising of confidential, proprietary, personal or otherwise protected information, misappropriation, destruction or corruption of data, security breaches, other manipulation or improper use of our systems or networks, financial losses from remedial actions, loss of business, potential liability, regulatory inquiries, enforcements, actions and fines and/or damage to our reputation, any of which could have a material adverse effect on our business, results of operations and financial condition.
If a third party were to gain unauthorized access to or independently develop the confidential or proprietary information we possess, we could suffer a loss of revenues, we could experience an adverse impact on our competitive position, and our relationships with our clients and our reputation could be materially adversely effected. Existing patent and copyright laws afford only limited protection.
If a third party were to gain unauthorized access to or independently develop the confidential or proprietary information we possess, we could suffer a loss of revenues, we could experience an adverse impact on our competitive position, and our relationships with our clients and our reputation could be materially adversely affected. Existing patent and copyright laws afford only limited protection.
If any of the foregoing occurs, it could cause our stock price to fall and may expose us to class action lawsuits that, even if unsuccessful, could be costly to defend and a distraction to management. William C. Stone, our Chairman of the Board and Chief Executive Officer, exerts significant control over our Company.
If any of the foregoing occurs, it could cause our stock price to fall and may expose us to class action lawsuits that, even if unsuccessful, could be costly to defend and a distraction to management. William C. Stone, our Chairman of the Board and Chief Executive Officer, exerts significant influence over our Company.
The dollar 29 amount of transactions processed or cleared is vastly in excess than the revenues we derive from providing these services.
The dollar amount of transactions processed or cleared is vastly in excess than the revenues we derive from providing these services.
If our software-enabled services are disrupted or fail for any reason, or if our systems or facilities are infiltrated or damaged by unauthorized persons, we and our clients could experience data loss, including confidential and personal information, financial loss, harm to their reputation and significant business interruption.
If our software-enabled services are disrupted or fail for any reason, or if our systems or facilities are infiltrated or damaged by unauthorized persons, we and our clients could experience data loss, including confidential, proprietary and 23 personal information, financial loss, harm to their reputation and significant business interruption.
Turbulence in the U.S. and international markets, renewed concern about the strength and sustainability of a recovery and prolonged declines in business consumer spending could materially adversely affect our business, results of operations and financial condition, and the liquidity and financial condition of our clients. Increases in inflation rates, and increases in interest rates by the U.S.
Turbulence in the U.S. and international markets, renewed concern about the strength and sustainability of a recovery and prolonged declines in business consumer spending could materially adversely affect our business, results of operations and financial condition, and the liquidity and financial condition of our clients. Changes in inflation rates, and changes in interest rates by the U.S.
If we are unable to protect our proprietary technology and other confidential information, our success and our ability to compete will be subject to various risks, such as third-party infringement claims, unauthorized use of our technology, disclosure of our proprietary information or inability to license technology from third parties.
If we are unable to protect our intellectual property, proprietary technology and other confidential information, our success and our ability to compete will be subject to various risks, such as third-party infringement claims, unauthorized use of our technology, disclosure of our proprietary information or inability to license technology from third parties.
Shares of our common stock were sold in our initial public offering at a price of $7.50 per share on March 31, 2010, and through December 31, 2023, our common stock has traded as high as $84.85 and as low as $6.64.
Shares of our common stock were sold in our initial public offering at a price of $7.50 per share on March 31, 2010, and through December 31, 2024, our common stock has traded as high as $84.85 and as low as $6.64.
Our success and ability to compete depends in part upon our ability to protect our proprietary technology and other confidential information. We rely on a combination of patent, trade secret, copyright and trademark law, and nondisclosure agreements, license agreements and technical measures to protect our proprietary technology and other confidential information.
Our success and ability to compete depends in part upon our ability to protect our intellectual property, proprietary technology and other confidential information. We rely on a combination of patent, trade secret, copyright and trademark law, and nondisclosure agreements, license agreements and technical measures to protect our intellectual property, proprietary technology and other confidential information.
Many federal, state and foreign government bodies and agencies have adopted or are considering adopting laws and regulations regarding the collection, use, disclosure, control, security and deletion of personal information.
Many federal, state and foreign government bodies and agencies have adopted or are considering adopting laws and regulations regarding the collection, use, disclosure, control, security and deletion and other processing of personal information.
A substantial portion of our revenues are derived, and a substantial portion of our operations are conducted, outside the U.S. For the years ended December 31, 2023, 2022 and 2021 international revenues accounted for 31%, 29% and 28%, respectively, of our total revenues. We sell certain of our products primarily outside the U.S.
A substantial portion of our revenues are derived, and a substantial portion of our operations are conducted, outside the U.S. For the years ended December 31, 2024, 2023 and 2022 international revenues accounted for 31%, 31% and 29%, respectively, of our total revenues. We sell certain of our products primarily outside the U.S.
Cybersecurity threats are evolving and our security measures, and those of our service providers, may not detect or prevent all attempts to hack our systems, denial-of-service attacks, viruses, malicious software, attempts to gain unauthorized access to data, phishing attacks, social engineering, security breaches or employee or contractor malfeasance and other electronic security breaches that may jeopardize the security of information stored in or transmitted by our sites, networks and systems or that we or our third-party service providers otherwise maintain.
Our security measures, and those of our service providers, may not detect or prevent all attempts to hack our systems, denial-of-service attacks, viruses, data corruption attempts, malicious software, attempts to gain unauthorized access to data, phishing attacks, social engineering, security breaches or employee or contractor malfeasance and other electronic security breaches that may jeopardize the security of information stored in or transmitted by our sites, networks and systems or that we or our third-party service providers otherwise maintain.
In addition, our employees, distributors, clients and potential clients may breach our confidentiality agreements and we may not have adequate remedies for any such breach. Furthermore, unauthorized third parties may seek to copy portions of our products or to reverse engineer or otherwise obtain and use our proprietary information.
In addition, our employees, partners, independent contacts, consultants, distributors, clients and potential clients may breach our confidentiality agreements and we may not have adequate remedies for any such breach. Furthermore, unauthorized third parties may seek to copy portions of our products or to reverse engineer or otherwise obtain and use our proprietary information.
Additional factors that may lead to such fluctuation include: ● the costs, timing of the introduction and the market acceptance of new products, product enhancements or services by us or our competitors; ● the lengthy and often unpredictable sales cycles of large client engagements; ● the amount and timing of our operating costs and other expenses; ● the financial health of our clients; ● changes in the volume of assets under our clients’ management; ● cancellations of maintenance and/or software-enabled services arrangements by our clients; ● changes in local, national and international regulatory requirements; ● acquisitions during the relevant period; ● implementation of our licensing contracts and software-enabled services arrangements; ● changes in economic and financial market conditions; and ● changes in the types of products and services we provide. 24 Additional tax expense or additional tax exposures could affect our future profitability.
Additional factors that may lead to such fluctuation include: ● the costs, timing of the introduction and the market acceptance of new products, product enhancements or services by us or our competitors; ● the lengthy and often unpredictable sales cycles of large client engagements; ● the amount and timing of our operating costs and other expenses; ● the financial health of our clients; ● changes in the volume of assets under our clients’ management; ● cancellations of maintenance and/or software-enabled services arrangements by our clients; ● changes in local, national and international regulatory requirements; ● acquisitions during the relevant period; ● implementation of our licensing contracts and software-enabled services arrangements; ● changes in economic and financial market conditions; and ● changes in the types of products and services we provide.
Although we expend significant resources and oversight efforts in an attempt to ensure that we maintain appropriate safeguards with respect to cyber-attacks, there is no guarantee that our systems and procedures are adequate to protect against all security breaches.
Although we expend significant resources and oversight efforts in an attempt to ensure that we maintain appropriate safeguards with respect to cyber-attacks, and protect against the threat of system disruptions and security breaches, there is no guarantee that our systems and procedures are adequate to protect against all security breaches.
Any inability to adequately address privacy or data protection-related concerns, even if unfounded, or comply with applicable privacy or data protection-related laws, regulations and policies, could result in additional cost and liability to us, damage our reputation, inhibit sales and harm our business.
Any inability to adequately address privacy or data protection-related concerns, even if unfounded, or comply with applicable privacy or data protection-related industry standards, laws, rules, regulations, policies and other obligations, could result in additional cost and liability to us, damage our reputation, inhibit sales and harm our business.
In addition, the Credit Agreement also requires us, in certain instances, to maintain compliance with specified leverage ratios. Our ability to comply with these provisions may be affected by events beyond our control, and these provisions could limit our ability to plan for or react to market conditions, meet capital needs or otherwise conduct our business activities and plans.
In addition, the Credit Agreement also requires us to maintain a specified leverage ratio. Our ability to comply with these provisions may be affected by events beyond our control, and these provisions could limit our ability to plan for or react to market conditions, meet capital needs or otherwise conduct our business activities and plans.
Because our platform could be used to collect and store personal information of our customers’ employees or customers, privacy concerns could result in additional cost and liability to us or inhibit use of our platform.
Because our platform could be used to collect, store, handle, transmit or otherwise process personal information of our customers’ employees or customers, privacy concerns could result in additional cost and liability to us or inhibit use of our platform.
We estimate that our current levels of indebtedness as of December 31, 2023 will result in annual interest payments of approximately $463.7 million. Our ability to make payments on and to refinance our indebtedness and to fund planned capital expenditures will depend on our ability to generate cash in the future.
We estimate that our current levels of indebtedness as of December 31, 2024 will result in annual interest payments of approximately $431.1 million. Our ability to make payments on and to refinance our indebtedness and to fund planned capital expenditures will depend on our ability to generate cash in the future.
Although we seek to ensure that appropriate security and other standards are maintained by these third parties, these third parties are also subject to the risks discussed in the preceding risk factor, and there is no guarantee that they will maintain systems and procedures sufficient to protect against system failures and security breaches, including as a result of cyber-attacks.
Although we seek to ensure that appropriate security and other standards are maintained by these third parties, these third parties are also subject to the risks discussed in the preceding risk factor, and there is no guarantee that they will maintain systems and procedures sufficient to protect against cyber-attacks, breaches of digital security, IT system failures and network disruptions.
While these events provide some clarity regarding the future relationship between the U.K. and the E.U., there remains uncertainty, which may adversely affect our operations and financial results, as we generated approximately $638.6 million, $573.1 million and $596.0 million in revenues from the U.K. in the years ended December 31, 2023, 2022 and 2021, respectively.
While Brexit events provide some clarity regarding the future relationship between the U.K. and the E.U., there remains uncertainty, which may adversely affect our operations and financial results, as we generated approximately $673.4 million, $638.6 million and $573.1 million in revenues from the U.K. in the years ended December 31, 2024, 2023 and 2022, respectively.
As of February 20, 2024, William C. Stone, our Chairman of the Board and Chief Executive Officer, beneficially owned approximately 14.1% of the outstanding shares of our common stock. We are party to a stockholders’ agreement with Mr. Stone, pursuant to which Mr.
As of February 19, 2025, William C. Stone, our Chairman of the Board and Chief Executive Officer, beneficially owned approximately 14.0% of the outstanding shares of our common stock. We are party to a stockholders’ agreement with Mr. Stone, pursuant to which Mr.
We are subject to income taxes in the U.S. and various international jurisdictions. Changes in tax laws and regulations, as well as changes in related interpretations and other tax guidance could materially impact our tax receivables and liabilities and our deferred tax assets and deferred tax liabilities.
Additional tax expense or additional tax exposures could affect our future profitability. We are subject to income taxes in the U.S. and various international jurisdictions. Changes in tax laws and regulations, as well as changes in related interpretations and other tax guidance could materially impact our tax receivables and liabilities and our deferred tax assets and deferred tax liabilities.
Risks Relating to Our Indebtedness Our substantial indebtedness could adversely affect our financial health and operations. We currently have a substantial amount of indebtedness. As of December 31, 2023, we had total indebtedness of $6,755.1 million and an additional $598.7 million available for borrowings under our revolving credit facility. This indebtedness could have adverse consequences.
