S&P Global (SPGI) Financial History

difficult for us to satisfy our indebtedness obligations and our other ongoing business obligations, which may result in defaults; events of default if we fail to comply with the financial and other covenants containe…

We believe there remains significant opportunity to expand our business into major geographic and product markets (including private markets, energy expansion, supply chain intelligence, wealth, decentralized finance,…

The physical commodity and commodity derivative markets may be impacted by decisions by market participants and policy makers to address sustainability and energy expansion matters.

•We rely on the business infrastructure and systems of third parties with whom we do business and to whom we outsource the maintenance and development of operational and technological functionality, including our AWS…

•Outsourcing these functions also involves the risk that the third-party service providers may not maintain adequate physical, technical and administrative safeguards to protect the security of our confidential inform…

•Compliance with international and U.S.

◦changes in applicable laws and regulatory requirements, including data localization and operational resilience requirements,

◦high interest rates or fluctuation in interest rates, currency exchange rates or energy and commodity markets,

•Damage to our reputation, credibility, and brand could have a material adverse effect on our business, financial condition or results of operations.

•Negative perceptions or publicity could damage our reputation with customers, prospects, regulators, and the public generally, which in turn could negatively impact, among other things, our ability to attract and ret…

•Given our role in the financial, energy and commodity, and automotive markets, our ability to attract and retain customers is uniquely affected by external perceptions of our reputation, credibility, and brand.

Our reputation, credibility, and brand are key assets and competitive advantages of our Company and our business, financial condition or results of operations could be materially and adversely affected if we are negat…

•We regularly assess and take steps to improve our existing business continuity plans and key management succession.

•Should we or our third-party service providers experience a local or regional disaster or other business continuity problem, such as an earthquake, hurricane, flood, civil unrest, protests, military conflict, terrori…

•Some of our agreements with data suppliers allow them to cancel on short notice.

•Some of our products and services and their related value are dependent upon updates from our third-party data suppliers and most of our information and data products and services are dependent upon continuing access…

We rely on the products and services of other suppliers, including certain data, software and service suppliers, for many aspects of our business.

•Changes in the markets in which we compete from time to time drive us to lower the fees we charge for our products and services in order to remain competitive.

•We have made and expect to continue to make acquisitions, divestitures and other strategic transactions to strengthen our business and grow our Company.

Inability to attract, retain or train key qualified personnel or to navigate key management transitions could have a material adverse effect on our business, financial condition or results of operations.

•The foregoing factors generally affect our performance and could have a material adverse effect on our business, financial condition or results of operations.

•Our Energy business is impacted by volatility in the energy and commodity markets.

•Our Indices business is impacted by market volatility, asset levels or notional values of investment products based on our indices, and trading volumes of certain exchange traded derivatives.

Changes in the volume of securities issued and traded in domestic and/or global capital markets, asset levels and flows into investment products, high interest rates, changes in interest rates and volatility in the fi…

Moreover, many of our products use new and evolving technologies that may contain their own undetected errors or defects.

•We have a heightened risk of litigation and reputational harm due to our role in the global markets.

•Additional international trade restraints may be promulgated at any time and may require changes to our operations and increase our risk of noncompliance.

•Embargoes and sanctions laws are changing rapidly for certain geographies, including with respect to Iran, Russia, and Venezuela.

•The EU's package of legislative measures called the Markets in Financial Instruments Directive and Regulation (collectively "MiFID II") have applied in all EU Member States since 2018.

•Energy and Indices are subject to financial and commodity benchmark regulation in the EU (the “EU Benchmark Regulation”) and the U.K.

•Energy has aligned its operations with the Principles for Oil Price Reporting Agencies ("PRA Principles") issued by IOSCO and, as recommended by IOSCO in its final report on the PRA Principles, has aligned to the PRA…

•Credit rating laws and regulations, and any other similar future rule-making, could result in reduced demand for credit ratings and/or significant increased costs, which we may be unable to pass through to customers.

