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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
September 30,
2025
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number
001-34675
SS&C TECHNOLOGIES HOLDINGS, INC.
(Exact name of Registrant as specified in its charter)
Delaware
71-0987913
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
80 Lamberton Road
Windsor
,
CT
06095
(Address of principal executive offices, including zip code)
860
-
298-4500
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes
☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
☒
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common stock, par value $0.01 per share
SSNC
The Nasdaq Global Select Market
Ther
e were
244,027,403
shares of the registrant’s common stock outstanding as of October 23, 2025.
SS&C Technologies Holdings, Inc., or “SS&C Holdings,” is our top-level holding company. SS&C Technologies, Inc., or “SS&C,” is our primary operating company and a wholly-owned subsidiary of SS&C Technologies Holdings, Inc. “We,” “us,” “our” and the “Company” mean SS&C Technologies Holdings, Inc. and its consolidated subsidiaries, including SS&C.
This Quarterly Report on Form 10-Q may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, the words “believes”, “anticipates”, “plans”, “expects”, “estimates”, “projects”, “forecasts”, “may”, “assume”, “intend”, “will”, “continue”, “opportunity”, “predict”, “potential”, “future”, “guarantee”, “likely”, “target”, “indicate”, “would”, “could” and “should” and similar expressions are intended to identify forward-looking statements. The important factors discussed under the caption “Risk Factors” in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K and Form 10-K/A for the year ended December 31, 2024, filed with the Securities and Exchange Commission on March 3, 2025 and March 4, 2025, respectively, among others, could cause actual results to differ materially from those indicated by forward-looking statements made herein and presented elsewhere by management from time to time. We do not undertake an obligation to update its forward-looking statements to reflect future events or circumstances.
2
PART
I
Item 1. Financ
ial Statements
SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDA
TED BALANCE SHEETS
(In millions, except per share data) (Unaudited)
September 30,
December 31,
2025
2024
Assets
Current assets:
Cash and cash equivalents
$
388.3
$
567.1
Funds receivable and funds held on behalf of clients
3,664.6
3,162.2
Accounts receivable, net of allowance for credit losses of $
33.8
and $
31.6
, respectively
961.5
902.0
Contract assets
64.6
47.6
Prepaid expenses and other current assets
239.6
179.8
Restricted cash and cash equivalents
2.5
3.7
Total current assets
5,321.1
4,862.4
Property, plant and equipment, net (Note 2)
322.3
299.6
Operating lease right-of-use assets
231.2
190.6
Investments (Note 3)
175.7
177.4
Unconsolidated affiliates (Note 4)
333.6
328.4
Contract assets
126.1
110.2
Goodwill (Note 6)
9,378.6
9,218.1
Intangible and other assets, net of accumulated amortization of $
5,163.8
and $
4,646.6
, respectively
3,600.8
3,858.0
Total assets
$
19,489.4
$
19,044.7
Liabilities and Equity
Current liabilities:
Current portion of long-term debt (Note 7)
$
20.0
$
20.0
Client funds obligations
3,664.6
3,162.2
Accounts payable
54.8
70.2
Income taxes payable
—
23.0
Accrued employee compensation and benefits
277.4
311.5
Interest payable
16.3
31.6
Other accrued expenses
278.0
249.7
Deferred revenues
455.4
486.1
Total current liabilities
4,766.5
4,354.3
Long-term debt, net of current portion (Note 7)
6,573.1
6,989.6
Operating lease liabilities
212.7
175.1
Other long-term liabilities
167.9
191.1
Deferred income taxes
784.7
725.5
Total liabilities
12,504.9
12,435.6
Commitments and contingencies (Note 14)
Stockholders’ equity (Note 8):
Preferred stock, $
0.01
par value per share,
5.0
million shares authorized;
no
shares issued
—
—
Class A non-voting common stock, $
0.01
par value per share,
5.0
million shares authorized;
no
shares issued
—
—
Common stock, $
0.01
par value per share,
400.0
million shares authorized;
292.0
million shares and
284.4
million shares issued, respectively, and
243.5
million shares and
244.5
million shares outstanding, respectively
2.9
2.8
Additional paid-in capital
6,369.9
5,901.6
Accumulated other comprehensive loss
(
307.3
)
(
541.2
)
Retained earnings
4,052.9
3,641.9
Cost of common stock in treasury,
48.5
and
39.9
million shares, respectively
(
3,187.2
)
(
2,470.2
)
Total SS&C stockholders’ equity
6,931.2
6,534.9
Noncontrolling interest (Note 9)
53.3
74.2
Total equity
6,984.5
6,609.1
Total liabilities and equity
$
19,489.4
$
19,044.7
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEM
ENTS OF COMPREHENSIVE INCOME
(In millions, except per share data) (Unaudited)
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Revenues:
Software-enabled services
$
1,309.4
$
1,206.2
$
3,847.0
$
3,586.3
License, maintenance and related
258.6
259.6
771.7
766.0
Total revenues
1,568.0
1,465.8
4,618.7
4,352.3
Cost of revenues:
Software-enabled services
714.2
661.9
2,075.4
1,949.7
License, maintenance and related
106.0
99.7
311.5
292.9
Total cost of revenues
820.2
761.6
2,386.9
2,242.6
Gross profit
747.8
704.2
2,231.8
2,109.7
Operating expenses:
Selling and marketing
144.7
144.1
449.4
427.6
Research and development
118.6
131.3
375.8
380.9
General and administrative
118.8
103.7
338.5
315.6
Total operating expenses
382.1
379.1
1,163.7
1,124.1
Operating income
365.7
325.1
1,068.1
985.6
Interest expense, net
(
104.2
)
(
109.6
)
(
314.9
)
(
338.9
)
Other income, net
5.3
9.3
11.4
16.5
Equity in earnings of unconsolidated affiliates, net
(
11.6
)
1.1
(
7.7
)
20.7
Loss on extinguishment of debt
(
1.3
)
(
1.3
)
(
2.2
)
(
30.1
)
Income before income taxes
253.9
224.6
754.7
653.8
Provision for income taxes
43.5
60.0
150.0
140.5
Net income
210.4
164.6
604.7
513.3
Net income attributable to noncontrolling interest
(
0.4
)
(
0.2
)
(
0.9
)
(
1.0
)
Net income attributable to SS&C common stockholders
$
210.0
$
164.4
$
603.8
$
512.3
Basic earnings per share attributable to SS&C common stockholders
$
0.86
$
0.67
$
2.47
$
2.08
Diluted earnings per share attributable to SS&C common stockholders
$
0.83
$
0.65
$
2.39
$
2.02
Basic weighted-average number of common shares outstanding
243.8
246.1
244.8
246.4
Diluted weighted-average number of common and common equivalent shares outstanding
252.6
254.1
253.1
253.3
Net income
$
210.4
$
164.6
$
604.7
$
513.3
Other comprehensive (loss) income, net of tax:
Foreign currency exchange translation adjustment
(
66.4
)
159.0
233.9
114.1
Change in defined benefit pension obligation
—
—
—
0.1
Total other comprehensive (loss) income, net of tax
(
66.4
)
159.0
233.9
114.2
Comprehensive income
144.0
323.6
838.6
627.5
Comprehensive income attributable to noncontrolling interest
(
0.4
)
(
0.2
)
(
0.9
)
(
1.0
)
Comprehensive income attributable to SS&C common stockholders
$
143.6
$
323.4
$
837.7
$
626.5
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED S
TATEMENTS OF CASH FLOWS
(In millions) (Unaudited)
Nine Months Ended September 30,
2025
2024
Cash flow from operating activities:
Net income
$
604.7
$
513.3
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
521.1
504.3
Equity in earnings of unconsolidated affiliates, net
7.7
(
20.7
)
Distributions received from unconsolidated affiliates
—
13.1
Stock-based compensation expense
172.9
147.9
Unrealized net losses (gains) on investments
2.4
(
2.5
)
Amortization of debt financing costs
4.9
6.7
Loss on extinguishment of debt
2.2
30.1
Loss on sale or disposition of property and equipment
0.5
—
Deferred income taxes
46.8
(
52.6
)
Provision for credit losses
12.0
13.7
Changes in operating assets and liabilities, excluding effects from acquisitions:
Accounts receivable
(
54.5
)
(
100.4
)
Prepaid expenses and other assets
22.0
5.5
Contract assets
(
29.1
)
(
25.3
)
Accounts payable
(
16.7
)
(
40.8
)
Accrued expenses and other liabilities
(
48.1
)
(
75.7
)
Income taxes prepaid and payable
(
98.8
)
(
8.9
)
Deferred revenue
(
48.7
)
(
5.7
)
Net cash provided by operating activities
1,101.3
902.0
Cash flow from investing activities:
Business acquisitions, net of cash acquired
(
5.9
)
(
646.9
)
Additions to property and equipment
(
70.3
)
(
41.7
)
Proceeds from sale of property and equipment
5.7
3.3
Additions to capitalized software
(
155.5
)
(
149.7
)
Investments in securities
(
2.5
)
—
Proceeds from sales / maturities of investments
0.8
0.3
(Contributions to) distributions received from unconsolidated affiliates
(
9.8
)
24.4
Collection of other non-current receivables
7.9
7.7
Net cash used in investing activities
(
229.6
)
(
802.6
)