Risks Relating to Our Indebtedness Our substantial indebtedness could adversely affect our financial health and operations. We currently have a substantial amount of indebtedness. As of December 31, 2024, we had total indebtedness of $7,045.0 million and an additional $596.3 million available for borrowings under our revolving credit facility. This indebtedness could have adverse consequences.
A variety of factors could affect our ability to successfully retain and attract clients, including: ● the level of demand for our products and services; ● the difficulty of potential customers to change software service providers; ● the level of client spending for IT; ● the level of competition from internal client solutions and from other vendors; ● the quality of our client service and the performance of our products; ● our ability to update our products and services and develop new products and services needed by clients; ● our ability to understand the organization and processes of our clients; and ● our ability to integrate and manage acquired businesses.
A variety of factors could affect our ability to successfully retain and attract clients, including: ● the level of demand for our products and services; ● the difficulty of potential customers to change software service providers; ● the level of client spending for IT; ● the level of competition from internal client solutions and from other vendors; ● the quality of our client service and the performance of our products; ● our ability to update our products and services and develop new products and services needed by clients; ● our ability to understand the organization and processes of our clients; and ● our ability to integrate and manage acquired businesses. 22 If we cannot attract, train and retain qualified employees, we may not be able to provide adequate technical expertise and customer service to our clients.
The economy of India may differ favorably or unfavorably from the U.S. economy and our business may be adversely affected by the general economic conditions and economic and fiscal policy in India, including changes in exchange rates and controls, interest rates and taxation policies.
As of December 31, 2024, we had approximately 7,500 employees located in India. The economy of India may differ favorably or unfavorably from the U.S. economy and our business may be adversely affected by the general economic conditions and economic and fiscal policy in India, including changes in exchange rates and controls, interest rates and taxation policies.
Competition for qualified personnel in the software and hedge fund industries is intense, and we have, at times, found it difficult to attract and retain skilled personnel for our operations.
We believe that our success is due in part to our ability to attract, train and retain highly skilled employees. Competition for qualified personnel in the software and hedge fund industries is intense, and we have, at times, found it difficult to attract and retain skilled personnel for our operations.
Bribery Act (“Bribery Act”), generally prohibit companies and their intermediaries from making improper payments for the purpose of obtaining or retaining business or other commercial advantage.
The FCPA and anti-bribery laws in other jurisdictions, including the Bribery Act, generally prohibit companies and their intermediaries from making improper payments for the purpose of obtaining or retaining business or other commercial advantage.
If we are found to infringe, misappropriate or otherwise violate a third party’s intellectual property rights, we may be required to pay the third party substantial monetary damages and to cease the activities covered by such intellectual property rights, unless we obtain a license to such intellectual property rights, which may not be available on commercially reasonable terms or at all.
If we are found to infringe, misappropriate or otherwise violate a third party’s intellectual property rights, we may be required to pay the third party substantial monetary damages and to cease the activities covered by such intellectual property rights, unless we obtain a license to such intellectual property rights, which may not be available on commercially reasonable terms or at all, or incur substantial costs to develop non-infringing intellectual property to make it or our related products or services available under contracts with our customers.
Additionally, we may be exposed to operational or other risks in connection with any systematic failures in the markets, or the default due to market-related failures of one or more counterparties with whom we transact. Our business has become increasingly focused on the hedge fund industry, and we are subject to the variations and fluctuations of that industry.
Additionally, we may be exposed to operational or other risks in connection with any systematic failures in the markets, or the default due to market-related failures of one or more counterparties with whom we transact. We are subject to the variations and fluctuations of the asset management industry.
Stone has the right to nominate two members of our board of directors, one of which will be Mr. Stone for so long as he is our Chief Executive Officer. As a result, Mr.
Stone has the right to nominate two members of our board of directors, one of which will be Mr. Stone for so long as he is our Chief Executive Officer. As a result, Mr. Stone has significant influence over our policy and affairs and matters requiring stockholder approval.
Any or all of these potential consequences could have an adverse impact on our business, results of operations and financial condition. 27 Investment decisions with respect to cash balances, market returns or losses on investments, and limits on insurance applicable to cash balances held in bank and brokerage accounts, including those held by us and as agent on behalf of our clients, could expose us to losses of such cash balances and adversely affect revenues attributable to cash balance deposit investments.
Investment decisions with respect to cash balances, market returns or losses on investments, and limits on insurance applicable to cash balances held in bank and brokerage accounts, including those held by us and as agent on behalf of our clients, could expose us to losses of such cash balances and adversely affect revenues attributable to cash balance deposit investments.
Our failure to enhance our existing products and services and to develop and introduce new products and services to promptly address the needs of our clients and a changing marketplace could adversely affect our business, results of operations and financial condition.
Our failure to enhance our existing products and services and to develop and introduce new products and services to promptly address the needs of our clients and a changing marketplace could adversely affect our business, results of operations and financial condition. The development and use of machine learning and artificial intelligence presents risks and challenges that could impact our business.
Competition could also affect the revenue mix of products or services we provide, resulting in decreased revenues in lines of business with higher profit margins, and our business may not grow as expected and may decline. Our software-enabled services may be subject to disruptions, attacks or failures that could adversely affect our reputation and our business.
Competition could also affect the revenue mix of products or services we provide, resulting in decreased revenues in lines of business with higher profit margins, and our business may not grow as expected and may decline. We face risks from cyber-attacks, breaches of digital security, IT system failures and network disruptions that could adversely affect our reputation and our business.
In addition, if our business liability insurance coverage proves inadequate with respect to a claim or future coverage is unavailable on acceptable terms or at all, we may be liable for payment of substantial damages.
In addition, if our business liability insurance coverage proves inadequate with respect to a claim or future coverage is unavailable on acceptable terms or at all, we may be liable for payment of substantial damages. Any or all of these potential consequences could have an adverse impact on our business, results of operations and financial condition.
If we fail to comply 30 with any applicable laws, rules or regulations, we may be subject to censure, fines or other sanctions, including revocation of our licenses and/or registrations with various regulatory agencies, criminal penalties and civil lawsuits. The U.S. Foreign Corrupt Practices Act (“FCPA”) and anti-bribery laws in other jurisdictions, including the U.K.
If we fail to comply with any applicable laws, rules or regulations, we may be subject to censure, fines or other sanctions, including revocation of our licenses and/or registrations with various regulatory agencies, criminal penalties and civil lawsuits.
We have acquired and intend in the future to acquire companies, products or technologies that we believe could complement or expand our business, augment our market coverage, enhance our technical capabilities or otherwise offer growth opportunities. For example, in October 2023, we consummated our acquisition of the Iress Managed Funds Administration Business.
We have acquired and intend in the future to acquire companies, products or technologies that we believe could complement or expand our business, augment our market coverage, enhance our technical capabilities or otherwise offer growth opportunities. For example, in September 2024, we completed our acquisition of Battea-Class Action Services, LLC (“Battea”).
A computer virus, physical or cybersecurity breach, criminal act, military action, power or communication failure, flood, severe storm or the like could lead to service interruptions and data losses for clients, disruptions to our operations, or damage to important facilities. In addition, such an event may cause clients to cancel their agreements with us for our products or services.
A computer virus or other malware, physical or cybersecurity breach, criminal act, military action, power or communication failure, flood, severe storm or the like could lead to service interruptions and data losses for clients, disruptions to our operations, or damage to important facilities.
We and our service providers may not have the resources or technical sophistication to anticipate or prevent all types of attacks, and techniques used to obtain unauthorized access to or sabotage systems change frequently and may not be known until launched against us or our third-party service providers.
Additionally, the techniques used to obtain unauthorized access to or sabotage systems change frequently and may not be known until launched against us or our third-party service providers.
As of December 31, 2023, SS&C Holdings has no direct operations and no significant assets other than the stock of SS&C. The ability of SS&C Holdings to pay dividends is limited by its status as a holding company and by the terms of the agreement governing our indebtedness.
SS&C Holdings is a holding company with no operations or assets of its own and its ability to pay dividends is limited or otherwise restricted. As of December 31, 2024, SS&C Holdings has no direct operations and no significant assets other than the stock of SS&C.
Furthermore, the costs of compliance with, and other burdens imposed by, the laws, regulations, standards and policies that are applicable to the businesses of our customers may limit the use and adoption of, and reduce the overall demand for, our solutions. Also, privacy concerns, whether valid or not valid, may inhibit market adoption of our solutions, particularly in foreign countries.
Furthermore, the costs of compliance with, and other burdens imposed by, the industry standards, laws, regulations, policies and other obligations that are applicable to us and the businesses of our customers may limit the use and adoption of, and reduce the overall demand for, our solutions.
Dept. of Health and Human Services, the Office for Civil Rights and the Office of the Inspector General. Typically a state’s department of insurance regulates much of our healthcare business; however, each state’s statutes dictate such authority.
Such federal regulation is developed, interpreted or enforced by regulators including, the Centers for Medicare and Medicaid Services, the U.S. Dept. of Health and Human Services, the Office for Civil Rights and the Office of the Inspector General. Typically, a state’s department of insurance regulates much of our healthcare business; however, each state’s statutes dictate such authority.
Changes to the Affordable Care Act have been enacted by Congress in response to the current administration’s stated agenda. In addition, we cannot predict the nature, scope or effect of future regulatory requirements to which our internal operations might be subject or the manner in which existing laws might be administered or interpreted.
In addition, we cannot predict the nature, scope or effect of future regulatory requirements to which our internal operations might be subject or the manner in which existing laws might be administered or interpreted.
ICE Benchmark Administration, the authorized and regulated administrator of LIBOR, ended publication of the one-week and two-month LIBOR tenors on December 31, 2021, and ended publication of the remaining LIBOR tenors on June 30, 2023.
ICE Benchmark Administration, the authorized and regulated administrator of LIBOR, ended publication of the one-week and two-month LIBOR tenors on December 31, 2021, and ended publication of the remaining LIBOR tenors on June 30, 2023. SOFR has a limited history, and the future performance of SOFR cannot be predicted based on its limited historical performance.
Our business is also subject to general risks and uncertainties that affect many other companies. Additional risks and uncertainties not currently known to us or that we have not currently identified as being material may also impair our business, operating results, cash flows and financial condition.
Additional risks and uncertainties not currently known to us or that we have not currently identified as being material may also impair our business, operating results, cash flows and financial condition. 18 Summary of Risk Factors The following is a summary of the material risks and uncertainties that could adversely affect our business, financial condition and results of operations.
Such events include IT attacks or failures, threats to physical 23 security, sudden increases in transaction volumes, electrical or telecommunications outages, damaging weather or other acts of nature, or employee or contractor error or malfeasance. In particular, cybersecurity threats have become prevalent in our industry as well as for many firms that process information.
Such events include cybersecurity attacks or IT systems failures, threats to physical security, sudden increases in transaction volumes, electrical or telecommunications outages, damaging weather or other acts of nature, or employee or contractor error or malfeasance.
The global economy has in the past been subject to severe disruptions in the credit markets, increased uncertainty about economic, political, global trade and market conditions, and periods of heightened volatility in a variety of financial and other markets, including commodity prices and currency rates.
If demand for our products or services decreases or if any of the industries we serve decline, our business and our operating results could be adversely affected. 20 The global economy has in the past been subject to severe disruptions in the credit markets, increased uncertainty about economic, political, global trade and market conditions, and periods of heightened volatility in a variety of financial and other markets, including commodity prices and currency rates.
Personal privacy has become a significant issue in the U.S. and in many other countries where we offer our solutions or may offer them in the future. The regulatory framework for privacy issues worldwide is currently evolving, is not uniform and is likely to remain uncertain for the foreseeable future.
Personal privacy has become a significant issue in the U.S. and in many other countries where we offer our solutions or may offer them in the future.
As a result, the potential impact of these terms is uncertain and may result in unanticipated obligations or restrictions regarding those of our products, technologies or solutions affected. We have acquired and may acquire important technology rights through our acquisitions and have often incorporated and may incorporate features of these technologies across many of our products and services.
As a result, the potential impact of these terms is uncertain and may result in unanticipated obligations or restrictions regarding those of our products, technologies or solutions affected.