Future legislation, regulatory reform or policy changes, such as financial services regulatory reform, energy- or commodity-specific regulation, including oil, regulations related to pricing providers, credit rating d…

Future legislation, regulatory reform or policy changes, especially abrupt changes, could have a material adverse effect on our business, financial condition or results of operations.

•We devote meaningful time and financial resources to compliance with current and future applicable international and U.S.

•There has been increased public attention regarding the use and transfer of personal information and regulations intended to strengthen data protection, information security and consumer and personal privacy.

which we operate.

Changes and increased enforcement in the global privacy, data localization, operational resilience, and data protection legislative, regulatory, and commercial environments in which we operate may materially and adver…

•Many of these proceedings, investigations and inquiries regularly relate to the activity of our Ratings, Indices, and Energy businesses.

Exposure to litigation and government and regulatory proceedings, investigations and inquiries could have a material adverse effect on our business, financial condition or results of operations.

errors, we may experience outages or other disruptions in the future, and such outages or disruptions could have a material adverse effect on our business, financial condition or results of operations.

•This may include a disruption involving physical or technological infrastructure used by us or third parties with or through whom we conduct business, whether due to human error, natural disasters, power loss, teleco…

Our operations and infrastructure may malfunction or fail, which could have a material adverse effect on our business, financial condition or results of operations.

•Any of the above factors could materially and adversely affect our business, reputation, financial condition or results of operations.

•Our products also contain intellectual property of third-party sources.

Our inability to adequately obtain, protect and maintain our intellectual property and other proprietary rights could impact our competitive position.

Any of the foregoing factors could materially and adversely affect our business, reputation, financial condition or results of operations.

•AI is being utilized by malign actors to launch increasingly sophisticated cyber attacks against us and our third-party service providers (including our vendors, data partners and distribution partners), which, if su…

•The number of approaches to integrating and commercializing AI is currently large, and many of those approaches may fail to gain market acceptance or become obsolete as AI continues to evolve.

Artificial Intelligence ("AI") presents new and evolving risks, and our approach to AI may not be successful, which could materially and adversely affect our business, financial condition or results of operations.

In recent years, more public sources of free or relatively inexpensive information have become available, and advances in public cloud computing and open source software are expected to continue.

•Innovation and constant development in support of new products and enhancements to existing products calls for the implementation of new and improved processes and technologies that require related change management…

•The rapid change of technology is a key feature of all of the markets in which we operate.

We operate in highly competitive markets that continuously change to adapt to customer needs.

Our inability to innovate and compete with new or enhanced products and services of our competitors could have a material adverse effect on our business, financial condition or results of operations.

•We conduct cyber due diligence during the acquisition process; however, following the completion of acquisitions, we from time to time identify weaknesses and vulnerabilities in acquired entities’ information systems…

•We devote significant resources to maintain and regularly update our systems and processes that are designed to protect the security of our information systems, software, networks and other technology assets and the…

•In the ordinary course of business, we are exposed to vulnerabilities in widely deployed third-party software.

typosquatting, automated attacks, employee errors, negligence or malfeasance, the use of malicious codes or worms, payment fraud, and other unauthorized occurrences on, or conducted through, our or our third-party ser…

We are a global, diversified, and highly differentiated provider of benchmarks, data, analytics and workflow solutions in the global capital, energy and commodity, and automotive markets.

The physical commodity and commodity derivative markets may be impacted by decisions by market participants and policy makers to address climate change.

Climate change and the transition to renewable energy and a net zero economy pose operational, commercial and regulatory risks.

◦increases in taxes or changes in U.S.

loss, loss of human capital, regulatory actions, reputational harm, damaged client relationships or legal liability.