Cash flow from financing activities:
Cash received from debt borrowings
122.0
5,545.0
Repayments of debt
(
545.1
)
(
5,060.1
)
Payment of deferred financing fees
—
(
36.6
)
Net increase (decrease) in client funds obligations
269.4
(
952.2
)
Proceeds from exercise of stock options
362.4
271.1
Withholding taxes paid related to equity award net share settlement
(
73.2
)
(
20.3
)
Purchases of common stock for treasury
(
717.3
)
(
369.3
)
Dividends paid on common stock
(
188.3
)
(
182.6
)
Proceeds from noncontrolling interests
—
14.9
Distributions to noncontrolling interests
(
21.8
)
—
Net cash used in financing activities
(
791.9
)
(
790.1
)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
9.8
2.2
Net increase (decrease) in cash, cash equivalents and restricted cash
89.6
(
688.5
)
Cash, cash equivalents and restricted cash and cash equivalents, beginning of period
3,370.5
2,998.6
Cash, cash equivalents and restricted cash and cash equivalents, end of period
$
3,460.1
$
2,310.1
Reconciliation of cash, cash equivalents and restricted cash and cash equivalents:
Cash and cash equivalents
$
388.3
$
694.7
Restricted cash and cash equivalents
2.5
3.5
Restricted cash and cash equivalents included in funds receivable and funds held on behalf of clients
3,069.3
1,611.9
$
3,460.1
$
2,310.1
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(In millions) (Unaudited)
Three Months Ended September 30, 2025
SS&C Stockholders
Common Stock
Number
Accumulated
of
Additional
Other
Total
Issued
Paid-in
Retained
Comprehensive
Treasury
Noncontrolling
Stockholders’
Shares
Amount
Capital
Earnings
(Loss) Income
Stock
Interest
Equity
Balance, at June 30, 2025
289.7
$
2.9
$
6,209.4
$
3,909.9
$
(
240.9
)
$
(
2,946.7
)
$
74.7
$
7,009.3
Net income
—
—
—
210.0
—
—
0.4
210.4
Distributions to noncontrolling interests
—
—
—
—
—
—
(
21.8
)
(
21.8
)
Foreign exchange translation adjustment
—
—
—
—
(
66.4
)
—
—
(
66.4
)
Stock-based compensation expense
—
—
60.0
—
—
—
—
60.0
Exercise of options, net of withholding taxes
2.3
—
99.7
—
—
—
—
99.7
Purchases of common stock
—
—
—
—
—
(
240.5
)
—
(
240.5
)
Cash dividends declared - $
0.27
per share
—
—
0.8
(
67.0
)
—
—
—
(
66.2
)
Balance, at September 30, 2025
292.0
$
2.9
$
6,369.9
$
4,052.9
$
(
307.3
)
$
(
3,187.2
)
$
53.3
$
6,984.5
Three Months Ended September 30, 2024
SS&C Stockholders
Common Stock
Number
Accumulated
of
Additional
Other
Total
Issued
Paid-in
Retained
Comprehensive
Treasury
Noncontrolling
Stockholders’
Shares
Amount
Capital
Earnings
(Loss) Income
Stock
Interest
Equity
Balance, at June 30, 2024
278.6
$
2.8
$
5,557.0
$
3,354.4
$
(
471.1
)
$
(
2,015.2
)
$
58.9
$
6,486.8
Net income
—
—
—
164.4
—
—
0.2
164.6
Proceeds from noncontrolling interests
—
—
—
—
—
—
14.9
14.9
Foreign exchange translation adjustment
—
—
—
—
159.0
—
—
159.0
Stock-based compensation expense
—
—
52.2
—
—
—
—
52.2
Exercise of options, net of withholding taxes
3.7
—
161.6
—
—
—
—
161.6
Repurchases of common stock
—
—
—
—
—
(
88.3
)
—
(
88.3
)
Cash dividends declared - $
0.25
per share
—
—
0.1
(
62.8
)
—
—
—
(
62.7
)
Balance, at September 30, 2024
282.3
$
2.8
$
5,770.9
$
3,456.0
$
(
312.1
)
$
(
2,103.5
)
$
74.0
$
6,888.1
The accompanying notes are an integral part of these condensed consolidated financial statements.
6
SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(In millions) (Unaudited)
Nine Months Ended September 30, 2025
SS&C Stockholders
Common Stock
Number
Accumulated
of
Additional
Other
Total
Issued
Paid-in
Retained
Comprehensive
Treasury
Noncontrolling
Stockholders’
Shares
Amount
Capital
Earnings
(Loss) Income
Stock
Interest
Equity
Balance, at December 31, 2024
284.4
$
2.8
$
5,901.6
$
3,641.9
$
(
541.2
)
$
(
2,470.2
)
$
74.2
$
6,609.1
Net income
—
—
—
603.8
—
—
0.9
604.7
Distributions to noncontrolling interests
—
—
—
—
—
—
(
21.8
)
(
21.8
)
Foreign exchange translation adjustment
—
—
—
—
233.9
—
—
233.9
Stock-based compensation expense
—
—
172.9
—
—
—
—
172.9
Exercise of options, net of withholding taxes
7.6
0.1
292.7
—
—
—
—
292.8
Purchases of common stock
—
—
—
—
—
(
717.0
)
—
(
717.0
)
Cash dividends declared - $
0.77
per share
—
—
2.7
(
192.8
)
—
—
—
(
190.1
)
Balance, at September 30, 2025
292.0
$
2.9
$
6,369.9
$
4,052.9
$
(
307.3
)
$
(
3,187.2
)
$
53.3
$
6,984.5
Nine Months Ended September 30, 2024
SS&C Stockholders
Common Stock
Number
Accumulated
of
Additional
Other
Total
Issued
Paid-in
Retained
Comprehensive
Treasury
Noncontrolling
Stockholders’
Shares
Amount
Capital
Earnings
(Loss) Income
Stock
Interest
Equity
Balance, at December 31, 2023
275.9
$
2.8
$
5,371.0
$
3,126.3
$
(
426.3
)
$
(
1,734.2
)
$
58.1
$
6,397.7
Net income
—
—
—
512.3
—
—
1.0
513.3
Proceeds from noncontrolling interests
—
—
—
—
—
—
14.9
14.9
Foreign exchange translation adjustment
—
—
—
—
114.1
—
—
114.1
Change in defined benefit plan obligation
—
—
—
—
0.1
—
—
0.1
Stock-based compensation expense
—
—
147.9
—
—
—
—
147.9
Exercise of options, net of withholding taxes
6.4
—
251.2
—
—
—
—
251.2
Purchases of common stock
—
—
—
—
—
(
369.3
)
—
(
369.3
)
Cash dividends declared - $
0.73
per share
—
—
0.8
(
182.6
)
—
—
—
(
181.8
)
Balance, at September 30, 2024
282.3
$
2.8
$
5,770.9
$
3,456.0
$
(
312.1
)
$
(
2,103.5
)
$
74.0
$
6,888.1
The accompanying notes are an integral part of these condensed consolidated financial statements.
7
SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOL
IDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1—Basis of Presentation and Principles of Consolidation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles were applied on a basis consistent with those of the audited Consolidated Financial Statements contained in our Annual Report on Form 10-K and Form 10-K/A for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on March 3, 2025 and March 4, 2025, respectively (the “2024 Form 10-K”). In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments (consisting of only normal recurring adjustments, except as noted elsewhere in the notes to the Condensed Consolidated Financial Statements) necessary for a fair statement of our financial position as of September 30, 2025, the results of our operations for the three and nine months ended September 30, 2025 and 2024, and our cash flows for the nine months ended September 30, 2025 and 2024. These statements do not include all of the information and footnotes required by GAAP for annual financial statements. The unaudited Condensed Consolidated Financial Statements contained herein should be read in conjunction with the audited Consolidated Financial Statements and footnotes as of and for the year ended December 31, 2024, which were included in the 2024 Form 10-K. The December 31, 2024 Consolidated Balance Sheet data were derived from audited financial statements but do not include all disclosures required by GAAP for annual financial statements. The results of operations for the three and nine months ended September 30, 2025 are not necessarily indicative of the expected results for any subsequent quarters or the full year.
The accompanying unaudited condensed consolidated financial statements include the accounts of SS&C Technologies Holdings, Inc. and its subsidiaries, including a variable interest entity (“VIE”) for which we are the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation.
We operate in one operating segment and one reportable segment. Our Chief Operating Decision Maker (“CODM”) is our president and chief operating officer, who reviews financial information presented on a consolidated basis. Our CODM uses consolidated net income as the sole measure of segment profit or loss and to decide how to make resource allocation decisions. Significant segment expenses include cost of software-enabled services revenues, cost of license, maintenance and related revenues, selling and marketing, research and development, and general and administrative expenses. For these significant and other segment expenses incurred during the three and nine months ended September 30, 2025 and 2024 refer to our Condensed Consolidated Statements of Comprehensive Income.
Recent Accou
nting Pronouncements Not Yet Effective
In December 2023, the FASB issued ASU 2023-09,
Improvements to Income Tax Disclosures (Topic 740)
. The standard required more enhanced disclosures specifically related to effective tax rate reconciliation and income taxes paid. The new requirements were effective for fiscal years beginning after December 15, 2024, on a prospective basis. We plan to adopt the standard in our consolidated financial statements for the year ending December 31, 2025, and we expect the standard will impact financial statement disclosures only and will not impact our financial position, results of operations or cash flows.