Our ability to generate cash depends on many factors beyond our control; ● restrictive covenants in the agreements governing our indebtedness may restrict our ability to pursue our business strategies; ● loans under our Credit Agreement bear interest based on SOFR, and SOFR has a limited history; Risks Relating to Ownership of Our Common Stock ● if equity research analysts do not publish or cease publishing research or reports about our business or if they issue unfavorable commentary or downgrade our common stock, the price and trading volume of our common stock could decline; ● the market price of our common stock may be volatile, which could result in substantial losses for investors in our common stock; 20 ● William C.
Risks Relating to Ownership of Our Common Stock ● if equity research analysts do not publish or cease publishing research or reports about our business or if they issue unfavorable commentary or downgrade our common stock, the price and trading volume of our common stock could decline; ● the market price of our common stock may be volatile, which could result in substantial losses for investors in our common stock; ● William C.
In the U.S., these include, without limitation, laws and regulations promulgated by states, as well as rules and regulations promulgated under the authority of the Federal Trade Commission (“FTC”) and federal financial regulatory bodies. Additionally, the California Consumer Privacy Act of 2018, which came into effect on January 1, 2020, affords consumers expanded privacy protections.
In the U.S., these include, without limitation, laws and regulations promulgated by states, as well as rules and regulations promulgated under the authority of the Federal Trade Commission (“FTC”) and federal financial regulatory bodies.
Such cybersecurity incidents could lead to disruptions in our systems, the unauthorized release or destruction of our or our clients’ or other parties’ confidential or otherwise protected information and corruption of data.
Such cybersecurity incidents could lead to disruptions in our systems, the unauthorized use, access, release or destruction of our or our clients’ or other parties’ confidential, proprietary, personal or otherwise protected information and the corruption of data. We and our service providers may not have the resources or technical sophistication to anticipate or prevent all types of attacks.
Internationally, most of the jurisdictions in which we operate have established their own data security and privacy legal frameworks, many of which are broader in scope, more restrictive and impose greater obligations on us and our customers.
Internationally, most of the jurisdictions in which we operate have established their own data security and privacy legal frameworks, many of which are broader in scope, more restrictive and impose greater obligations on us and our customers than in the U.S., including, without limitation, the E.U. ’ s General Data Protection Regulation (“GDPR”) which imposes strict privacy and data security requirements and provides for robust regulatory enforcement and sanctions for non-compliance.
Under these contracts, the fees paid to us are based on a variety of factors, including the market value of assets under management, assets under administration and number of transactions processed. Assets under management, assets under administration or the number of transactions processed may decline for various reasons, causing results to vary.
We derive significant revenues from asset management, administration and distribution contracts with clients. Under these contracts, the fees paid to us are based on a variety of factors, including the market value of assets under management, assets under administration and number of transactions processed.
Federal Reserve and central banks around the world, could result in economic volatility or uncertainty, which could adversely affect our business, financial condition, results of operations and cash flows. For example, our interest expense was $476.3 million in 2023 compared to $312.2 million in 2022 and $205.7 million in 2021, primarily due to increases in interest rates.
Federal Reserve and central banks around the world, could result in economic volatility or uncertainty, which could adversely affect our business, financial condition, results of operations and cash flows.
We have registered trademarks for some of our products and will continue to evaluate the registration of additional trademarks as appropriate. We generally enter into confidentiality agreements with our employees, distributors, clients and potential clients.
We have registered trademarks, service marks, domain names, and logos for some of our products and will continue to evaluate the registration of additional trademarks, service marks, domain names, and logos as appropriate.
Any of these events could adversely affect our business, results of operation and financial condition. 25 We have substantial operations and a significant number of employees in India and we are therefore subject to regulatory, economic and political uncertainties in India. As of December 31, 2023, we had approximately 7,500 employees located in India.
In addition, such an event may cause clients to cancel their agreements with us for our products or services. Any of these events could adversely affect our business, results of operation and financial condition. We have substantial operations and a significant number of employees in India and we are therefore subject to regulatory, economic and political uncertainties in India.
We could become subject to litigation regarding our or a third party’s intellectual property rights or other confidential or proprietary information, which could seriously harm our business and require us to incur significant costs. In recent years, there has been a high incidence of litigation in the U.S. involving patents and other intellectual property rights.
Also, privacy concerns, whether valid or not valid, may inhibit market adoption of our solutions, particularly in foreign countries. We could become subject to litigation regarding our or a third party’s intellectual property rights or other confidential or proprietary information, which could seriously harm our business and require us to incur significant costs.
Our international business is also subject to a variety of other risks, including: ● potential changes in a specific country’s or region’s political or economic climate, including the ongoing situation involving Ukraine and Russia, and the Israel-Hamas conflict; ● the need to comply with a variety of local regulations and laws, U.S. export controls, the FCPA and the Bribery Act; ● potential expropriation of assets by foreign governments; ● difficulty repatriating any international profits; ● fluctuations in foreign currency exchange rates; ● application of discriminatory fiscal policies; ● potential changes in tax laws and the interpretation of such laws; and ● potential difficulty enforcing third-party contractual obligations and intellectual property rights.
Our international business is also subject to a variety of other risks, including: ● potential changes in a specific country’s or region’s political or economic climate, including the ongoing situation involving Ukraine and Russia, and the conflict in the Middle-East; ● the need to comply with a variety of local regulations and laws, U.S. export controls, the U.S.
As a result of the changes in the global economy and the turmoil in global financial markets in recent years, the risk of additional government regulation has increased. In addition, the final outcome of negotiations between the U.K. and the E.U. relating to Brexit remains uncertain.
As a result of the changes in the global economy and the turmoil in global financial markets in recent years, the risk of additional government regulation has increased. Moreover, our healthcare business is subject to evolving and increasing federal and state regulation.
These lawsuits, regardless of their success, could be time-consuming and expensive to resolve, adversely affect our revenues, profitability and prospects, and divert management time and attention.
These claims and any resulting lawsuit, if successful, could subject us to significant liability for damages and our intellectual property rights being reduced, narrowed or held unenforceable or invalid. These lawsuits, 32 regardless of their success, could be time-consuming and expensive to resolve, adversely affect our revenues, profitability and prospects, and divert management time and attention.
We may also be required to obtain a license to such intellectual property rights, which may not be available on commercially reasonable terms or at all. Any of the foregoing could have a material adverse effect on our business, results of operation, and financial condition. We incorporate open source software into a limited number of our software products.
Any of the foregoing could have a material adverse effect on our business, results of operation, and financial condition. We use open source software in connection with a limited number of our software products.
Summary of Risk Factors The following is a summary of the material risks and uncertainties that could adversely affect our business, financial condition and results of operations. You should read this summary together with the more detailed description of each risk factor contained below.
You should read this summary together with the more detailed description of each risk factor contained below.
We monitor our use of open source software in an effort to avoid subjecting our products to unfavorable conditions or conditions we do not intend.
We monitor our use of open source software in an effort to avoid subjecting our products to unfavorable conditions or conditions that we do not intend, including the requirement to disclose our proprietary source code. However, such a use could inadvertently occur or could be claimed to have occurred, in part because open source license terms can be ambiguous.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeNotwithstanding the extensive approach we take to cybersecurity, we may not be successful in preventing or mitigating a cybersecurity incident that could have a material adverse effect on us.
Biggest changeIn 2024, we did not identify any cybersecurity threats that have materially affected or are reasonably likely to materially affect our business, operating results, cash flows or financial condition. Notwithstanding the extensive approach we take to cybersecurity, we may not be successful in preventing or mitigating a cybersecurity incident that could have a material adverse effect on us.
We have layered defenses designed to protect against intrusions that could affect the confidentiality, integrity and availability of information. 35 We prepare for security incidents by analyzing threat intelligence, holding periodic cybersecurity incident tabletop exercises, and reviewing lessons learned on a regular basis. Our incident management process is communicated to employees during periodic security awareness training.
We have layered defenses designed to protect against intrusions that could affect the confidentiality, integrity and availability of information. We prepare for security incidents by analyzing threat intelligence, holding periodic cybersecurity incident tabletop exercises, and reviewing lessons learned on a regular basis. Our incident management process is communicated to employees during periodic security awareness training.
Such cybersecurity incidents could lead to disruptions in our systems; the unauthorized release or destruction of our or our clients’ or other parties’ confidential or otherwise protected information; and corruption of data. We regularly re-evaluate, modify and enhance our information security processes as new technologies emerge or new risks are identified.
Such cybersecurity 36 incidents could lead to disruptions in our systems; the unauthorized release or destruction of our or our clients’ or other parties’ confidential or otherwise protected information; and corruption of data. We regularly re-evaluate, modify and enhance our information security processes as new technologies emerge or new risks are identified.
The ISMS is operated by our Global Information Security team headed by our Global Chief Information Security Officer (“CISO”). We maintain physical, electronic and procedural safeguards designed to guard confidential information contained within our information systems from loss, misuse, unauthorized access, disclosure, alteration or destruction.
The ISMS is operated by our Global Information Security team headed by our Global Chief Information Security Officer (“CISO”). We maintain physical, electronic and procedural safeguards designed to guard confidential and proprietary information contained within our information systems from loss, misuse, unauthorized access, disclosure, alteration or destruction.
ITEM 1C. CYBERSECURITY Our information security processes are designed to assess, identify and manage material risks from cybersecurity threats. In conducting our business activities, we are entrusted with confidential information from our clients, business partners and employees. Confidential information may include sensitive business and technical information, as well as personal information.
ITEM 1C. CYBERSECURITY Our information security processes are designed to assess, identify and manage material risks from cybersecurity threats. In conducting our business activities, we are entrusted with confidential information from our clients, business partners and employees. Confidential information may include sensitive business, proprietary and technical information, as well as personal information.
Cybersecurity team members provide regular reports to our CISO with respect to the prevention, detection, mitigation and remediation of cybersecurity incidents, and otherwise aid our CISO in operating the ISMS. Cybersecurity team members have relevant education, certifications, and industry experience.
Global Information Security team members provide regular reports to our CISO with respect to the prevention, detection, mitigation and remediation of cybersecurity incidents, and otherwise aid our CISO in operating the ISMS. Global Information Security team members have relevant education, certifications, and industry experience.
Information technology suppliers to SS&C that access, process or store personal information or other customer data are assessed and are also subject to periodic due diligence procedures. Cybersecurity risk is overseen by the board of directors, with additional oversight of the relevant risk framework and controls provided by the Audit Committee.
Information technology suppliers to SS&C that access, handle, transmit, process or store personal information or other customer data on our behalf are assessed and are also subject to periodic due diligence procedures. Cybersecurity risk is overseen by the board of directors, with additional oversight of the relevant risk framework and controls provided by the Audit Committee.
See “Risk factors - Risks Relating to Our Business - Our software-enabled services may be subject to disruptions, attacks or failures that could adversely affect our reputation and our business.” for more information about these risks.
See “Risk factors - Risks Relating to Our Business - We face risks from cyber-attacks, breaches of digital security, IT system failures and network disruptions that could adversely affect our reputation and our business.” for more information about these risks.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. P ROPERTIES We lease our corporate offices at 80 Lamberton Road, Windsor, CT 06095. We utilize offices in 113 other locations in North America, South America, Europe, Asia, Australia and Africa. We lease approximately 63% of our office space as compared to owning 37% of our office space.
Biggest changeITEM 2. P ROPERTIES We lease our corporate offices at 80 Lamberton Road, Windsor, CT 06095. We utilize offices in 109 other locations in North America, South America, Europe, Asia, Australia and Africa. We lease approximately 65% of our office space as compared to owning 35% of our office space.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeIn the opinion of our management, we are not involved in any litigation or proceedings that would have a material adverse effect on us or our business. 36 ITEM 4. MINE SAF ETY DISCLOSURES Not applicable. PAR T II
Biggest changeIn the opinion of our management, we are not involved in any litigation or proceedings that would have a material adverse effect on us or our business. ITEM 4. MINE SAF ETY DISCLOSURES Not applicable. PAR T II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeIssuer Purchases of Equity Securities The following is a summary of the repurchases of our common stock in the fourth quarter of 2023 (in millions, except average price per share): Period (1) (a) Total Number of Shares Purchased (2) (b) Average Price Paid per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (3) (d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under Plans or Programs (3) October 1, 2023 – October 31, 2023 — $ — — $ 902.2 November 1, 2023 – November 30, 2023 1.8 $ 53.86 1.8 $ 806.9 December 1, 2023 – December 31, 2023 0.6 $ 55.62 0.6 $ 772.5 Total 2.4 2.4 (1) Information is based on trade dates of repurchase transactions.