•Our Commodity Insights business is impacted by volatility in the commodities markets.

issuance of our credit ratings or our other products and services and may have a material adverse effect on our operations, profitability and competitiveness, the demand for our credit ratings or our other products an…

•We are also from time to time subject to, or face assertions that we are subject to, additional obligations relating to personal and other data by contract or due to assertions that self-regulatory obligations or ind…

meaningfully limit the success of future attempts to compromise our information or information technology systems.

•Failure to comply with privacy and data protection requirements could result in significant penalties.

•Many of these proceedings, investigations and inquiries (including market studies) regularly relate to the activity of our Ratings, Indices, and Commodity Insights businesses.

•On May 30, 2024, we experienced an outage caused by an erroneous internal modification of code in an enterprise technology tool.

•In addition, a number of our customers entrust us with storing and securing their data and information on our servers.

•Our products contain intellectual property delivered through a variety of digital and other media.

•We consider many of our products and services to be proprietary.

Many of our offerings use new and evolving technologies, such as AI.

Social, ethical and operational issues relating to the use of new and evolving technologies, such as AI, in our offerings could materially and adversely affect our business, financial condition or results of operations.

AI is an emerging technology that is fundamentally changing the way data is gathered, produced, protected, licensed, processed, and consumed.

•The rapid change of technology is a key feature of all of the markets in which we operate.

The markets in which we operate continuously change to adapt to customer needs.

•The cyber threats we and our third-party service providers (including our vendors) face are rapidly evolving and are

•We may incur substantial additional indebtedness (including secured indebtedness) for many reasons, including to fund acquisitions, which could have significant consequences on our future operations, including: makin…

Our indebtedness, or a downgrade to our credit ratings, could adversely affect our business, financial condition, and results of operations.

Sustainability and energy expansion matters pose operational, commercial and regulatory risks.

penalties, criminal sanctions, administrative remedies, or restrictions on business conduct that have a material adverse effect on our reputation, business, financial condition or results of operations.

Adverse developments in any of these areas could have a material adverse effect on our business, financial condition or results of operations.

◦increases in taxes or changes in U.S.

with such laws, regulations, standards or expectations could result in adverse reactions by certain stakeholders, including governmental authorities, regulators, shareholders and customers, including the commencement…

•We could experience interruptions in our data access for a number of reasons, including difficulties in renewing our agreements with third-party data providers, changes to the software used by third-party data provid…

•Our ability to produce our products and services and develop new products and services is dependent upon the products and services of other suppliers, including certain data, software and service suppliers.

•If we are not able to successfully compete with our competitors, we may be required to significantly reduce the costs for our products or services, or we may lose significant market share, revenue or customers, which…

•The failure of acquisitions, divestitures and other strategic transactions to perform as expected could have a material adverse effect on our business, financial condition or results of operations.

Our acquisitions, divestitures and other strategic transactions may not produce anticipated results, which could have a material adverse effect on our business, financial condition or results of operations.

On April 29, 2025, we announced our intent to pursue a separation of our Mobility business through a spin-off to our shareholders.

The planned separation of our Mobility business into an independent, publicly traded company is contingent upon the satisfaction of a number of conditions, may not be completed on the currently contemplated timeline,…

•The products we develop or license, and the proprietary methodologies, models and processes on which these products rely, from time to time contain undetected errors or defects, despite testing and/or other quality a…

•Certain products and services provided by the S1 business in Energy are subject to the EU regulation on the transparency and integrity of ESG rating activities adopted by the European Parliament and Council in Novemb…

•We are also from time to time subject to, or face assertions that we are subject to, additional obligations relating to personal and other data by contract or due to assertions that self-regulatory obligations or ind…

•These laws and regulations are wide-ranging in scope and impose numerous requirements on entities that process certain data, including personal data, such as requirements relating to processing sensitive data, obtain…

•We, and certain types of information we collect, compile, store, use, process, transfer, publish and sell, are subject to laws and regulations governing the protection of personal and sensitive information in the var…

•We have at times experienced outages and other disruptions due to internal system or human errors and could in the future be subject to outages or other disruptions due to similar errors.