In July, 2025, the FASB issued ASU 2025-05,
Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets
. This standard provides all entities with a practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the current accounts receivable and current contract assets. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025 and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-05.
In November 2024, the FASB issued ASU 2024-03,
Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.
In September 2025, the FASB issued ASU 2025-06,
Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software
, to modernize the accounting guidance for internal-use software costs. The standard removes all references to software development project stages and instead requires capitalization when (i)
management has authorized and committed to funding the software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-06.
8
Note 2—Property, Plant and Equipment, net
Property, plant and equipment and the related accumulated depreciation are as follows (in millions):
September 30,
December 31,
2025
2024
Land
$
37.8
$
36.7
Building and improvements
265.9
256.6
Equipment, furniture, and fixtures
503.6
487.2
807.3
780.5
Less: accumulated depreciation
(
485.0
)
(
480.9
)
Total property, plant and equipment, net
$
322.3
$
299.6
Depreciation expense for the three and nine months ended September 30, 2025 was $
17.7
million and $
53.4
million, respectively. Depreciation expense for the three and nine months ended September 30, 2024 was $
18.9
million and $
55.2
million, respectively.
Amortization expense related to capitalized software development costs for the three and nine months ended September 30, 2025
was $
37.4
million and $
108.4
million, respectively. Amortization expense related to capitalized software development costs for the three and nine months ended September 30, 2024 was $
32.5
million and $
90.4
million, respectively. Capitalized software is included in intangible and other assets, net, in our unaudited condensed consolidated balance sheet.
As of September 30, 2025, there were no assets classified as held for sale. As of December 31, 2024
, assets held for sale were $
5.9
million and are presented in prepaid expenses and other current assets in our unaudited condensed consolidated balance sheet.
As of September 30, 2025 and December 31, 2024, unpaid property, plant and equipment additions totaling $
4.1
million and $
3.6
million, respectively, are included in accounts payable and other accrued expenses, in our unaudited condensed consolidated balance sheet.
Note 3—
Investments
Investments are as follows (in millions):
September 30,
December 31,
2025
2024
Non-marketable equity securities
$
124.1
$
124.1
Seed capital investments
26.7
23.1
Marketable equity securities
20.4
21.6
Partnership interests in private equity funds
4.5
8.6
Total investments
$
175.7
$
177.4
Unrealized gains and losses for our equity securities are as follows (in millions):
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Unrealized gains (losses) on equity securities held as of the end of the period
$
1.1
$
3.4
$
(
2.4
)
$
3.6
Fair Value Measurement
Authoritative accounting guidance on fair value measurements establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.
As of September 30, 2025 and December 31, 2024, we held certain investment assets and certain liabilities that are required to be measured at fair value on a recurring basis. These investments include money market funds and marketable equity securities where fair value is determined using quoted prices in active markets. Accordingly, the fair value measurements of these investments have been classified as Level 1 in the tables below. Investments for which we elected net asset value as a practical expedient for fair value and investments measured using the fair value measurement alternative are excluded from the tables below. Fair value for deferred compensation liabilities that are credited with deemed gains or losses of the underlying hypothetical investments, primarily equity securities, have been classified as Level 1 in the tables below. The fair values of cash, accounts receivable, net, short-term borrowings, and accounts payable approximate the carrying amounts due to the short-term maturities of these instruments.
9
The following tables present assets and liabilities measured at fair value on a recurring basis (in millions):
Fair Value Measurements at Reporting Date Using
September 30, 2025
Quoted prices in Active Markets for Identical Assets (Level 1)
Significant Other Observable Inputs (Level 2)
Significant Unobservable Inputs (Level 3)
Money market funds (1)
$
2,837.0
$
2,837.0
$
—
$
—
Seed capital investments (2)
26.7
26.7
—
—
Marketable equity securities (2)
20.4
20.4
—
—
Deferred compensation liabilities (3)
(
9.4
)
(
9.4
)
—
—
Total
$
2,874.7
$
2,874.7
$
—
$
—
Fair Value Measurements at Reporting Date Using
December 31, 2024
Quoted prices in Active Markets for Identical Assets (Level 1)
Significant Other Observable Inputs (Level 2)
Significant Unobservable Inputs (Level 3)
Money market funds (1)
$
2,637.5
$
2,637.5
$
—
$
—
Seed capital investments (2)
23.1
23.1
—
—
Marketable equity securities (2)
21.6
21.6
—
—
Deferred compensation liabilities (3)
(
11.5
)
(
11.5
)
—
—
Total
$
2,670.7
$
2,670.7
$
—
$
—
(1)
As of
September 30, 2025, included
$
66.4
million of cash and cash equivalents, $
0.9
million of restricted cash and $
2,769.7
million of funds receivable and funds held on behalf of clients on the unaudited condensed consolidated balance sheet. As of December 31, 2024
, included $
184.2
million of cash and cash equivalents, $
2.5
million of restricted cash and $
2,450.8
million of funds receivable and funds held on behalf of clients on the unaudited co
ndensed consolidated balance sheet.
(2)
Included in investments on the unaudited condensed consolidated balance sheet
.
(3)
Included in other long-term liabilities on the unaudited condensed consolidated balance sheet
.
We have partnership interests in various private equity funds that are not included in the tables above. Our investments in private equity funds wer
e $
4.5
million and $
8.6
million at
September 30, 2025 and December 31, 2024
, respectively, of which $
3.3
million and $
7.3
million, respectively, were measured using net asset value as a practical expedient for fair value and $
1.2
million and $
1.3
million, respectively, were accounted for under the equity method of accounting. The investments in private equity funds
represent underlying investments in domestic and international markets across various industry sectors.
Generally, our investments in private equity funds are non-transferable or are subject to long holding periods, and withdrawals from the private equity firm partnerships are typically not permitted. The maximum risk of loss related to our private equity fund investments is limited to the carrying value of its investments in the entities.
10
Note 4—Unconsolidated Affiliates
Investments in unconsolidated affiliates are as follows (in millions):
September 30, 2025
December 31, 2024
Ownership Percentage (1)
Carrying Value
Excess carrying value of investment over proportionate share of net assets
Carrying Value
Excess carrying value of investment over proportionate share of net assets
Orbit Private Investments L.P.
9.8
%
$
202.2
$
—
$
203.9
$
—
International Financial Data Services L.P.
50.0
%
67.8
25.5
60.2
28.0
Broadway Square Partners, LLP
50.0
%
51.6
28.0
52.2
28.6
Pershing Road Development Company, LLC
50.0
%
10.2
51.2
10.1
53.0
Other unconsolidated affiliates
1.8
—
2.0
—
Total
$
333.6
$
104.7
$
328.4
$
109.6
(1)
Ownership percentage is as of
September 30, 2025 and December 31, 2024
.
Investments in unconsolidated affiliates are accounted for under the equity method of accounting. We record our proportionate share of the results of the unconsolidated affiliates and amortization expense related to basis differences in equity in earnings of unconsolidated affiliates, net on the unaudited condensed consolidated statements of comprehensive inco
me. During the nine months ended September 30, 2025, we invested an additional $
9.7
million in Orbit Private Investment L.P.
Equity in earnings of unconsolidated affiliates, net are as follows (in millions):
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Orbit Private Investments L.P.
$
(
11.5
)
$
(
0.3
)
$
(
11.4
)
$
17.1
International Financial Data Services L.P.
0.1
1.3
4.5
4.3
Broadway Square Partners, LLP
(
0.3
)
0.2
(
0.7
)
(
0.1
)
Pershing Road Development Company, LLC
0.3
(
0.2
)
0.1
(
0.7
)
Other unconsolidated affiliates
(
0.2
)
0.1
(
0.2
)
0.1
Total
$
(
11.6
)
$
1.1
$
(
7.7
)
$
20.7
Note 5—Acquisitions
The following unaudited pro forma information is provided for illustrative purposes only and assumes that the acquisition of Battea-Class Action Services, LLC (“Battea”) occurred on January 1,
2023, after giving effect to certain adjustments, including amortization of intangibles, interest, transaction costs and tax effects. This unaudited pro forma information (in millions) should not be relied upon as being indicative of the historical results that would have been obtained if the acquisition had actually occurred on that date, nor of the results that may be obtained in the future.
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Total Revenues
$
1,568.0
$
1,472.6
$
4,618.7
$
4,392.8
Net income attributable to SS&C common stockholders
$
210.0
$
160.3
$
603.8
$
495.6
In addition, we acquired FPS Trust Company in February 2025 for approximately $
6.0
million.