Biggest changeIssuer Purchases of Equity Securities The following is a summary of the repurchases of our common stock in the fourth quarter of 2024 (in millions, except average price per share): Period (1) (a) Total Number of Shares Purchased (2) (b) Average Price Paid per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (3) (d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under Plans or Programs (3) October 1, 2024 – October 31, 2024 0.5 $ 70.81 0.5 $ 876.2 November 1, 2024 – November 30, 2024 3.1 $ 74.63 3.1 $ 646.4 December 1, 2024 – December 31, 2024 1.3 $ 76.18 1.3 $ 545.0 Total 4.9 4.9 (1) Information is based on trade dates of repurchase transactions.
(2) Represents shares repurchased in open market transactions pursuant to the Common Stock Repurchase Program. (3) Share repurchases were made pursuant to our Common Stock Repurchase Program authorized by our Board of Directors in July 2023.
(2) Represents shares repurchased in open market transactions pursuant to the Common Stock Repurchase Program. (3) Share repurchases were made pursuant to our Common Stock Repurchase Program authorized by our Board of Directors in July 2024.
COMPARISON OF CUMULATIVE TOTAL RETURN* Among SS&C Technologies Holdings, Inc., the Nasdaq Composite Index and the Nasdaq Technology Dividend TR Index * $100 invested in stock on December 31, 2018.
COMPARISON OF CUMULATIVE TOTAL RETURN* Among SS&C Technologies Holdings, Inc., the Nasdaq Composite Index and the Nasdaq Technology Dividend TR Index * $100 invested in stock on December 31, 2019.
The following graph shows a comparison from December 31, 2018 through December 31, 2023 of cumulative total return for our common stock, the Nasdaq Composite Index and the Nasdaq Technology Dividend TR Index. Such returns are based on historical results and are not intended to suggest future performance.
The following graph shows a comparison from December 31, 2019 through December 31, 2024 of cumulative total return for our common stock, the Nasdaq Composite Index and the Nasdaq Technology Dividend TR Index. Such returns are based on historical results and are not intended to suggest future performance.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STO CKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on The Nasdaq Global Select Market under the symbol “SSNC”. As of January 29, 2024, we had approximately 208,000 beneficial shareholders of our common stock.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STO CKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on The Nasdaq Global Select Market under the symbol “SSNC”. As of January 17, 2025, we had approximately 269,000 beneficial shareholders of our common stock.
Return calculations of indices assume the reinvestment of dividends. 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 SS&C Technologies Holdings, Inc. 100 137 164 186 120 143 Nasdaq Composite - Total Returns 100 137 198 242 163 236 Nasdaq Technology Dividend TR Index 100 134 159 207 162 223 38 ITE M 6. [Reserved]
Return calculations of indices assume the reinvestment of dividends. 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 SS&C Technologies Holdings, Inc. 100 120 136 87 104 131 Nasdaq Composite - Total Returns 100 145 177 119 173 224 Nasdaq Technology Dividend TR Index 100 118 154 120 166 208 ITE M 6. [Reserved]

Item 7. Management's Discussion & Analysis

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

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Biggest changeThe indenture governing the Senior Notes contains a number of covenants that restrict, subject to certain thresholds and exceptions, our ability and the ability of our domestic restricted subsidiaries to incur debt or liens, make certain investments, pay dividends, dispose of certain assets, or enter into transactions with its affiliates.
Biggest changeOn and after June 1, 2027, we may, at our option, redeem some or all of the 6.5% Senior Notes, in whole or in part, at the redemption prices set forth in the following table, expressed as a percentage of the principal amount, plus accrued and unpaid interest to the redemption date: Year Price On or after June 1, 2027 103.250 % On or after June 1, 2028 101.625 % June 1, 2029 and thereafter 100.000 % We may also, from time to time in our sole discretion, purchase, redeem, or retire any outstanding 5.5% Senior Notes and 6.5% Senior Notes, through tender offers, in privately negotiated or open market transactions, or otherwise. 47 The indentures governing the 5.5% Senior Notes and 6.5% Senior Notes contain a number of covenants that restrict, subject to certain thresholds and exceptions, our ability and the ability of our domestic restricted subsidiaries to incur debt or liens, make certain investments, pay dividends, dispose of certain assets, or enter into transactions with its affiliates.
Our partnership interests in private equity funds, marketable equity securities and seed capital investments, other than those accounted for under the equity method of accounting or those that result in consolidation of the investee, are recorded at fair value, with changes in the fair value recognized in other income (expense), net on our Consolidated Statements of Comprehensive Income.
Our partnership interests in private equity funds, marketable equity securities and seed capital investments, other than those accounted for under the equity method of accounting or those that result in consolidation of the investee, are recorded at fair value, with changes in the fair value recognized in other income, net on our Consolidated Statements of Comprehensive Income.
We believe that our high level of these contractually recurring revenues provides us with the ability to better manage our costs and capital investments. To support the growth in our software-enabled services revenues and maintain our level of customer service, we have added personnel, expanded our facilities and invested in IT. Liquidity.
We believe that our high degree of these contractually recurring revenues provides us with the ability to better manage our costs and capital investments. To support the growth in our software-enabled services revenues and maintain our level of customer service, we have added personnel, expanded our facilities and invested in IT. Liquidity.
Our portfolio of software products and rapidly deployable software-enabled services allows our clients to automate and integrate front-office functions such as trading and modeling, middle-office functions such as portfolio management and reporting, and back-office functions such as accounting, transfer agency, compliance, regulatory services, performance measurement, reconciliation, reporting, processing and clearing.
Our portfolio of software products and rapidly deployable software-enabled 38 services allows our clients to automate and integrate front-office functions such as trading and modeling, middle-office functions such as portfolio management and reporting, and back-office functions such as accounting, transfer agency, compliance, regulatory services, performance measurement, reconciliation, reporting, processing and clearing.
Maintenance and services primarily consist of fees for maintenance services (including support and unspecified upgrades and 51 enhancements when and if they are available) and, in some cases, professional services which focus on both deployment and training our customers to fully leverage the use of our products.
Maintenance and services primarily consist of fees for maintenance services (including support and unspecified upgrades and enhancements when and if they are available) and, in some cases, professional services which focus on both deployment and training our customers to fully leverage the use of our products.
Our effective tax rate for 2023 includes increases in uncertain tax positions and benefits related to stock-based awards. Our effective tax rate for 2022 included increases in valuation allowances on deferred tax assets, benefits related to stock-based awards and releases of uncertain tax positions due to statute of limitation expirations.
Our effective tax rate for 2023 included increases in uncertain tax positions and benefits related to stock-based awards. Our effective tax rate for 2022 included increases in valuation allowances on deferred tax assets, benefits related to stock-based awards and releases of uncertain tax positions due to statute of limitation expirations.
Senior Secured Credit Facilities On April 16, 2018, in connection with our acquisition of DST, we entered into an amended and restated credit agreement with SS&C Technologies, Inc.
Senior Secured Credit Facilities and Senior Notes On April 16, 2018, in connection with our acquisition of DST, we entered into an amended and restated credit agreement with SS&C Technologies, Inc.
Consolidated net secured funded indebtedness 49 is comprised of indebtedness for borrowed money, letters of credit, deferred purchase price obligations and capital lease obligations, all of which is secured by liens on our property.
Consolidated net secured funded indebtedness is comprised of indebtedness for borrowed money, letters of credit, deferred purchase price obligations and capital lease obligations, all of which is secured by liens on our property.
Our revenues also increased due to acquisitions, which contributed $75.8 million in revenues as well as the favorable impact from foreign currency translation of $0.8 million.
Our revenues also increased due to acquisitions, which contributed $75.8 million in 40 revenues as well as the favorable impact from foreign currency translation of $0.8 million.
As of December 31, 2023 and 2022, we have two reporting units, one is our health business and the other includes the rest of our operations. To the extent that we do not achieve our revenue or operating cash flow plans or other measures of fair value decline, including external valuation assumptions, our current goodwill carrying value could be impaired.
As of December 31, 2024 and 2023, we have two reporting units, one is our health business and the other includes the rest of our operations. To the extent that we do not achieve our revenue or operating cash flow plans or other measures of fair value decline, including external valuation assumptions, our current goodwill carrying value could be impaired.
Revenues. As we have expanded our business, we have focused on increasing our software-enabled services. Since 2021, we have seen increased demand in the financial services industry for these services from existing and new customers. We have taken a number of steps to support that demand, such as automating our software-enabled services delivery methods and expanding our service offerings.
Revenues. As we have expanded our business, we have focused on increasing our software-enabled services. Since 2022, we have seen increased demand in the financial services industry for these services from existing and new customers. We have taken a number of steps to support that demand, such as automating our software-enabled services delivery methods and expanding our service offerings.
Our impairment analysis indicated that the fair values of our reporting units significantly exceeded their carrying values at December 31, 2023. We assess the impairment of identifiable intangibles and goodwill whenever events or changes in circumstances indicate that the carrying value may not be recoverable.
Our impairment analysis indicated that the fair values of our reporting units significantly exceeded their carrying values at December 31, 2024. We assess the impairment of identifiable intangibles and goodwill whenever events or changes in circumstances indicate that the carrying value may not be recoverable.
The decrease in cash was primarily due to the decrease in cash and cash equivalents associated with funds held on behalf of clients. See Notes 8, 10 and 11 to our Consolidated Financial Statements for further discussion of acquisitions, debt and equity, respectively.
The increase in cash was primarily due to the increase in cash and cash equivalents associated with funds held on behalf of clients. See Notes 8, 10 and 11 to our Consolidated Financial Statements for further discussion of acquisitions, debt and equity, respectively.
Software-enabled services revenues also fluctuate as a result of reimbursements received for “out-of-pocket” expenses, such as postage and telecommunications charges, which are recorded as revenues. Total out-of-pocket revenue was $93.6 million, $92.0 million and $96.2 million for the years ended December 31, 2023, 2022 and 2021, respectively.
Software-enabled services revenues also fluctuate as a result of reimbursements received for “out-of-pocket” expenses, such as postage and telecommunications charges, which are recorded as revenues. Total out-of-pocket revenue was $93.2 million, $93.6 million and $92.0 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Covenant Compliance Under the Revolving Credit Facility portion of the Credit Agreement, we are required to satisfy and maintain a specified financial ratio at the end of each fiscal quarter if the sum of (i) outstanding amount of all loans under the Revolving Credit Facility and (ii) all non-cash collateralized letters of credit issued under the Revolving Credit Facility in excess of $20 million is equal to or greater than 30% of the total commitments under the Revolving Credit Facility.
Covenant Compliance Under the Revolving Credit Facility portion of the amended senior secured credit facility, we are required to satisfy and maintain a specified financial ratio at the end of each fiscal quarter if the sum of (i) outstanding amount of all loans under the Revolving Credit Facility and (ii) all non-cash collateralized letters of credit issued under the Revolving Credit Facility in excess of $20 million is equal to or greater than 30% of the total commitments under the Revolving Credit Facility.
While actual results during the years ended December 31, 2023, 2022 and 2021 were consistent with our estimated cash flows and we did not incur 50 any impairment charges during those years, different estimates and assumptions in valuing acquired assets could yield materially different results.
While actual results during the years ended December 31, 2024, 2023 and 2022 were consistent with our estimated cash flows and we did not incur any impairment charges during those years, different estimates and assumptions in valuing acquired assets could yield materially different results.