11
Note 6—Goodwill
The change in carrying value of goodwill as of and for the
nine months ended September 30, 2025 is as follows (in millions):
Balance at December 31, 2024
$
9,218.1
Acquisitions completed in the current year
6.0
Effect of foreign currency translation
154.5
Balance at September 30, 2025
$
9,378.6
Note 7—Debt
At
September 30, 2025 and December 31, 2024, debt consisted of the following (in millions):
September 30,
December 31,
2025
2024
Senior secured credit facilities, weighted-average interest rate of
6.06
% and
6.26
%, respectively
$
3,871.9
$
4,295.0
5.5
% senior notes due
2027
2,000.0
2,000.0
6.5
% senior notes due
2032
750.0
750.0
Unamortized original issue discount and debt issuance costs
(
28.8
)
(
35.4
)
6,593.1
7,009.6
Less: current portion of long-term debt
20.0
20.0
Long-term debt
$
6,573.1
$
6,989.6
The table below provides a summary of the key terms of our Senior Secured Credit Facilities and Senior Notes:
Amount Outstanding
at September 30, 2025
Maturity
Scheduled Quarterly
(in millions)
Date
Payments Required
Senior Secured Credit Facilities
Term B-8 Loans
$
3,091.9
May 9, 2031
(
1
)
Term A-9 Loans
780.0
September 27, 2029
(2)
0.625
% (3)
Revolving Credit Facility (4)
—
December 28, 2027
None
5.5
% Senior Notes
2,000.0
September 30, 2027
None
6.5
% Senior Notes
750.0
June 1, 2032
None
(1)
Per the September 2024 Incremental Joinder, scheduled quarterly payments of
0.25
% are required. We have made prepayments on our Term B-8 Loans and do not have any principal quarterly payments due until March 2030.
(2)
The Term A-9 Loans will mature on the earlier to occur of (1) September 27, 2029 or (2) 91 days prior to the maturity of (x) the
5.5
% Senior Notes if more than $
150.0
million aggregate principal amount remains outstanding on the 91
st
day prior to such maturity or (y) the Revolving Credit Facility if more than $
150.0
million aggregate principal amount of commitments remain outstanding on the 91
st
day prior to such maturity, whichever of (x) or (y) comes first.
(3)
Scheduled quarterly payment required for the first eight fiscal quarters commencing with the fiscal quarter ending December 31, 2024. The scheduled quarterly payment will increase to
1.250
% for each quarter thereafter until the maturity date of the Term A-9 Loans.
(4)
The senior secured credit facility has a revolving credit facility available for borrowings by SS&C with $
600.0
million in available commitments (“Revolving Credit Facility”), of which $
593.8
million was available as of
September 30, 2025
. The Revolving Credit Facility also contains a $
75.0
million letter of credit sub-facility, of which $
6.2
million was utilized as of
September 30, 2025
.
As of September 30, 2025, we were in compliance with all financial and non-financial covenants.
12
Fair Value of Debt
The carrying amounts and fair values of debt are as follows (in millions):
September 30, 2025
December 31, 2024
Carrying
Fair
Carrying
Fair
Amount
Value
Amount
Value
Financial liabilities:
Senior secured credit facilities
$
3,850.9
$
3,889.4
$
4,268.6
$
4,315.6
5.5
% senior notes due
2027
1,998.5
2,000.7
1,998.1
1,984.2
6.5
% senior notes due
2032
743.7
777.1
742.9
758.0
The above fair values, which are Level 2 liabilities, were computed based on comparable quoted market prices.
Note 8—Stockholders’ Equity
Stock repurchase program
In July 2024, our Board of Directors authorized a stock repurchase program, which enabled us to repurchase up to $
1
billion in the aggregate of our outstanding common stock on the open market or in privately negotiated transactions until the one-year anniversary of the Board’s authorization, unless earlier terminated by the Board. In May 2025, our Board of Directors authorized a stock repurchase program, which enables us to repurchase up to $
1.5
billion in the aggregate of our outstanding common stock on the open market or in privately negotiated transactions until the one-year anniversary of the Board’s authorization, unless earlier terminated by the Board. During the
three and nine months ended September 30, 2025
, we repurchased
2.8
million and
8.6
million shares, respectively, of common stock for approximately $
240.5
million and $
717.0
million, respectively, which includes a
1
% excise tax on share repurchases. During the
three and nine months ended September 30, 2024
, we repurchased
1.2
million and
5.7
million shares, respectively, of common stock for approximately $
88.3
million and $
369.3
million, respectively, which includes a
1
% excise tax on share repurchases. We use the cost method to account for treasury stock purchases. Under the cost method, the price paid for the stock is charged to the treasury stock account.
Dividends
We paid quarterly cash dividends of $
0.25
per share of common stock in each of March and June 2025 and $
0.27
per share of common stock in September 2025, totaling $
188.3
million for the nine months ended September 30, 2025
. We paid quarterly cash dividends of $
0.24
per share of common stock in each of March and June 2024 and $
0.25
per share of common stock in September 2024, totaling $
182.6
million for the nine months ended September 30, 2024.
Accumulated
Other Comprehensive Loss
Accumulated other comprehensive loss balances, net of tax, consist of the following (in millions):
Foreign Currency Translation
Defined Benefit Obligation
Accumulated Other Comprehensive Loss
Balance, December 31, 2024
$
(
539.6
)
$
(
1.6
)
$
(
541.2
)
Net current period other comprehensive income (1)
233.9
—
233.9
Balance, September 30, 2025
$
(
305.7
)
$
(
1.6
)
$
(
307.3
)
(1)
Amounts are reported net of tax. Tax effects were immaterial.
Note 9—Variable Interest Entity
In July 2021, we entered into an agreement whereby we obtained an
80.2
% interest in DomaniRx, LLC (
“
DomaniRx
”
), a variable interest entity under GAAP. We have the power to direct the majority of the activities of DomaniRx that most significantly impact its economic performance, the obligation to absorb losses and the right to receive benefits from DomaniRx. Accordingly, we determined that we are the primary beneficiary of DomaniRx and consolidate its results.
During the three months ended September 30, 2025, the Board of DomaniRx authorized a distribution of funds in accordance with each member’s ownership interest in DomaniRx in the amount of $
109.9
million. Of the total distribution, $
21.8
million was distributed to the noncontrolling interests and we retained $
88.1
million.
13
The carrying value of the assets and liabilities associated with DomaniRx included in our unaudited condensed consolidated balance sheet at
September 30, 2025 and December 31, 2024, which are limited for use in its operations and do not have recourse against our general credit or our senior secured credit facilities, are as follows:
September 30,
December 31,
2025
2024
Assets:
Cash and cash equivalents
$
33.3
$
155.2
Prepaid expenses and other current assets
0.5
0.9
Intangible assets
227.9
217.6
Other assets
5.3
2.4
Liabilities:
Other liabilities
0.8
1.1
Note 10—Revenues
We generate revenues primarily through our software-enabled services. Our software-enabled services are generally provided under contracts with initial terms of
one
to
five years
that require monthly or quarterly payments and are subject to automatic annual renewal at the end of the initial term unless terminated by either party. We also generate revenues by licensing our software to clients through either term or perpetual licenses and by selling maintenance services. We classify license revenues related to sales-based royalty arrangements as term license revenue. Maintenance services are generally provided under annually renewable contracts. Our pricing typically scales as a function of our clients’ assets under management, the complexity of asset classes managed, the volume of transactions and the scope of service the client requires. Revenues from professional services consist mostly of services provided on a time and materials basis.
Deferred revenues primarily represent unrecognized fees billed or collected for maintenance and professional services. Deferred revenues are recognized as (or when) we perform under the contract. Long-term deferred revenue of $
40.2
million and $
42.4
million, was included in other long-term liabilities as of September 30, 2025 and December 31, 2024, respectively, in our unaudited condensed consolidated balance sheet. Deferred revenues are recorded on a net basis with contract assets at the contract level. Accordingly, as of September 30, 2025 and December 31, 2024, approximat
ely $
71.5
m
illion and $
72.3
million, respectively, of deferred revenue is presented net within contract assets arising from the same contracts. The amount of maintenance and professional services revenues recognized in the period that was included in the opening deferred revenues balance wa
s $
350.7
mill
ion for the nine months ended September 30, 2025.
As of September 30, 2025
, revenue of approximately $
923.3
million is expected to be recognized from remaining performance obligations for license, maintenance and related revenues, of which $
474.6
million is expected to be recognized over the next twelve months and the remainder is expected to be recognized over a weighted average period of approximately two years.
We record revenue net of any taxes assessed by governmental authorities.
Revenue Disaggregation
The following table disaggregates our revenues by geography (in millions):
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
United States
$
1,047.9
$
1,007.4
$
3,119.0
$
3,015.1
United Kingdom
188.5
173.2
561.7
494.5
Europe (excluding United Kingdom), Middle East and Africa
131.7
126.7
391.9
361.4
Asia-Pacific
98.8
72.0
267.6
224.2
Canada
70.6
54.4
184.5
168.7
Americas, excluding United States and Canada
30.5
32.1
94.0
88.4
Total
$
1,568.0
$
1,465.8
$
4,618.7
$
4,352.3
14
The following table disaggregates our revenues by source (in millions):
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Software-enabled services
$
1,309.4
$
1,206.2
$
3,847.0
$
3,586.3
Maintenance and term licenses
219.7
230.0
665.8
673.2
Professional services
25.7
24.1
75.8
73.0
Perpetual licenses
13.2
5.5
30.1
19.8
Total
$
1,568.0
$
1,465.8
$
4,618.7
$
4,352.3
Note 11—Stock-based Compensation
S
tock options, SARs, PSUs and RSUs
The amount of stock-based compensation expense recognized in our Condensed Consolidated Statements of Comprehensive Income for the
three and nine months ended September 30, 2025 and 2024 was as follows (in millions):
Three Months Ended September 30,
Nine Months Ended September 30,
Condensed Consolidated Statements of Comprehensive Income Classification
2025
2024
2025
2024
Cost of software-enabled services
$
21.2
$
18.2
$
59.8
$
51.3
Cost of license, maintenance and other related
1.9
2.1
6.4
5.9
Total cost of revenues
23.1
20.3
66.2
57.2
Selling and marketing
10.0
9.0
29.2
26.0
Research and development
7.0
7.6
23.1
21.6
General and administrative
19.9
15.3
54.4
43.1
Total operating expenses
36.9
31.9
106.7
90.7
Total stock-based compensation expense
$
60.0
$
52.2
$
172.9
$
147.9
The following table summarizes stock option and stock appreciation rights (“SARs”) activity, as well as performance stock units (“PSUs”) and restricted stock units (“RSUs”) activity, for the
nine months ended September 30, 2025 (shares in millions):
Stock Options and SARs
PSUs and RSUs
Outstanding at December 31, 2024
31.3
4.8
Granted
1.8
2.6
Cancelled/forfeited
(
0.9
)
(
0.3
)
Exercised
(
6.4
)
—
Vested
—
(
2.0
)
Outstanding at September 30, 2025
25.8
5.1
Note 12—Income Taxes
The effective tax rate was
17.1
%
and
26.7
%
for the three months ended September 30, 2025 and 2024, respectively, and
19.9
%
and
21.5
%
for the nine months ended September 30, 2025 and 2024, respectively.