Consolidated EBITDA has other limitations as an analytical tool, when compared to the use of net income, which is the most directly comparable GAAP financial measure, including: • Consolidated EBITDA does not reflect the significant interest expense we incur as a result of our debt leverage; • Consolidated EBITDA does not reflect the provision (benefit) of income tax expense in our various jurisdictions; • Consolidated EBITDA does not reflect any attribution of costs to our operations related to our investments and capital expenditures through depreciation and amortization charges; • Consolidated EBITDA does not reflect the cost of compensation we provide to our employees in the form of stock-based awards; • Consolidated EBITDA does not reflect the equity in earnings of unconsolidated affiliates; and • Consolidated EBITDA excludes expenses and income that are permitted to be excluded per the terms of our Credit Agreement, but which others may believe are normal expenses for the operation of a business. 48 The following is a reconciliation of net income to Consolidated EBITDA attributable to SS&C common stockholders, as defined in our Credit Agreement.
Consolidated EBITDA has other limitations as an analytical tool, when compared to the use of net income, which is the most directly comparable GAAP financial measure, including: • Consolidated EBITDA does not reflect the significant interest expense we incur as a result of our debt leverage; • Consolidated EBITDA does not reflect the provision (benefit) of income tax expense in our various jurisdictions; • Consolidated EBITDA does not reflect any attribution of costs to our operations related to our investments and capital expenditures through depreciation and amortization charges; • Consolidated EBITDA does not reflect the cost of compensation we provide to our employees in the form of stock-based awards; • Consolidated EBITDA does not reflect the equity in earnings of unconsolidated affiliates; and • Consolidated EBITDA excludes expenses and income that are permitted to be excluded per the terms of our Credit Agreement, but which others may believe are normal expenses for the operation of a business.
Operating expenses increased $70.5 million, or 5.1%, primarily due to acquisitions, which added $42.7 million in expenses, and an increase in organic operating expenses of $32.0 million. These increases were partially offset by the favorable impact from foreign currency translation of $4.2 million.
Fiscal 2023 versus 2022 . Operating expenses increased $70.5 million, or 5.1%, primarily due to acquisitions, which added $42.7 million in expenses, and an increase in organic operating expenses of $32.0 million. These increases were partially offset by the favorable impact from foreign currency translation of $4.2 million.
The Credit Agreement includes negative covenants that, among other things and subject to certain thresholds and exceptions, limit our ability and the ability of its restricted subsidiaries to incur debt or liens, make investments (including in the form of loans and acquisitions), merge, liquidate or dissolve, sell property and assets, including capital stock of its subsidiaries, pay dividends on its capital stock or redeem, repurchase or retire its capital stock, alter the business we conduct, amend, prepay, redeem or purchase subordinated debt, or engage in transactions with its affiliates.
The amended senior secured credit facility includes negative covenants that, among other things and subject to certain thresholds and exceptions, limit our ability and the ability of our restricted subsidiaries to incur debt or liens, make investments (including in the form of loans and acquisitions), merge, liquidate or dissolve, sell property and assets, including capital stock of our subsidiaries, pay dividends on our capital stock or redeem, repurchase or retire our capital stock, alter the business we conduct, amend, prepay, redeem or purchase subordinated debt, or engage in transactions with our affiliates.
(5) Consolidated EBITDA attributable to noncontrolling interest represents Consolidated EBITDA based on the ownership interest retained by the noncontrolling parties of DomaniRx, our consolidated variable interest entity.
(6) Consolidated EBITDA attributable to noncontrolling interest represents Consolidated EBITDA based on the ownership interest retained by the noncontrolling parties of DomaniRx, our consolidated variable interest entity.
Consolidated EBITDA does not represent net income or cash flow from operations as those terms are defined by generally accepted accounting principles, or GAAP, and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. Further, the Credit Agreement requires that Consolidated EBITDA be calculated for the most recent four fiscal quarters.
Consolidated EBITDA does not represent net income or cash flow from operations as those terms are defined by generally accepted accounting principles, or GAAP, and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. Further, the amended senior secured credit facility requires that Consolidated EBITDA be calculated for the most recent four fiscal quarters.
Our results of operations below include the results of our recent acquisitions from the date which they were acquired, including Capita in March 2021, Blue Prism and Hubwise in March 2022, MineralWare in May 2022, O'Shares in June 2022, Tier1 in August 2022, CFO in December 2022 and the Iress Managed Funds Administration Business in October 2023.
Our results of operations below include the results of our recent acquisitions from the date which they were acquired, including Blue Prism and Hubwise in March 2022, MineralWare in May 2022, O’Shares in June 2022, Tier1 in August 2022, CFO in December 2022, the Iress Managed Funds Administration Business in October 2023 and Battea in September 2024.
Our contractual obligations to remit funds to satisfy client obligations are primarily sourced by funds held on behalf of clients. We had $2,615.6 million and $966.3 million of client funds obligations at December 31, 2023 and 2022, respectively.
Our contractual obligations to remit funds to satisfy client obligations are primarily sourced by funds held on behalf of clients. We had $3,162.2 million and $2,615.6 million of client funds obligations at December 31, 2024 and 2023, respectively.
The following table lists the significant businesses we have acquired since January 1, 2021: Acquired Business Acquisition Date Acquired Capabilities, Products and Services Iress Managed Funds Administration Business October 2023 Provided software and services for trading and market data, financial advice, investment management, mortgages, superannuation, life and pensions and data intelligence Tier1 August 2022 Extended SS&C's customer relationship management offerings O'Shares ETF June 2022 Expanded the offerings of SS&C ALPS Advisors, SS&C's wholly-owned asset manager Minerals Management, LLC May 2022 Extended SS&C's offerings into the energy market while helping clients streamline operations across all asset classes and type Hubwise Holdings Limited March 2022 Enhanced SS&C's capacity to help customers create highly automated and efficient multi-asset, multi-currency and multi-wrapper strategies Blue Prism Group Plc March 2022 Added deep expertise in intelligent automation and robotic process automation The discussion in this Part II, Item 7 of this Annual Report on Form 10-K includes the operations of the businesses listed in the table above for the respective time periods each was owned by SS&C.
The following table lists the significant businesses we have acquired since January 1, 2022: Acquired Business Acquisition Date Acquired Capabilities, Products and Services Battea-Class Action Services, LLC September 2024 Added expertise in in all stages of filing and processing settlement claims in connection with antitrust, securities litigation and settlement recovery services Iress Managed Funds Administration Business October 2023 Provided software and services for trading and market data, financial advice, investment management, mortgages, superannuation, life and pensions and data intelligence Tier1 August 2022 Extended SS&C's customer relationship management offerings O'Shares ETF June 2022 Expanded the offerings of SS&C ALPS Advisors, SS&C's wholly-owned asset manager Minerals Management, LLC May 2022 Extended SS&C's offerings into the energy market while helping clients streamline operations across all asset classes and type Hubwise Holdings Limited March 2022 Enhanced SS&C's capacity to help customers create highly automated and efficient multi-asset, multi-currency and multi-wrapper strategies Blue Prism Group Plc March 2022 Added deep expertise in intelligent automation and robotic process automation The discussion in this Part II, Item 7 of this Annual Report on Form 10-K includes the operations of the businesses listed in the table above for the respective time periods each was owned by SS&C.
While we have income from multiple foreign sources, the majority of our non-U.S. operations are in the United Kingdom and India, where the statutory rates were 23.5% and approximately 33.0%, respectively, in 2023, 19.0% and approximately 29.0%, respectively, in 2022, and 19.0% and approximately 31.0%, respectively, in 2021.
While we have income from multiple foreign sources, the majority of our non-U.S. operations are in the United Kingdom and India, where the statutory rates were 25.0% and approximately 25.4%, respectively, in 2024, 23.5% and approximately 33.0%, respectively, in 2023, and 19.0% and approximately 29.0%, respectively, in 2022.
The Credit Agreement also contains customary representations and warranties, affirmative covenants and events of default, subject to customary thresholds and exceptions. In addition, the Credit Agreement contains a financial covenant for the benefit of the Revolving Credit Facility requiring us to maintain a minimum consolidated net secured leverage ratio.
The amended senior secured credit facility also contains customary representations and warranties, affirmative covenants and events of default, subject to customary thresholds and exceptions. In addition, the amended senior secured credit facility contains a financial covenant for the benefit of the Revolving Credit Facility requiring us to maintain a maximum consolidated net secured leverage ratio.
In addition, under the Credit Agreement, certain defaults under agreements governing other material indebtedness could result in an event of default under the Credit Agreement, in which case the lenders could elect to accelerate payments under the Credit Agreement and terminate any commitments they have to provide future borrowings.
In addition, under the amended senior secured credit facility, certain defaults under agreements governing other material indebtedness could result in an event of default under the amended senior secured credit facility, in which case the lenders could elect to accelerate payments under the amended senior secured credit facility and terminate any commitments they have to provide future borrowings.
The increase was partially offset by a decrease in organic revenues of $44.7 million and the unfavorable impact from foreign currency translation of 40 $1.8 million. The decrease in organic revenues was due to decreased license revenues for institutional and investment management products. Fiscal 2022 versus Fiscal 2021 .
The increase was partially offset by a decrease in organic revenues of $44.7 million and the unfavorable impact from foreign currency translation of $1.8 million. The decrease in organic revenues was due to decreased license revenues for institutional and investment management products.
The following tables set forth each of the following cost of revenues as a percentage of their respective revenue source for the periods indicated: Year Ended December 31, 2023 2022 2021 Cost of software-enabled services 55.1 % 56.5 % 54.7 % Cost of license, maintenance and related 37.4 % 35.0 % 39.7 % Total cost of revenues 51.8 % 52.4 % 52.3 % Gross margin percentage 48.2 % 47.6 % 47.7 % The following table sets forth cost of revenues (dollars in millions) and percent change in cost of revenues for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2023 2022 2021 2023 2022 Cost of software-enabled services $ 2,472.0 $ 2,414.8 $ 2,326.0 2.4 % 3.8 % Cost of license, maintenance and related 379.0 352.9 315.7 7.4 % 11.8 % Total cost of revenues $ 2,851.0 $ 2,767.7 $ 2,641.7 3.0 % 4.8 % Fiscal 2023 versus Fiscal 2022 .
The following tables set forth each of the following cost of revenues as a percentage of their respective revenue source for the periods indicated: Year Ended December 31, 2024 2023 2022 Cost of software-enabled services 54.1 % 55.1 % 56.5 % Cost of license, maintenance and related 38.4 % 37.4 % 35.0 % Total cost of revenues 51.3 % 51.8 % 52.4 % Gross margin percentage 48.7 % 48.2 % 47.6 % The following table sets forth cost of revenues (dollars in millions) and percent change in cost of revenues for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2024 2023 2022 2024 2023 Cost of software-enabled services $ 2,618.8 $ 2,472.0 $ 2,414.8 5.9 % 2.4 % Cost of license, maintenance and related 399.6 379.0 352.9 5.4 % 7.4 % Total cost of revenues $ 3,018.4 $ 2,851.0 $ 2,767.7 5.9 % 3.0 % Fiscal 2024 versus Fiscal 2023 .
We believe that the inclusion of supplementary adjustments to EBITDA applied in presenting Consolidated EBITDA is appropriate to provide additional information to investors to demonstrate compliance with the specified financial ratio and other financial condition tests contained in the Credit Agreement.
We believe that the inclusion of supplementary adjustments to EBITDA applied in presenting Consolidated EBITDA is appropriate to provide additional information to investors to demonstrate compliance with the specified financial ratio and other financial condition tests contained in the amended senior secured credit facility.
As of December 31, 2023, our defined benefit pension plan projected obligation was $15.3 million and we are unable to reasonably estimate the timing of such obligation due to uncertainties in the timing of payments. As a result, these amounts are not included in the above contractual obligations table.
As of December 31, 2024, our defined benefit pension plan projected obligation was $12.4 million and we are unable to reasonably estimate the timing of such obligation due to uncertainties in the timing of payments. As a result, these amounts are not included in the above contractual obligations table.
Senior Notes On March 28, 2019, we issued $2.0 billion aggregate principal amount of 5.5% Senior Notes due 2027 (“Senior Notes”), the proceeds of which were used to repay a portion of the outstanding Term B-3 Loan under our existing senior secured credit facilities.