The effective tax rates for the three and nine months ended September 30, 2025 include tax benefits of $
17.5
million related to releases of uncertain tax positions due to closed audits and statute of limitation expirations. The effective tax rates for the three and nine months ended September 30, 2024 include tax benefits of $
1.1
million and $
41.9
million, respectively, related to releases of uncertain tax positions and $
1.5
million and $
7.2
million,
respectively, of tax refunds, due to closed audits and statute of limitation expirations.
On July 4, 2025, the One Big Beautiful Bill Act (“OB3”) was enacted in the United States. The OB3 includes a broad range of tax reform provisions for businesses, including extensions of key provisions of the 2017 Tax Cuts and Jobs Act, modifications to the international tax framework, and restoration of favorable tax treatment for certain business provisions. Certain provisions of the legislation became effective in 2025 while others are effective in 2026. The most significant tax provisions impacting our consolidated financial statements include the immediate expensing of research and development costs incurred in the United States for tax years beginning after December 31, 2024, and 100% bonus depreciation for qualified property acquired and placed in service after January
15
19, 2025. The change in current and deferred tax expense has been recorded and did not have a material impact to our income statement.
Note 13—Earnings per Share
The following table sets forth the computation of basic and diluted EPS (in millions, except per share amounts):
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Net income attributable to SS&C common stockholders
$
210.0
$
164.4
$
603.8
$
512.3
Shares attributable to SS&C:
Weighted-average common shares outstanding – used in calculation of basic EPS
243.8
246.1
244.8
246.4
Weighted-average common stock equivalents – stock options and restricted shares
8.8
8.0
8.3
6.9
Weighted-average common and common equivalent shares outstanding – used in calculation of diluted EPS
252.6
254.1
253.1
253.3
Earnings per share attributable to SS&C common stockholders – Basic
$
0.86
$
0.67
$
2.47
$
2.08
Earnings per share attributable to SS&C common stockholders – Diluted
$
0.83
$
0.65
$
2.39
$
2.02
Weighted-average stock options, RSUs and PSUs representing
2.1
mill
ion and
4.9
million shares were outstanding for the
three and nine months ended September 30, 2025
, respectively, but were not included in the computation of diluted EPS because the effect of including them would be anti-dilutive. Weighted-average stock options, SARs, RSUs and PSUs representing
13.3
mill
ion and
14.5
million shares were outstanding for the
three and nine months ended September 30, 2024
, respectively, but were not included in the computation of diluted EPS because the effect of including them would be anti-dilutive.
Note 14—Commitments and Contingencies
From time to time, we are subject to legal proceedings and claims. In our opinion, we are not involved in any litigation or proceedings that would have a material adverse effect on us or our business.
Note 15—Subsequent Events
Acquisition
On October 14, 2025, we purchased all of the outstanding stock of Colossus Topco Limited, the parent
company of Calastone Limited (“Calastone”), for approximately $
1.03
billion in cash, plus the costs of effecting the transaction. We funded the acquisition with a combination of debt and cash. As part of the transaction, we borrowed $
1.05
billion through incremental Term B-8 loans.
Calastone is a global funds network and technology solutions provider to the wealth and asset management industries.
This acquisition will be accounted for as a business combination under the acquisition method. Based upon the timing of this acquisition, the initial accounting for the acquisition is not yet complete as we are finalizing purchase accounting as it relates to assets acquired, liabilities assumed, as well as the fair value of certain intangible assets. The preliminary application of acquisition accounting to the assets acquired, and liabilities assumed, as well as the results of operations will first be reflected in our consolidated financial statements for the year ended December 31, 2025.
Item 2. Management’s Discussion and Analysis o
f Financial Condition and Results of Operations
This Management’s Discussion and Analysis of Financial Condition and Results of Operations, or MD&A, is intended to provide readers of our Condensed Consolidated Financial Statements with the perspectives of management. It presents, in narrative form, information regarding our financial condition, results of operations, liquidity and certain other factors that may affect our future results. It should be read in conjunction with our Annual Report on Form 10-K and Form 10-K/A for the year ended December 31,
16
2024, filed with the Securities and Exchange Commission (the “SEC”) on March 3, 2025 and March 4, 2025, respectively (the “2024 Form 10-K”) and the Condensed Consolidated Financial Statements included in this Form 10-Q.
We use the term organic to refer to the businesses and operations that are included in the comparable prior year period on a constant currency basis. Organic includes the change in an acquired business, but excludes the impact of any business which we acquired for the time period which would impact the comparable prior year period.
Ongoing macroeconomic conditions, such as changes in interest rates and inflation, volatility in capital markets, global trade issues, geopolitical tensions, foreign currency exchange rate fluctuations, and other similar factors, could have impacts on our results that are uncertain and, in many respects, outside our control. The situations remain dynamic and subject to rapid and possibly material change, which ultimately could result in material negative effects on our business and results of operations. We will continue to evaluate the nature and extent of the potential impacts to our business, consolidated results of operations, liquidity and capital resources.
Critical Accounting Estimates
A number of our accounting policies require the application of significant judgment by our management, and such judgments are reflected in the amounts reported in our Condensed Consolidated Financial Statements. In applying these policies, our management uses its judgment to determine the appropriate assumptions to be used in the determination of estimates. Those estimates are based on our historical experience, terms of existing contracts, management’s observation of trends in the industry, information provided by our clients and information available from other outside sources, as appropriate. Actual results may differ significantly from the estimates contained in our Condensed Consolidated Financial Statements. There have been no material changes to our critical accounting estimates and assumptions or the judgments affecting the application of those estimates and assumptions since the filing of our 2024 Form 10-K. Our critical accounting policies are described in the 2024 Form 10-K and include:
•
Investments
•
Intangible Assets and Goodwill
•
Software Capitalization
•
Acquisition Accounting
•
Revenue Recognition
•
Stock-based Compensation
•
Income Taxes
Results of Operations
Our results of operations below include the results of acquisitions from the date of acquisition. Battea-Class Action Services, LLC (“Battea”) was acquired during September 2024. FPS Trust Company was acquired during February 2025.
Revenues
We derive our revenues from two sources: software-enabled services revenues and license, maintenance and related revenues. As a general matter, fluctuations in our software-enabled services revenues are attributable to our customer retention, the number of new software-enabled services clients as well as total assets under management in our clients’ portfolios and the number of outsourced transactions provided to our existing clients. 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 on an accrual basis. Because these additional revenues are offset by the reimbursable expenses incurred, there is no impact on gross profit, operating income and net income, however the reimbursements billed and expenses incurred can lead to fluctuations in revenues, cost of revenues and gross margin percentage each period. License, maintenance and related revenues consist primarily of term and perpetual license fees, maintenance fees and professional services. Maintenance revenues vary based on customer retention and on the annual increases in fees, which are generally tied to the consumer price index. License and professional services revenues tend to fluctuate based on the number of new licensing clients, the timing and terms of contract renewals and demand for consulting services.
The following table provides the percentage of total revenue derived by the two sources of revenue:
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Software-enabled services
83.5
%
82.3
%
83.3
%
82.4
%
License, maintenance and related
16.5
%
17.7
%
16.7
%
17.6
%
Total revenues
100.0
%
100.0
%
100.0
%
100.0
%
17
The following table sets forth revenues (dollars in millions) and percent change in revenues for the periods indicated:
Three Months Ended September 30,
Percent
Change from
Prior
Period
Nine Months Ended September 30,
Percent
Change from
Prior
Period
2025
2024
2025
2024
Software-enabled services
$
1,309.4
$
1,206.2
8.6
%
$
3,847.0
$
3,586.3
7.3
%
License, maintenance and related
258.6
259.6
(0.4
)%
771.7
766.0
0.7
%
Total revenues
$
1,568.0
$
1,465.8
7.0
%
$
4,618.7
$
4,352.3
6.1
%
Three Months Ended September 30, 2025 and 2024
. Our revenues increased $102.2 million, or 7.0%, primarily due to an increase of $76.4 million in organic revenue growth driven by strength in the SS&C GlobeOp fund administration and Global Investor and Distribution Solutions businesses. Our revenues also increased due to acquisitions, which contributed $16.6 million, and the favorable impact from foreign currency translation of $9.2 million.