On March 28, 2019, we issued $2.0 billion aggregate principal amount of 5.5% Senior Notes due 2027 (“5.5% Senior Notes”), the proceeds of which were used to repay a portion of the outstanding Term B-3 Loan under our Credit Agreement.
Consolidated EBITDA is defined as earnings before interest, taxes, depreciation and amortization (“EBITDA”), further adjusted to exclude unusual items and other adjustments permitted in calculating covenant compliance under the Credit Agreement.
Consolidated EBITDA is defined as earnings before interest, taxes, depreciation and amortization (“EBITDA”), further adjusted to exclude unusual items and other adjustments permitted in calculating covenant compliance under the amended senior secured credit facility.
The following table sets forth the provision for income taxes (dollars in millions) and effective tax rates for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2023 2022 2021 2023 2022 Provision for income taxes $ 249.1 $ 227.1 $ 236.4 9.7 % (3.9 )% Effective tax rate 29.0 % 25.9 % 22.8 % Our 2023, 2022 and 2021 effective tax rates differ from the statutory rate primarily due to the effect of our foreign operations and permanent book to tax differences.
The following table sets forth the provision for income taxes (dollars in millions) and effective tax rates for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2024 2023 2022 2024 2023 Provision for income taxes $ 132.0 $ 249.1 $ 227.1 (47.0 )% 9.7 % Effective tax rate 14.8 % 29.0 % 25.9 % Our 2024, 2023 and 2022 effective tax rates differ from the statutory rate primarily due to the effect of our foreign operations and permanent book to tax differences.
Each of these estimates requires significant judgment on the part of our management. In addition, we evaluate the need to provide additional tax provisions for adjustments proposed by taxing authorities. 52 As of December 31, 2023, we had $134.5 million in liabilities associated with unrecognized tax benefits.
Each of these estimates requires significant judgment on the part of our management. In addition, we evaluate the need to provide additional tax provisions for adjustments proposed by taxing authorities. As of December 31, 2024, we had $110.0 million in liabilities associated with unrecognized tax benefits.
Upon the occurrence of any event of default under the Credit Agreement, the lenders could elect to declare all amounts outstanding under the Credit Agreement to be immediately due and payable and terminate all commitments to extend further credit.
Upon the occurrence of any event of default under the amended senior secured credit facility, the lenders could elect to declare all amounts outstanding under the amended senior secured credit facility to be immediately due and payable and terminate all commitments to extend further credit.
Year Ended December 31, (in millions) 2023 2022 2021 Net income $ 608.6 $ 649.0 $ 800.6 Interest expense, net 469.8 307.9 201.6 Provision for income taxes 249.1 227.1 236.4 Depreciation and amortization 670.4 671.6 667.4 EBITDA 1,997.9 1,855.6 1,906.0 Stock-based compensation 159.4 124.8 114.0 Acquired EBITDA and cost savings (1) — 4.2 1.3 Loss on extinguishment of debt 2.1 5.5 10.9 Equity in earnings of unconsolidated affiliates, net (100.0 ) (25.8 ) (25.4 ) Purchase accounting adjustments (2) 9.3 9.4 6.3 ASC 606 adoption impact (3.1 ) (1.9 ) 1.0 Foreign currency translation (gains) losses (0.2 ) 11.2 8.1 Investment gains (19.0 ) (38.7 ) (30.1 ) Facilities and workforce restructuring 56.8 32.3 30.0 Acquisition related (3) (0.1 ) 41.5 45.0 Other (4) 7.5 (6.7 ) 1.0 Consolidated EBITDA $ 2,110.6 $ 2,011.4 $ 2,068.1 Consolidated EBITDA attributable to noncontrolling interest (5) (2.9 ) (1.1 ) (2.0 ) Consolidated EBITDA attributable to SS&C common stockholders $ 2,107.7 $ 2,010.3 $ 2,066.1 (1) Acquired EBITDA reflects the EBITDA impact of significant businesses that were acquired during the period as if the acquisition occurred at the beginning of the period, as well as cost savings enacted in connection with acquisitions.
Year Ended December 31, (in millions) 2024 2023 2022 Net income $ 761.7 $ 608.6 $ 649.0 Interest expense, net 451.9 469.8 307.9 Provision for income taxes 132.0 249.1 227.1 Depreciation and amortization 680.1 670.4 671.6 EBITDA 2,025.7 1,997.9 1,855.6 Stock-based compensation 203.3 159.4 124.8 Acquired EBITDA and cost savings (1) 19.4 — 4.2 Loss on extinguishment of debt 31.2 2.1 5.5 Equity in earnings of unconsolidated affiliates, net (24.4 ) (100.0 ) (25.8 ) Purchase accounting adjustments (2) 6.8 9.3 9.4 ASC 606 adoption impact (1.9 ) (3.1 ) (1.9 ) Foreign currency translation losses (gains) 8.2 (0.2 ) 11.2 Investment gains (3) (19.6 ) (19.0 ) (38.7 ) Facilities and workforce restructuring 41.4 56.8 32.3 Acquisition related (4) 3.3 (0.1 ) 41.5 Other (5) 11.1 7.5 (6.7 ) Consolidated EBITDA $ 2,304.5 $ 2,110.6 $ 2,011.4 Consolidated EBITDA attributable to noncontrolling interest (6) (4.1 ) (2.9 ) (1.1 ) Consolidated EBITDA attributable to SS&C common stockholders $ 2,300.4 $ 2,107.7 $ 2,010.3 (1) Acquired EBITDA reflects the EBITDA impact of significant businesses that were acquired during the period as if the acquisition occurred at the beginning of the period, as well as cost savings enacted in connection with acquisitions.
At December 31, 2023, we held approximately $217.6 million in cash and cash equivalents at non-U.S. subsidiaries where we have made such a determination and in turn no provision for income taxes had been made.
At December 31, 2024, we held approximately $257.7 million in cash and cash equivalents at non-U.S. subsidiaries where we have made such a determination and in turn no provision for income taxes had been made.
Any default and subsequent acceleration of payments under the Credit Agreement would have a material adverse effect on our results of operations, financial position and cash flows.
Any default and subsequent acceleration of payments under the amended senior secured credit facility would have a material adverse effect on our results of operations, financial position and cash flows.
Our ability to meet this financial ratio can be affected by events beyond our control, and we cannot assure you that we will meet this ratio. Any breach of this covenant could result in an event of default under the Credit Agreement.
Our ability to meet either financial ratio can be affected by events beyond our control, and we cannot assure you that we will meet either ratio. Any breach of either financial covenant could result in an event of default under the amended senior secured credit facility.
The following table sets forth the percentage of our total revenues represented by each of the following sources of revenues for the periods indicated: Year Ended December 31, 2023 2022 2021 Software-enabled services 81.6 % 80.9 % 84.3 % License, maintenance and related 18.4 % 19.1 % 15.7 % Total revenues 100.0 % 100.0 % 100.0 % The following table sets forth revenues (dollars in millions) and percent change in revenues for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2023 2022 2021 2023 2022 Software-enabled services $ 4,488.3 $ 4,273.9 $ 4,256.1 5.0 % 0.4 % License, maintenance and related 1,014.5 1,009.1 794.9 0.5 % 26.9 % Total revenues $ 5,502.8 $ 5,283.0 $ 5,051.0 4.2 % 4.6 % Fiscal 2023 versus Fiscal 2022 .
The following table sets forth the percentage of our total revenues represented by each of the following sources of revenues for the periods indicated: Year Ended December 31, 2024 2023 2022 Software-enabled services 82.3 % 81.6 % 80.9 % License, maintenance and related 17.7 % 18.4 % 19.1 % Total revenues 100.0 % 100.0 % 100.0 % The following table sets forth revenues (dollars in millions) and percent change in revenues for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2024 2023 2022 2024 2023 Software-enabled services $ 4,840.3 $ 4,488.3 $ 4,273.9 7.8 % 5.0 % License, maintenance and related 1,041.7 1,014.5 1,009.1 2.7 % 0.5 % Total revenues $ 5,882.0 $ 5,502.8 $ 5,283.0 6.9 % 4.2 % Fiscal 2024 versus Fiscal 2023 .
The following table sets forth operating expenses as a percentage of our total revenues for the periods indicated: Year Ended December 31, 2023 2022 2021 Selling and marketing 10.0 % 9.5 % 7.8 % Research and development 8.6 % 8.5 % 8.2 % General and administrative 7.6 % 8.0 % 7.1 % Total operating expenses 26.2 % 26.0 % 23.1 % The following table sets forth operating expenses (dollars in millions) and percent change in operating expenses for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2023 2022 2021 2023 2022 Selling and marketing $ 550.9 $ 500.1 $ 394.1 10.2 % 26.9 % Research and development 473.8 447.3 414.9 5.9 % 7.8 % General and administrative 418.2 425.0 358.0 (1.6 )% 18.7 % Total operating expenses $ 1,442.9 $ 1,372.4 $ 1,167.0 5.1 % 17.6 % Fiscal 2023 versus 2022 .
The following table sets forth operating expenses as a percentage of our total revenues for the periods indicated: Year Ended December 31, 2024 2023 2022 Selling and marketing 9.9 % 10.0 % 9.5 % Research and development 8.8 % 8.6 % 8.5 % General and administrative 7.1 % 7.6 % 8.0 % Total operating expenses 25.8 % 26.2 % 26.0 % The following table sets forth operating expenses (dollars in millions) and percent change in operating expenses for the periods indicated: Year Ended December 31, Percent Change From Prior Period 2024 2023 2022 2024 2023 Selling and marketing $ 584.2 $ 550.9 $ 500.1 6.0 % 10.2 % Research and development 517.7 473.8 447.3 9.3 % 5.9 % General and administrative 418.2 418.2 425.0 0.0 % (1.6 )% Total operating expenses $ 1,520.1 $ 1,442.9 $ 1,372.4 5.4 % 5.1 % Fiscal 2024 versus 2023 .
Any event of default under the Credit Agreement that leads to an acceleration of those amounts due also results in a default under the indenture governing the Senior Notes.
Any event of default under the amended senior secured credit facility that leads to an acceleration of those amounts due also results in a default under the indenture governing each of the Senior Notes.
We expect our cash on hand, cash flows from operations, and cash available under our Credit Agreement to provide sufficient liquidity to fund our current obligations, projected working capital requirements and capital spending for at least the next twelve months.
We expect our cash on hand, cash flows from operations, and cash available under our Credit Agreement to provide sufficient liquidity to fund our cash requirements for at least the next twelve months.
Our covenant requirement for net senior secured leverage ratio and the actual ratio for the year ended December 31, 2023 are as follows: Covenant Requirement Actual Ratio Maximum consolidated net secured leverage to Consolidated EBITDA ratio (1) 6.25x 2.10x (1) Calculated as the ratio of consolidated net secured funded indebtedness, net of cash and cash equivalents, excluding $100.2 million of cash and cash equivalents held at DomaniRx, to Consolidated EBITDA, as defined by the Credit Agreement, for the period of four consecutive fiscal quarters ended on the measurement date.
Our covenant requirement for consolidated net secured leverage ratio for the benefit of the Revolving Credit Facility and the actual ratio as of December 31, 2024 are as follows: Covenant Requirement Actual Ratio Maximum consolidated net secured leverage to Consolidated EBITDA ratio (1) 6.25x 1.69x (1) Calculated as the ratio of consolidated net secured funded indebtedness, net of cash and cash equivalents, excluding $155.2 million of cash and cash equivalents held at DomaniRx, to Consolidated EBITDA, as defined by the amended senior secured credit facility, for the period of four consecutive fiscal quarters ended on the measurement date.
Cost of license, maintenance and related revenues increased $26.1 million, or 7.4%, primarily due to acquisitions, which added $17.5 million in costs, an increase in organic costs of $7.7 million and the unfavorable impact from foreign currency translation of $0.9 million. Fiscal 2022 versus Fiscal 2021 .
Cost of license, maintenance and related revenues increased $20.6 million, or 5.4%, primarily due to an increase of $19.1 million in organic costs, the unfavorable impact from foreign currency translation of $1.4 million and acquisitions, which added $0.1 million in costs. Fiscal 2023 versus Fiscal 2022 .
We have also acquired businesses that offer software-enabled services or have a large base of term license or maintenance clients. In particular, the acquisition of Blue Prism increased our term license and maintenance revenues. Our software-enabled services revenues increased from $4,256.1 million in 2021 to $4,488.3 million in 2023.
We have also acquired businesses that offer software-enabled services or have a large base of term license or maintenance clients. In particular, the acquisition of Blue Prism increased our term license and maintenance revenues. Our software-enabled services revenues increased from $4,273.9 million in 2022 to $4,840.3 million in 2024.
Total operating expenses, excluding the impact of acquisitions and foreign currency translation, primarily increased due to shifting resources to support organic growth and an increase in stock-based compensation expense. Fiscal 2022 versus 2021 .
Total operating expenses, excluding the impact of acquisitions and foreign currency translation, primarily increased due to shifting resources to support organic growth and an increase in stock-based compensation expense. Comparison of Fiscal 2024, 2023 and 2022 for Interest, Taxes and Other Interest expense .
Investments in non-marketable equity securities that do not have readily determinable fair values and do not qualify for the practical expedient to measure the investment using a net asset value per share are recorded using the measurement alternative in Accounting Standards Update (“ASU”) 2016-01.
We use net asset value as a practical expedient for the fair value of partnership interests in private equity funds that are not accounted for under the equity method of accounting. 50 Investments in non-marketable equity securities that do not have readily determinable fair values and do not qualify for the practical expedient to measure the investment using a net asset value per share are recorded using the measurement alternative in Accounting Standards Update (“ASU”) 2016-01.
Cash flows from operating, investing and financing activities, as reflected in our Consolidated Statements of Cash Flows, are summarized in the following table (in millions): Year Ended December 31, Change From Prior Period Net cash, cash equivalents and restricted cash provided by (used in): 2023 2022 2021 2023 2022 Operating activities $ 1,215.1 $ 1,134.3 $ 1,429.0 $ 80.8 $ (294.7 ) Investing activities (268.4 ) (1,757.6 ) (148.2 ) 1,489.2 (1,609.4 ) Financing activities 712.8 (1,184.5 ) 556.7 1,897.3 (1,741.2 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 1.5 (26.0 ) (4.0 ) 27.5 (22.0 ) Net increase (decrease) in cash, cash equivalents and restricted cash $ 1,661.0 $ (1,833.8 ) $ 1,833.5 $ 3,494.8 $ (3,667.3 ) Fiscal 2023 versus 2022 Operating activities: Cash provided by operating activities during the year ended December 31, 2023 resulted from net income of $608.6 million adjusted for non-cash items of $704.7 million, partially offset by changes in our working capital accounts totaling $98.2 million.
Cash flows from operating, investing and financing activities, as reflected in our Consolidated Statements of Cash Flows, are summarized in the following table (in millions): Year Ended December 31, Change From Prior Period Net cash, cash equivalents and restricted cash provided by (used in): 2024 2023 2022 2024 2023 Operating activities $ 1,388.6 $ 1,215.1 $ 1,134.3 $ 173.5 $ 80.8 Investing activities (855.7 ) (268.4 ) (1,757.6 ) (587.3 ) 1,489.2 Financing activities (152.3 ) 712.8 (1,184.5 ) (865.1 ) 1,897.3 Effect of exchange rate changes on cash, cash equivalents and restricted cash (8.7 ) 1.5 (26.0 ) (10.2 ) 27.5 Net increase (decrease) in cash, cash equivalents and restricted cash $ 371.9 $ 1,661.0 $ (1,833.8 ) $ (1,289.1 ) $ 3,494.8 Fiscal 2024 versus 2023 Operating activities: Cash provided by operating activities during the year ended December 31, 2024 resulted from net income of $761.7 million adjusted for non-cash items of $811.6 million, partially offset by changes in our working capital accounts totaling $184.7 million.
(2) We are obligated under noncancelable operating leases for office space and office equipment. (3) Represents our obligation under the Tax Act to pay the deemed repatriation tax on certain non-US earnings over eight years.
(2) We are obligated under noncancelable operating leases for office space and office equipment. (3) Represents our obligation under the Tax Act to pay the deemed repatriation tax on certain non-US earnings over eight years. (4) Purchase obligations include the minimum amounts committed under contracts for goods and services.
We had interest expense of $476.3 million in 2023 compared to $312.2 million in 2022 and $205.7 million in 2021. The increase in interest expense for 2023 as compared to 2022 is due to higher average interest rates on debt.
We had interest expense of $463.0 million in 2024 compared to $476.3 million in 2023 and $312.2 million in 2022. The decrease in interest expense for 2024 as compared to 2023 is due to lower average debt balances. The increase in interest expense for 2023 as compared to 2022 is due to higher average interest rates on debt.
Many non-U.S. tax jurisdictions in which we operate have either recently enacted legislation or are in the process of enacting legislation to adopt certain components of the Pillar Two Model Rules beginning in 2024 or in future years.
Many non-U.S. tax jurisdictions in which we operate have either recently enacted legislation or are in the process of enacting legislation to adopt certain components of the Pillar Two Model Rules beginning in 2024 or in future years. The provisions effective in 2024 were not material to our financial position and cash flows.
Our cash, cash equivalents and restricted cash and cash equivalents, including amounts held on behalf of clients, at December 31, 2023 were $2,998.6 million, an increase of $1,661.0 million from $1,337.6 million at December 31, 2022. The increase in cash was primarily due to the increase in cash and cash equivalents associated with funds held on behalf of clients.
Our cash, cash equivalents and restricted cash and cash equivalents, including amounts held on behalf of clients, at December 31, 2024 were $3,370.5 million, an increase of $371.9 million from $2,998.6 million at December 31, 2023. The increase in cash was primarily due to the increase in cash and cash equivalents associated with funds held on behalf of clients.
Significant changes in any of these items may result in discontinuing capitalization of development costs, as well as immediately expensing previously capitalized costs. We review, on a quarterly basis, our capitalized software for possible impairment. Revenue Recognition Our revenues consist of software-enabled services and license, maintenance and related revenues.
Significant changes in any of these items may result in discontinuing capitalization of development costs, as well as immediately expensing previously capitalized costs. We review, on a quarterly basis, our capitalized software for possible impairment.
Research and development expenses consist primarily of personnel costs attributable to the enhancement of existing products and the development of new software products. General and administrative expenses consist primarily of personnel costs related to management, accounting and finance, legal, human resources and administration and associated overhead costs, as well as fees for professional services.
General and administrative expenses consist primarily of personnel costs related to management, accounting and finance, legal, human resources and administration and associated overhead costs, as well as fees for professional services.
Investing activities : Cash used in investing activities during the year ended December 31, 2022 totaled $1,757.6 million, which included cash paid for acquisitions (net of cash acquired) of $1,636.2 million, capitalized software development costs of $144.9 million, capital expenditures of $63.4 million and investments in securities of $10.0 million, partially offset by distributions received from unconsolidated affiliates of $66.2 million, proceeds from the sale of property and equipment of $11.4 million, receipts from the collection of other non-current receivables of $9.8 million and proceeds from sales and maturities of investments of $9.5 million.
Investing activities : Cash used in investing activities during the year ended December 31, 2024 totaled $855.7 million, which included $647.1 million paid for business acquisitions, net of cash acquired and asset acquisitions, capitalized software development costs of $194.3 million and capital expenditures of $61.4 million, partially offset by distributions received from unconsolidated affiliates of $25.3 million, receipts from the collection of other non-current receivables of $10.2 million, proceeds from sales and maturities of investments of $6.9 million and proceeds from the sale of property and equipment of $4.8 million.
Other income, net for 2022 also included an expense of $8.1 million relating to a legal accrual recorded in connection with the DST ERISA litigation discussed in Note 18 – Commitments and Contingencies of the Notes to the Consolidated Financial Statements. The remaining portion of other income, net consisted primarily of foreign currency translation gains and losses.
Other income, net for 2022 also included an expense of $8.1 million relating to a legal accrual recorded in connection with the DST ERISA litigation. The remaining portion of other income, net consisted primarily of foreign currency translation gains and losses. Equity in earnings of unconsolidated affiliates, net .
We are currently assessing the impact of Pillar Two on our financial condition and results of operations. 43 Liquidity and Capital Resources Our principal cash requirements are to finance the costs of our operations pending the billing and collection of client receivables, to fund payments with respect to our indebtedness, to invest in research and development, to acquire complementary businesses or assets, repurchase shares of our common stock and to pay dividends on our common stock.
Liquidity and Capital Resources Our principal cash requirements are to finance the costs of our operations, to fund payments with respect to our indebtedness, to invest in research and development, to acquire complementary businesses or assets, repurchase shares of our common stock and to pay 43 dividends on our common stock.
The changes in our working capital accounts were primarily driven by decreases in accrued expenses and other liabilities, changes in income taxes prepaid and payable and an increase in accounts receivable, partially offset by an increase in accounts payable.
The changes in our working capital accounts were primarily driven by decreases in accrued expenses and other liabilities, changes in income taxes prepaid and payable and an increase in accounts receivable, partially offset by an increase in accounts payable. The decrease in accrued expenses was primarily due to the payments made relating to the DST ERISA litigation.
All obligations of the non-U.S. loan parties under the Credit Agreement are secured by substantially all of our and the other guarantors’ assets (subject to customary exceptions and limitations), including a pledge of all of the capital stock of substantially all of our wholly-owned restricted subsidiaries (with customary exceptions and limitations).
The obligations of the loan parties under the amended senior secured credit facility are secured by substantially all of the assets of such persons (subject to customary exceptions and limitations), including a pledge of all of the capital stock of substantially all of the U.S. wholly-owned restricted subsidiaries of such persons (with customary exceptions and limitations) and 65% of the capital stock of certain foreign restricted subsidiaries of such persons (with customary exceptions and limitations).
The increase in the effective tax rate from 2022 to 2023 was primarily related to an increase in uncertain tax positions in the current year, decreases in relative favorable impacts of stock-based compensation in the current year, and a change in the composition of income before income taxes from foreign and domestic tax jurisdictions.
The decrease in the effective tax rate from 2023 to 2024 was primarily related to releases of uncertain tax positions in the current year, recognition of a state tax benefit associated with income apportionment rules, increases in relative favorable impacts of stock-based compensation in the current year, and a change in the composition of income before income taxes from foreign and domestic tax jurisdictions.
The Senior Notes are guaranteed, jointly and severally, by SS&C Holdings and all of its existing and future domestic restricted subsidiaries that guarantee our existing senior secured credit facilities or certain other indebtedness. The Senior Notes are unsecured senior obligations that are equal in right of payment to all of our existing and future senior unsecured indebtedness.
The 6.5% Senior Notes are fully and unconditionally guaranteed, jointly and severally, by SS&C Holdings and all of its existing domestic restricted subsidiaries (other than SS&C Technologies) that guarantee our existing senior secured credit facilities and future domestic restricted subsidiaries that guarantee our existing senior secured credit facilities and certain other indebtedness.
Consolidated EBITDA is not a recognized measurement under GAAP and investors should not consider Consolidated EBITDA as a substitute for measures of our financial performance and liquidity as determined in accordance with GAAP, such as net income, operating income or net cash provided by operating activities.
Further, it may not be comparable to the measure for any subsequent four-quarter period or any complete fiscal year. 48 Consolidated EBITDA is not a recognized measurement under GAAP and investors should not consider Consolidated EBITDA as a substitute for measures of our financial performance and liquidity as determined in accordance with GAAP, such as net income, operating income or net cash provided by operating activities.
On March 22, 2022, in connection with our acquisition of Blue Prism, we entered into an Incremental Joinder to the Credit Agreement with certain of our subsidiaries.
Also in 2018, we entered into amendments to the Credit Agreement in connection with our acquisitions of Eze and Intralinks, the Term B-5 Loan. On March 22, 2022, in connection with our acquisition of Blue Prism, we entered into an Incremental Joinder to the Credit Agreement with certain of our 45 subsidiaries.