Software-enabled services revenues increased $103.2 million, or 8.6%, primarily due to an increase in organic revenues of $79.4 million as well as acquisitions, which added $16.6 million in revenues, and the favorable impact from foreign currency translation of $7.2 million. License, maintenance and related revenues decreased $1.0 million, or 0.4%, due to a decrease in organic revenues of $3.0 million, partially offset by the favorable impact from foreign currency translation of $2.0 million.
Nine Months Ended September 30, 2025 and 2024
. Our revenues increased $266.4 million, or 6.1%, primarily due to an increase of $209.3 million in organic revenue growth driven by strength in the SS&C GlobeOp fund administration, Global Investor and Distribution Solutions, and Wealth and Investment Technologies businesses. Our revenues also increased due to acquisitions, which contributed $50.4 million in revenues, and the favorable impact from foreign currency translation of $6.7 million.
Software-enabled services revenues increased $260.7 million, or 7.3%, primarily due to an increase in organic revenues of $204.8 million as well as acquisitions, which added $50.4 million in revenues, and the favorable impact from foreign currency translation of $5.5 million. License, maintenance and related revenues increased $5.7 million, or 0.7%, due to an increase in organic revenues of $4.5 million and the favorable impact from foreign currency translation of $1.2 million.
Cost of Revenues
Cost of software-enabled services revenues consists primarily of costs related to personnel who deliver our software-enabled services and amortization of certain intangible assets. Cost of license, maintenance and other related revenues consists primarily of the costs related to personnel utilized in servicing our maintenance contracts and to provide implementation, conversion and training services to our software licensees, as well as system integration and custom programming consulting services and amortization of intangible assets.
The following tables set forth each of the following cost of revenues as a percentage of their respective revenue source for the periods indicated:
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Cost of software-enabled services
54.5
%
54.9
%
53.9
%
54.4
%
Cost of license, maintenance and related
41.0
%
38.4
%
40.4
%
38.2
%
Total cost of revenues
52.3
%
52.0
%
51.7
%
51.5
%
Gross margin percentage
47.7
%
48.0
%
48.3
%
48.5
%
18
The following table sets forth cost of revenues (dollars in millions) and percent change in cost of revenues for the periods indicated:
Three Months Ended September 30,
Percent
Change from
Prior
Period
Nine Months Ended September 30,
Percent
Change from
Prior
Period
2025
2024
2025
2024
Cost of software-enabled services
$
714.2
$
661.9
7.9
%
$
2,075.4
$
1,949.7
6.4
%
Cost of license, maintenance and related
106.0
99.7
6.3
%
311.5
292.9
6.4
%
Total cost of revenues
$
820.2
$
761.6
7.7
%
$
2,386.9
$
2,242.6
6.4
%
Three Months Ended September 30, 2025 and 2024
. Our total cost of revenues increased by $58.6 million, or 7.7%, primarily due to an increase of $45.2 million in organic costs as well as acquisitions, which added $10.3 million in costs, and the unfavorable impact from foreign currency translation, which increased costs by $3.1 million. Our organic cost increase reflects continued investment in delivering client service.
Cost of software-enabled services revenues increased $52.3 million, or 7.9%, due to an increase of $39.9 million in organic costs, acquisitions, which added $10.3 million in costs, and the unfavorable impact from foreign currency translation of $2.1 million. Cost of license, maintenance and related revenues increased $6.3 million, or 6.3%, due to an increase of $5.3 million in organic costs and the unfavorable impact from foreign currency translation of $1.0 million.
Nine Months Ended September 30, 2025 and 2024
. Our total cost of revenues increased by $144.3 million, or 6.4%, primarily due to an increase of $113.0 million in organic costs as well as acquisitions, which added $30.1 million in costs, and the unfavorable impact from foreign currency translation, which increased costs by $1.2 million. Our organic cost increase reflects continued investment in delivering client service.
Cost of software-enabled services revenues increased $125.7 million, or 6.4%, due to an increase of $94.5 million in organic costs, acquisitions, which added $30.1 million in costs, and the unfavorable impact from foreign currency translation of $1.1 million. Cost of license, maintenance and related revenues increased $18.6 million, or 6.4%, due to an increase of $18.5 million in organic costs and the unfavorable impact from foreign currency translation of $0.1 million.
Operating Expenses
Selling and marketing expenses consist primarily of the personnel costs associated with the selling and marketing of our products, including, but not limited to, salaries, commissions and travel and entertainment. Selling and marketing expenses also include amortization of certain intangible assets, 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. General and administrative expenses consist primarily of personnel costs related to management, accounting and finance, information management, human resources and administration and associated overhead costs, as well as fees for professional services.
The following table sets forth the percentage of our total revenues represented by each of the following operating expenses for the periods indicated:
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Selling and marketing
9.2
%
9.8
%
9.7
%
9.8
%
Research and development
7.6
%
9.0
%
8.1
%
8.8
%
General and administrative
7.6
%
7.1
%
7.3
%
7.2
%
Total operating expenses
24.4
%
25.9
%
25.2
%
25.8
%
19
The following table sets forth operating expenses (dollars in millions) and percent change in operating expenses for the periods indicated:
Three Months Ended September 30,
Percent
Change from
Prior
Period
Nine Months Ended September 30,
Percent
Change from
Prior
Period
2025
2024
2025
2024
Selling and marketing
$
144.7
$
144.1
0.4
%
$
449.4
$
427.6
5.1
%
Research and development
118.6
131.3
(9.7
)%
375.8
380.9
(1.3
)%
General and administrative
118.8
103.7
14.6
%
338.5
315.6
7.3
%
Total operating expenses
$
382.1
$
379.1
0.8
%
$
1,163.7
$
1,124.1
3.5
%
Three Months Ended September 30, 2025 and 2024
. Operating expenses increased $3.0 million, or 0.8%, due to acquisitions, which added $3.3 million in expenses and the unfavorable impact from foreign currency translation of $2.8 million. These increases were partially offset by a decrease of $3.1 million in organic operating expenses. Total operating expenses, excluding the impact of acquisitions and foreign currency translation, primarily decreased due to lower personnel costs.
Nine Months Ended September 30, 2025 and 2024
. Operating expenses increased $39.6 million, or 3.5%, due to an increase of $28.6 million in organic operating expenses, acquisitions, which added $10.5 million in expenses, and the unfavorable impact from foreign currency translation of $0.5 million. Total operating expenses, excluding the impact of acquisitions and foreign currency translation, primarily increased due to resource needs to support organic growth.
Comparison of the Three and Nine Months Ended September 30, 2025 and 2024 for Interest, Taxes and Other
Interest expense, net
. Net interest expense totaled $104.2 million and $314.9 million for the three and nine months ended September 30, 2025, respectively, compared to $109.6 million and $338.9 million for the three and nine months ended September 30, 2024, respectively. The decrease in interest expense, net for 2025 as compared to 2024 is primarily due to lower average interest rates. We had an average interest rate of 6.20% and 6.14% for the three and nine months ended September 30, 2025, respectively, compared to 6.78% and 6.81% for the three and nine months ended September 30, 2024, respectively.
Other income, net
. Other income, net was $5.3 million and $11.4 million for the three and nine months ended September 30, 2025, respectively, compared to $9.3 million and $16.5 million for the three and nine months ended September 30, 2024, respectively. For the three months ended September 30, 2025, other income, net consisted primarily of foreign currency translation gains of $3.2 million and dividend income of $2.2 million. For the nine months ended September 30, 2025, other income, net consisted primarily of dividend income of $15.9 million, partially offset by investment losses due to mark-to-market adjustments of $2.4 million. For the three months ended September 30, 2024, other income, net consisted primarily of foreign currency translation gains of $4.2 million, investment gains due to mark-to-market adjustments of $3.1 million and dividend income of $2.2 million. For the nine months ended September 30, 2024, other income, net consisted primarily of dividend income of $14.8 million and investment gains due to mark-to-market adjustments of $2.5 million, partially offset by foreign currency translation losses of $1.6 million.
Equity in earnings of unconsolidated affiliates, net.
Equity in earnings of unconsolidated affiliates, net totaled $(11.6) million and $(7.7) million for the three and nine months ended September 30, 2025, respectively, compared to $1.1 million and $20.7 million for the three and nine months ended September 30, 2024, respectively. The equity in earnings of unconsolidated affiliates, net in 2025 is primarily related to adjustments of $(11.5) million and $(11.4) million for the three and nine months ended September 30, 2025, respectively, to decrease the carrying value of one of our investments. Our equity in earnings of unconsolidated affiliates, net in 2024 included a $17.1 million adjustment for the nine months ended September 30, 2024 to increase the carrying value of one of our investments.