Other income, net for 2022 included net investment gains of $38.7 million, which includes fair value adjustments to increase the carrying value of our investments and dividend income.
The remaining portion of other income, net consisted primarily of losses on the sale or adjustment to carrying value of fixed assets of $11.7 million. Other income, net for 2022 included net investment gains of $38.7 million, which includes fair value adjustments to increase the carrying value of our 42 investments and dividend income.
Cost of software-enabled services revenues increased $88.8 million, or 3.8%, primarily due to an increase of $119.0 million in organic costs and acquisitions, which added $22.7 million in costs, partially offset by the favorable impact from foreign currency translation of $52.9 million.
Cost of software-enabled services revenues increased $146.8 million, or 5.9%, primarily due to an increase of $116.0 million in organic costs, acquisitions, which added $25.4 million in costs, and the unfavorable impact from foreign currency translation of $5.4 million.
(3) Acquisition related includes costs related to both current acquisitions and the resolution of pre-acquisition matters. (4) Other includes additional expenses and income that are permitted to be excluded per the terms of our Credit Agreement from Consolidated EBITDA, a financial measure used in calculating our covenant compliance.
(5) Other includes additional expenses and income that are permitted to be excluded per the terms of our amended senior secured credit facility from Consolidated EBITDA, a financial measure used in calculating our covenant compliance.
Stock-based Compensation Using the fair value recognition provisions of relevant accounting literature, stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense over the appropriate service period.
Provisions for estimated losses on uncompleted contracts are determined on a contract-by-contract basis and are made in the period in which such losses are first estimated or determined. 52 Stock-based Compensation Using the fair value recognition provisions of relevant accounting literature, stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense over the appropriate service period.
At any time on or after March 30, 2022, we may redeem some or all of the Senior Notes, in whole or in part, at the redemption prices set forth in the following table, expressed as a percentage of the principal amount, plus accrued and unpaid interest to the redemption date: Redemption Date Price On or after March 30, 2023 102.750 % On or after March 30, 2024 101.375 % March 30, 2025 and thereafter 100.000 % We may also, from time to time in our sole discretion, purchase, redeem, or retire our existing senior notes, through tender offers, in privately negotiated or open market transactions, or otherwise.
At any time and from time to time, we may, at our option, redeem some or all of the 5.5% Senior Notes, in whole or in part, at the redemption prices set forth in the following table, expressed as a percentage of the principal amount, plus accrued and unpaid interest to the redemption date: Redemption Date Price On or after March 30, 2024 101.375 % March 30, 2025 and thereafter 100.000 % At any time prior to June 1, 2027, we may, at our option, redeem some or all of the 6.5% Senior Notes, in whole or in part, at a price equal to 100% of the principal amount of the 6.5% Senior Notes, plus a “make-whole” premium, plus accrued and unpaid interest, if any, to, the date of redemption.
We are unable to reasonably estimate the timing of such liability and interest payments in individual years beyond 12 months due to uncertainties in the timing of the effective settlement of tax positions.
As of December 31, 2024, our liability for uncertain tax positions and related interest and penalties payable was $110.0 million and $16.1 million, respectively. We are unable to reasonably estimate the timing of such liability and interest payments in individual years beyond 12 months due to uncertainties in the timing of the effective settlement of tax positions.
We recorded a $2.1 million, $5.5 million and $10.9 loss on extinguishment of debt in 2023, 2022 and 2021, respectively, relating to the write-off of a portion of the unamortized capitalized financing fees and the unamortized original issue discount associated with additional prepayments on our term loans prior to their scheduled maturity. Provision for income taxes.
We made additional principal payments prior to their scheduled maturity in 2024, 2023 and 2022, which resulted in a loss on extinguishment of debt of $3.5 million, $2.1 million and $5.5 million, respectively, due to the write-off of a portion of the unamortized capitalized financing fees and the unamortized original issue discount.
Additionally, under the Credit Agreement, our ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is also tied to baskets and ratios based on Consolidated EBITDA. 47 Consolidated EBITDA is a non-GAAP financial measure used in key financial covenants contained in the Credit Agreement, which is the material facility supporting our capital structure and providing liquidity to our business.
Additionally, under the amended senior secured credit facility, our ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is also tied to baskets and ratios based on Consolidated EBITDA.
Cost of license, maintenance and related revenues increased $37.2 million, or 11.8%, primarily 41 due to acquisitions, which added $41.1 million in costs and an increase in organic costs of $4.6 million, offset by the favorable impact from foreign currency translation of $8.5 million.
License, maintenance and related revenues increased $27.2 million, or 2.7%, primarily due to an increase in organic revenues of $25.1 million, acquisitions added $1.8 million in revenues and the favorable impact from foreign currency translation was $0.3 million. Fiscal 2023 versus Fiscal 2022 .
Operating Expenses Selling and marketing expenses consist primarily of the personnel costs associated with the selling and marketing of our products, including salaries, commissions, travel and entertainment. Such expenses also include amortization of intangible assets, the cost of branch sales offices, trade shows and marketing and promotional materials.
Such expenses also include amortization of intangible assets, the cost of branch sales offices, trade shows and marketing and promotional materials. Research and development expenses consist primarily of personnel costs attributable to the enhancement of existing products and the development of new software products.
Our total cost of revenues increased by $126.0 million, or 4.8%, primarily due to an increase in organic costs of $123.6 million and acquisitions, which added $63.8 million in costs, partially offset by the favorable impact from foreign currency translation of $61.4 million.
Our total cost of revenues increased by $167.4 million, or 5.9%, primarily due to an increase in organic costs of $135.1 million and acquisitions, which added $25.5 million in costs. Our cost of revenues also increased due to the unfavorable impact from foreign currency translation of $6.8 million. Organic cost increases reflect the continued investment in delivering client service.
Our effective tax rate for 2021 included benefits related to stock-based awards and recognition of tax expense related to a law change in the U.K. Our effective tax rate includes the effect of operations outside the U.S., which historically have been taxed at rates lower than the U.S. statutory rate.
Our effective tax rate includes the effect of operations outside the U.S., which historically have been taxed at rates lower than the U.S. statutory rate.
Contractual Obligations The following table summarizes our contractual obligations as of December 31, 2023 that require us to make future cash payments (in millions): Payments Due by Period Contractual Obligations and Other Commitments Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Short-term and long-term debt $ 6,755.1 $ 51.5 $ 3,511.2 $ 2,025.0 $ 1,167.4 Interest payments (1) 1,261.4 463.7 482.6 294.9 20.2 Operating lease obligations (2) 300.8 63.4 91.5 63.3 82.6 Tax payable (3) 22.2 9.9 12.3 — — Purchase obligations (4) 303.7 163.2 131.9 8.6 — Total contractual obligations $ 8,643.2 $ 751.7 $ 4,229.5 $ 2,391.8 $ 1,270.2 (1) Reflects interest payments on our Credit Agreement at an assumed interest rate of one-month Adjusted Term SOFR of 5.47% plus 1.75% on our Term B-3, B-4 and B-5 facilities, one-month Adjusted Term SOFR of 5.46% plus 2.25% on our Term B-6 and B-7 facilities and 5.5% on our Senior Notes.
Contractual Obligations The following table summarizes our contractual obligations as of December 31, 2024 that require us to make future cash payments (in millions): Payments Due by Period Contractual Obligations and Other Commitments Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Short-term and long-term debt $ 7,045.0 $ 20.0 $ 2,065.0 $ 710.0 $ 4,250.0 Interest payments (1) 2,334.4 431.1 857.9 619.7 425.7 Operating lease obligations (2) 268.4 55.0 84.8 64.6 64.0 Tax payable (3) 12.1 12.1 — — — Purchase obligations (4) 212.6 120.4 86.9 5.3 — Total contractual obligations $ 9,872.5 $ 638.6 $ 3,094.6 $ 1,399.6 $ 4,739.7 (1) Reflects interest payments on our Credit Agreement at an assumed interest rate of one-month Adjusted Term SOFR of 4.36% plus 2.00% on our Term B-8 facility, one-month Adjusted Term SOFR of 4.36% plus 1.50% on our Term A-9 facility, 5.5% on our 5.5% Senior Notes and 6.5% on our 6.5% Senior Notes.
If we exceed our estimate earnings per share growth, we may need to record additional stock-based compensation expense. A deferred income tax asset is recorded over the vesting period as stock compensation expense is recorded for non-qualified stock options. The realizability of the deferred tax asset is ultimately based on the actual value of the stock-based award upon exercise.
Differences between actual results and these estimates could have a material effect on our financial results. A deferred income tax asset is recorded over the vesting period as stock compensation expense is recorded for non-qualified stock options. The realizability of the deferred tax asset is ultimately based on the actual value of the stock-based award upon exercise.
These increases were partially offset by the unfavorable impact from foreign currency translation of $93.3 million. Software-enabled services revenues increased $17.8 million, or 0.4%, primarily due to an increase in organic revenues of $54.8 million, and acquisitions, which added $37.2 million. These increases were partially offset by the unfavorable impact from foreign currency translation of $74.2 million.
Software-enabled services revenues increased $352.0 million, or 7.8%, primarily due to an increase in organic revenues of $311.7 million, and acquisitions, which added $29.9 million in revenues, as well as the favorable impact from foreign currency translation of $10.4 million.

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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 changeAt December 31, 2023, we had total debt of $6,755.1 million, including $4,755.1 million of variable interest rate debt. As of December 31, 2023, a 100 basis point increase in interest rates would result in a change in interest expense of approximately $47.6 million per year.
Biggest changeAt December 31, 2024, we had total debt of $7,045.0 million, including $4,295.0 million of variable interest rate debt. As of December 31, 2024, a 100 basis point increase in interest rates would result in a change in interest expense of approximately $43.0 million per year.
These transactions consist primarily of cross-currency intercompany balances and trade receivables and payables. As a result of these transactions, we have exposure to changes in foreign currency exchange rates that result in foreign currency transaction gains and losses, which we report in other income (expense), net. These outstanding amounts were not material for the year ended December 31, 2023.
These transactions consist primarily of cross-currency intercompany balances and trade receivables and payables. As a result of these transactions, we have exposure to changes in foreign currency exchange rates that result in foreign currency transaction gains and losses, which we report in other income, net. These outstanding amounts were not material for the year ended December 31, 2024.
Changes in equity values of our investments could have a material effect on our results of operations and our financial position. Foreign currency exchange rate risk During 2023, approximately 31% of our revenues were from clients located outside the United States (“U.S.”).
Changes in equity values of our investments could have a material effect on our results of operations and our financial position. Foreign currency exchange rate risk 53 During 2024, approximately 31% of our revenues were from clients located outside the United States (“U.S.”).
We estimate that a 100 basis point change in the interest earnings rates would equate to approximately $9.4 million of net income, net of income taxes, on an annual basis. The effect of changes in interest rates attributable to earnings derived from cash balances we hold for clients is partially offset by changes in interest rates on our variable debt.
We estimate that a 100 basis point change in the interest earnings rates would equate to approximately $11.6 million of net income, net of income taxes, on an annual basis. The effect of changes in interest rates attributable to earnings derived from cash balances we hold for clients is partially offset by changes in interest rates on our variable debt.
Interest rate risk We derive service revenues from investment earnings related to cash balances maintained in bank accounts on which we are the agent for clients. The balances maintained in the bank accounts can significantly fluctuate. For 2023, there were average daily cash balances of approximately $1.7 billion maintained in such accounts.
Interest rate risk We derive service revenues from investment earnings related to cash balances maintained in bank accounts on which we are the agent for clients. The balances maintained in the bank accounts can significantly fluctuate. For 2024, there were average daily cash balances of approximately $2.3 billion maintained in such accounts.
The fair value of our investments that are subject to equity price risk as of December 31, 2023 was approximately $49.0 million. The impact of a 10% change in fair value of these investments would have been approximately $3.6 million to net income.
The fair value of our investments that are subject to equity price risk as of December 31, 2024 was approximately $43.9 million. The impact of a 10% change in fair value of these investments would have been approximately $3.3 million to net income.

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