Provision for income taxes
. The following table sets forth the provision for income taxes (dollars in millions) and effective tax rates for the periods indicated:
Three Months Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
Provision for income taxes
$
43.5
$
60.0
$
150.0
$
140.5
Effective tax rate
17.1
%
26.7
%
19.9
%
21.5
%
20
Our effective tax rates for the three and nine months ended September 30, 2025 and 2024 differ from the statutory rate of 21.0% primarily due to the composition of income before income taxes from foreign and domestic tax jurisdictions, foreign income that is being taxed in the U.S. offset by foreign tax credits that are being limited and the recognition of windfall tax benefits from stock awards. The change in the effective tax rate for the three and nine months ended September 30, 2025 compared to the prior year was primarily driven by the releases of uncertain tax positions due to closed audits, recognition of windfall tax benefits from stock awards and a proportionate change in the composition of income before income taxes from foreign and domestic tax jurisdictions. The effective tax rates for the three and nine months ended September 30, 2025 include tax benefits of $17.5 million related to releases of uncertain tax positions due to closed audits and statute of limitation expirations. The effective tax rates for the three and nine months ended September 30, 2024 include tax benefits of $1.1 million and $41.9 million, respectively, related to releases of uncertain tax positions and $1.5 million and $7.2 million, respectively, of tax refunds, due to closed audits and statute of limitation expirations. While we have income from multiple foreign sources, the majority of our non-U.S. operations are in the United Kingdom and India. We anticipate the statutory tax rates in 2025 to be 25.0% in the United Kingdom and approximately 25.3% in India. A future change in the composition of income before income taxes from foreign and domestic tax jurisdictions could impact our periodic effective tax rate.
In 2021, the OECD (“Organisation for Economic Co-operation and Development”)/G20 Inclusive Framework on Base Erosion and Profit Shifting released Model Global Anti-Base Erosion rules under Pillar Two. Further guidance was released throughout 2022 and 2023. Certain aspects of Pillar Two were effective January 1, 2024 and other aspects were effective January 1, 2025. 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. The provisions effective in 2024 and 2025 were not material to our financial position and cash flows.
Liquidity and Capital Resources
Our principal cash requirements are for delivering value to our clients, pursuing new sales opportunities, making payments with respect to our indebtedness, investing in research and development, acquiring complementary businesses or assets, repurchasing shares of our common stock and paying dividends on our common stock. 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 paid quarterly cash dividends of $0.25 per share of common stock in each of March and June 2025 and $0.27 per share of common stock in September 2025, totaling $188.3 million for the nine months ended September 30, 2025. We paid quarterly cash dividends of $0.24 per share of common stock in each of March and June 2024 and $0.25 per share of common stock in September 2024, totaling $182.6 million for the nine months ended September 30, 2024.
Client funds obligations include our transfer agency client balances invested overnight, claims administration funds due to our customers, as well as our contractual obligations to remit funds to satisfy client pharmacy claim obligations and are recorded on the unaudited condensed consolidated balance sheet when incurred, generally after a claim has been processed by us. Our contractual obligations to remit funds to satisfy client obligations are primarily sourced by funds held on behalf of clients. We had $3,664.6 million of client funds obligations at September 30, 2025.
Cash flows from operating, investing and financing activities, as reflected in our Condensed Consolidated Statements of Cash Flows, are summarized in the following table (in millions):
Nine Months Ended September 30,
Net cash, cash equivalents and restricted cash and cash equivalents provided by (used in):
2025
2024
Change From Prior Year
Operating activities
$
1,101.3
$
902.0
$
199.3
Investing activities
(229.6
)
(802.6
)
573.0
Financing activities
(791.9
)
(790.1
)
(1.8
)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
9.8
2.2
7.6
Net increase (decrease) in cash, cash equivalents and restricted cash and cash equivalents
$
89.6
$
(688.5
)
$
778.1
Net cash provided by operating activities was $1,101.3 million for the nine months ended September 30, 2025. Cash provided by operating activities primarily resulted from net income of $604.7 million adjusted for non-cash items of $770.5 million, partially offset by changes in our working capital accounts totaling $273.9 million. The changes in our working capital accounts were driven by increases in accounts receivable, prepaid expenses and contract assets, as well as a decrease in deferred revenue and changes in
21
income taxes prepaid and payable due to the timing of tax payments. These changes were partially offset by a decrease in accrued expenses.
Investing activities used net cash of $229.6 million for the nine months ended September 30, 2025, primarily related to $155.5 million in capitalized software development costs, $70.3 million in capital expenditures, $9.8 million contributed to unconsolidated affiliates and $5.9 million paid for business acquisitions, net of cash acquired, partially offset by the collection of other non-current receivables of $7.9 million.
Financing activities used net cash of $791.9 million for the nine months ended September 30, 2025, primarily related to $717.3 million of purchases of common stock for treasury, net repayments of debt of $423.1 million, $188.3 million in quarterly dividends paid, $73.2 million in withholding taxes paid related to equity award net share settlements and $21.8 million in distributions to noncontrolling interests, offset by proceeds of $362.4 million from stock option exercises and a net increase in client fund obligations of $269.4 million.
We have made a permanent reinvestment determination in certain non-U.S. operations that have historically generated positive operating cash flows. At September 30, 2025, we held approximately $254.9 million in cash and cash equivalents at non-U.S. subsidiaries where we had made such a determination and in turn no provision for income taxes had been made.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Senior Secured Credit Facilities and Senior Notes
The table below provides a summary of the key terms of our Senior Secured Credit Facilities and Senior Notes:
Amount Outstanding
at September 30, 2025
Maturity
Scheduled Quarterly
(in millions)
Date
Payments Required
Senior Secured Credit Facilities
Term B-8 Loans
$
3,091.9
May 9, 2031
(1)
Term A-9 Loans
780.0
September 27, 2029 (2)
0.625% (3)
Revolving Credit Facility (4)
—
December 28, 2027
None
5.5% Senior Notes
2,000.0
September 30, 2027
None
6.5% Senior Notes
750.0
June 1, 2032
None
(1)
Per the September 2024 Incremental Joinder, scheduled quarterly payments of 0.25% are required. We have made prepayments on our Term B-8 Loans and do not have any principal quarterly payments due until March 2030.
(2)
The Term A-9 Loans will mature on the earlier to occur of (1) September 27, 2029 or (2) 91 days prior to the maturity of (x) the 5.5% Senior Notes if more than $150.0 million aggregate principal amount remains outstanding on the 91
st
day prior to such maturity or (y) the Revolving Credit Facility if more than $150.0 million aggregate principal amount of commitments remain outstanding on the 91
st
day prior to such maturity, whichever of (x) or (y) comes first.
(3)
Scheduled quarterly payment required for the first eight fiscal quarters commencing with the fiscal quarter ending December 31, 2024. The scheduled quarterly payment will increase to 1.250% for each quarter thereafter until the maturity date of the Term A-9 Loans.
(4)
The senior secured credit facility has a revolving credit facility available for borrowings by SS&C with $600.0 million in available commitments (“Revolving Credit Facility”), of which $593.8 million was available as of September 30, 2025. The Revolving Credit Facility also contains a $75.0 million letter of credit sub-facility, of which $6.2 million was utilized as of September 30, 2025.
22
Debt Terms
Our obligations under the Term B-8 Loans and Term A-9 Loans are guaranteed by our existing and future wholly-owned domestic restricted subsidiaries (subject to 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 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. 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. The amended senior secured credit facility also contains a financial maintenance covenant for the benefit of the Term A-9 Loans that will require us to maintain a separate maximum consolidated net secured leverage ratio. 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. As of September 30, 2025, we were in compliance with all financial and non-financial covenants.
The 5.5% 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 5.5% Senior Notes are unsecured senior obligations that are equal in right of payment to all of our existing and future senior unsecured indebtedness. Interest on the 5.5% Senior Notes is payable on March 30 and September 30 of each year.
At any time after March 30, 2025, we may, at our option, redeem some or all of the 5.5% Senior Notes, in whole or in part, at 100% of the principal amount, plus accrued and unpaid interest to the redemption date.
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. On 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.
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. 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.
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. In addition, the Term A-9 Loans will be subject to a 5.25x consolidated net secured leverage ratio commencing at the fiscal quarter ending December 31, 2024,
23
which will, at our option, increase to 5.75x for four consecutive fiscal quarters following a material permitted acquisition. Our ability to meet either financial ratio can be affected by events beyond our control, and we cannot assure you that we will meet either ratio. Any breach of either financial covenant could result in an event of default under the amended senior secured credit facility. Upon the occurrence of any event of default under the amended senior secured credit facility, the lenders could elect to declare all amounts outstanding under the amended senior secured credit facility to be immediately due and payable and terminate all commitments to extend further credit. Any default and subsequent acceleration of payments under the amended senior secured credit facility would have a material adverse effect on our results of operations, financial position and cash flows. Additionally, under the amended senior secured credit facility, our ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is also tied to baskets and ratios based on Consolidated EBITDA.
Consolidated EBITDA is a non-GAAP financial measure used in key financial covenants contained in the amended senior secured credit facility, which is the material facility supporting our capital structure and providing liquidity to our business. 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. 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.
Management uses Consolidated EBITDA to gauge the costs of our capital structure on a day-to-day basis when full financial statements are unavailable. Management further believes that providing this information allows our investors greater transparency and a better understanding of our ability to meet our debt service obligations and make capital expenditures.
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. As a result, the measure can be disproportionately affected by a particularly strong or weak quarter. Further, it may not be comparable to the measure for any subsequent four-quarter period or any complete fiscal year.
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. Because other companies may calculate Consolidated EBITDA differently than we do, Consolidated EBITDA may not be comparable to similarly titled measures reported by other companies. 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 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 amended senior secured credit facility, but which others may believe are normal expenses for the operation of a business.
24
The following is a reconciliation of net income to Consolidated EBITDA attributable to SS&C common stockholders as defined in our amended senior secured credit facility.
Three Months Ended September 30,
Nine Months Ended September 30,
Twelve Months Ended September 30,
(in millions)
2025
2024
2025
2024
2025
Net income
$
210.4
$
164.6
$
604.7
$
513.3
$
853.1
Interest expense, net
104.2
109.6
314.9
338.9
427.8
Provision for income taxes
43.5
60.0
150.0
140.5
141.5
Depreciation and amortization
175.4
171.3
521.1
504.3
696.9
EBITDA
533.5
505.5
1,590.7
1,497.0
2,119.3
Stock-based compensation
60.0
52.2
172.9
147.9
228.3
Acquired EBITDA and cost savings (1)
—
0.8
—
19.4
—
Loss on extinguishment of debt
1.3
1.3
2.2
30.1
3.3
Equity in earnings of unconsolidated affiliates, net
11.6
(1.1
)
7.7
(20.7
)
4.0
Purchase accounting adjustments (2)
1.1
1.9
3.3
5.7
4.4
ASC 606 adoption impact
0.1
(0.7
)
0.3
(2.0
)
0.4
Foreign currency translation (gains) losses
(3.2
)
(4.2
)
0.9
1.6
7.5
Investment gains (3)
(3.3
)
(5.3
)
(13.5
)
(17.3
)
(15.8
)
Facilities and workforce restructuring
12.0
13.9
36.2
33.6
44.1
Acquisition related (4)
3.8
1.8
6.8
2.7
7.4
Other (5)
2.6
1.8
6.2
6.4
10.9
Consolidated EBITDA
$
619.5
$
567.9
$
1,813.7
$
1,704.4
$
2,413.8
Consolidated EBITDA attributable to noncontrolling interest (6)
(0.5
)
(0.9
)
(2.4
)
(3.1
)
(3.4
)
Consolidated EBITDA attributable to SS&C common stockholders
$
619.0
$
567.0
$
1,811.3
$
1,701.3
$
2,410.4
________________________
(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.
(2)
Purchase accounting adjustments include (a) an adjustment to increase revenues by the amount that would have been recognized if deferred revenue were not adjusted to fair value at the date of acquisitions, (b) an adjustment to increase personnel and commissions expense by the amount that would have been recognized if prepaid commissions and deferred personnel costs were not adjusted to fair value at the date of the acquisitions and (c) an adjustment to increase or decrease rent expense by the amount that would have been recognized if lease obligations were not adjusted to fair value at the date of acquisitions.
(3)
Investment gains includes unrealized fair value adjustments of investments and dividend income received on investments.
(4)
Acquisition related includes costs related to both current acquisitions and the resolution of pre-acquisition matters.
(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.
(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.
Our covenant requirement for consolidated net secured leverage ratio for the benefit of the Revolving Credit Facility and the actual ratio as of September 30, 2025 are as follows:
Covenant
Requirement
Actual
Ratio
Maximum consolidated net secured leverage to
Consolidated EBITDA ratio
(1)
Calculated as the ratio of consolidated net secured funded indebtedness, net of cash and cash equivalents, as defined by the amended senior secured credit facility, for the period of four consecutive fiscal quarters ended on the measurement date. Consolidated net secured funded indebtedness is comprised of indebtedness for borrowed money, letters of credit, deferred purchase price obligations and capital lease obligations, all of which is secured by liens on our property.
Recent Accounting Pronouncements Not Yet Effective
In December 2023, the FASB issued ASU 2023-09,
Improvements to Income Tax Disclosures (Topic 740)
. The standard required more enhanced disclosures specifically related to effective tax rate reconciliation and income taxes paid. The new requirements were effective for fiscal years beginning after December 15, 2024, on a prospective basis. We plan to adopt the standard
25
in our consolidated financial statements for the year ending December 31, 2025, and we expect the standard will impact financial statement disclosures only and will not impact our financial position, results of operations or cash flows.
In July, 2025, the FASB issued ASU 2025-05,
Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets
. This standard provides all entities with a practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the current accounts receivable and current contract assets. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025 and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-05.
In November 2024, the FASB issued ASU 2024-03,
Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.
In September 2025, the FASB issued ASU 2025-06,
Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software
, to modernize the accounting guidance for internal-use software costs. The standard removes all references to software development project stages and instead requires capitalization when (i) management has authorized and committed to funding the software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-06.
Item 3. Quantitative and Qualitat
ive Disclosures About Market Risk
We do not use derivative financial instruments for trading or speculative purposes. We have generally invested our available cash in short-term, highly liquid financial instruments, having initial maturities of three months or less. When necessary, we have borrowed to fund acquisitions.
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 will fluctuate. The effect of changes in interest rates attributable to earnings derived from cash balances we hold for clients is offset by changes in interest rates on our variable debt. For the nine months ended September 30, 2025, our average daily cash balances of approximately $2.6 billion were maintained in such accounts. We estimate that a 100 basis point increase in the interest rate would equal approximately $12.6 million of net income, net of income taxes, on an annual basis.
At September 30, 2025, total variable interest rate debt was approximately $3,871.9 million. As of September 30, 2025, a 100 basis point increase in interest rates would result in an increase in interest expense of approximately $38.7 million per year.
Equity Price Risk
We have exposure to equity price risk as a result of our investments in equity securities. Equity price risk results from changes in the level or volatility of equity prices which affect the value of equity securities or instruments that derive their value from such securities or indexes. The fair value of our investments that are subject to equity price risk as of September 30, 2025 was approximately $43.3 million. The impact of a 10% change in fair value of these investments would have been approximately $3.2 million to net income, net of income taxes. 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 the nine months ended September 30, 2025, approximately 32% of our revenues were from clients located outside the United States and approximately 25% of our revenues were from currencies other than the United States dollar. The British pound represents the majority of revenues denominated in a currency other than the United States dollar. While revenues and expenses of our foreign operations are primarily denominated in their respective local currencies, some subsidiaries do enter into certain transactions in currencies that are different from the local currency. These transactions consist primarily of cross-currency intercompany balances and certain 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. The amount of these balances can fluctuate in the future as we bill customers and buy products or services in currencies other than our
26
functional currency (i.e., the United States dollar), which could increase our exposure to foreign currency exchange rates. Our exposures to foreign currency exchange rates can also fluctuate as a result of acquisitions. Accordingly, we continuously assess and monitor our exposure to foreign currency exchange rates. We do not enter into any market risk sensitive instruments for trading or hedging purposes.
The foregoing risk management discussion and the effect thereof are forward-looking statements. Actual results in the future may differ materially from these projected results due to actual developments in global financial markets. The analytical methods used by us to assess and minimize risk discussed above should not be considered projections of future events or losses.
Item 4. Controls
and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our chief executive officer and chief financial officer (our principal executive officer and principal financial officer, respectively), evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2025. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the Securities and Exchange Commission. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of September 30, 2025, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.
Changes in Internal Control Over Financial Reporting
There have not been any changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fiscal quarter ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II – OTHE
R INFORMATION
Item 1. Legal Proceedings
The information regarding certain legal proceedings in which we are involved as set forth in Note 14 – Commitments and Contingencies of the Notes to the Condensed Consolidated Financial Statements (Part I, Item 1 of this Quarterly Report on Form 10-Q) is incorporated by reference into this Item 1.
In addition, we are involved in various other legal proceedings arising in the normal course of our businesses. At this time, we do not believe any material losses under these claims to be probable. While the ultimate outcome of such legal proceedings cannot be predicted with certainty, it is in the opinion of management, after consultation with legal counsel, that the final outcome in such proceedings, in the aggregate, would not have a material adverse effect on our consolidated financial condition, results of operations or cash flows.
Item 1A. Risk Factors
As of the date of this report, there have been no material changes to the risk factors we previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.
27
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following is a summary of the repurchases of our common stock in the third quarter of 2025 (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)
July 1, 2025 – July 31, 2025
0.5
$
85.67
0.5
$
1,440.0
August 1, 2025 – August 31, 2025
1.6
$
86.51
1.6
$
1,302.9
September 1, 2025 – September 30, 2025
0.7
$
88.77
0.7
$
1,239.6
Total
2.8
2.8
(1) Information is based on trade dates of repurchase transactions.
(2) Represents shares repurchased in open market transactions pursuant to our common stock repurchase program.
(3) Stock repurchases were made pursuant to the common stock repurchase program authorized by our Board of Directors in May 2025. The program allows for the purchase of up to $1.5 billion of outstanding common stock in one or more transactions on the open market or in privately negotiated purchases.
28
Item 6.
Exhibits
The exhibits listed in the Exhibit Index immediately preceding such exhibits are filed as part of this Report.
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.*
104
Cover page formatted as Inline XBRL and contained in Exhibit 101.
* Filed herewith
29
SIGNA
TURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SS&C TECHNOLOGIES HOLDINGS, INC.
By:
/s/ Brian N. Schell
Brian N. Schell
Executive Vice President and Chief Financial Officer
(Duly Authorized Officer, Principal Financial and Accounting Officer)
Insider Ownership of SS&C Technologies Holdings Inc
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Owner
Position
Direct Shares
Indirect Shares
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Summary Financials of SS&C Technologies Holdings Inc
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